Alan Kahn Lawsuit - Bayside Capital, Inc., AirNet Holdings, Inc.

Alan Kahn Lawsuit Collection

" As previously disclosed in the Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2008, filed with the Securities and Exchange Commission (the “SEC”) on May 12, 2008 by AirNet Systems, Inc. (the “Company”), on April 29, 2008, a lawsuit (the “Kahn Lawsuit”) was filed by Alan R. Kahn, purportedly on behalf of a class of the Company’s Shareholders, in the Court of Common Pleas of Franklin County, Ohio, against the Company, the Company’s directors, Bayside Capital, Inc., AirNet Holdings, Inc., a Delaware corporation which is an affiliate of Bayside Capital, Inc. (“AirNet Holdings”) and AirNet Acquisition, Inc., an Ohio corporation which is a wholly-owned subsidiary of AirNet Holdings (“AirNet Acquisition”), in connection with the proposed merger of AirNet Acquisition with and into the Company pursuant to the terms of the Agreement and Plan of Merger, dated as of March 31, 2008, among the Company, AirNet Holdings and AirNet Acquisition (the “Merger Agreement”). The Company shareholders are scheduled to vote upon the adoption of the Merger Agreement and approval of the merger at a Special Meeting of Shareholders to be held on Wednesday, June 4, 2008, at 10:00 a.m., Eastern Daylight Saving Time, at the Hilton Columbus of Easton, 3900 Chagrin Drive, Columbus, Ohio 43219.

The parties to the Kahn Lawsuit have settled those legal proceedings, and the complaint in the Kahn Lawsuit was dismissed with prejudice on May 22, 2008.

In connection with the settlement of the Kahn Lawsuit, the Company agreed to provide additional detail with respect to two of the analyses considered by Brown, Gibbons, Lang & Company Securities, Inc. (“BGL”), one of the financial advisors to the Company’s board of directors, in connection with BGL’s opinion that, as of March 29, 2008, the $2.81 per share cash consideration to be received by the Company’s shareholders pursuant to the Merger Agreement was fair to the shareholders from a financial point of view. "

Source of Alan R. Kahn Lawsuit Quote and Full Alan R. Kahn Document
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