Armor Designs Announces Update on Legal Matters

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TEMPE, Ariz., Nov. 19, 2014 /PRNewswire/ -- The following announcement replaces in its entirety the announcement released by Armor Designs, Inc. on Tuesday, November 18 at 7.00am UK time (2:00am ET) which was released in error. The full amended text appears below.

Armor Designs, Inc. (LSE: ADID) ("Armor" or the "Company"), a leading designer, integrator and manufacturer of armor solutions for military, government and commercial use, today provided an update on litigation currently pending before the Court of Chancery of the State of Delaware (the "Court").  Following a hearing held on Friday, November 7, 2014, the Court preliminarily declined to validate a written consent executed by the Company's former Chairman of the Board and Chief Executive Officer, James St. Ville ("St. Ville"), acting through his wholly-owned company Hawthorne & York International Ltd ("HYI"), to remove the incumbent board of directors and to appoint seven new board members. 

Under consideration by the Court is the validity of St. Ville's actions taking in to account the terms of a "Relationship Agreement" entered into by St. Ville, HYI and the Company in December 2007. The Court concluded that the Relationship Agreement contractually binds St. Ville in a way that limits his ability to act as controlling stockholder, and thereby has encouraged investors who relied on its precepts to buy stock and know that they would not be subject to certain control actions by St. Ville.  The Court reserved its decision as to the applicability of the Relationship Agreement to invalidate St. Ville's action because the record is devoid of whether St. Ville reasonably believed the action to be in the best interest of the Company and its shareholders as a whole.  A further hearing is expected to occur but no timetable has yet been set.

It is anticipated that trading in the Company's shares on AIM will remain suspended pending further updates in relation to these matters as well as notification of the Company's interim results to June 30, 2014 which have been delayed due to the aforementioned matters.

Further announcements will be made as appropriate.



For further information please contact:




Dennard Lascar Associates, LLC. 

Tel: 713-529-6600

M. Carol Coale


ccoale@dennardlascar.com




Ken Dennard


ken@dennardlascar.com




Armor Designs, Inc. 

Tel: +1 520 329 7686

David L. Oliveira




S. P. Angel Corporate Finance LLP  

Tel: +4420 3463 2260

Stuart Gledhill


Tercel Moore


About Armor Designs, Inc.

Armor Designs, Inc. (ADI) is a knowledge-based, technology-innovation company that develops and manufactures the highest quality, lightest and most cost-effective armor solutions to serve the military, government and commercial sectors on a global basis. We are an international company headquartered in Phoenix, Arizona, and our commitment to state-of-the-art innovation is driven through the application of Finite Elemental Analysis. This methodology eliminates the trial-and-error approach and instead provides a robust platform for a rapid development of armor solutions that can be tailored for any application.

For more information, please visit the Armor Designs web site at www.armordesigns.com

Safe Harbor Statement and Disclaimer

This news release includes "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  Forward looking statements give our current expectations, opinion, belief or forecasts of future events and performance.  A statement identified by the use of forward looking words including "may," "expects," "projects," "anticipates," "plans," "believes," "estimate," "should," and certain of the other foregoing statements may be deemed forward-looking statements.  Although Armor Designs believes that the expectations reflected in such forward-looking statements are reasonable, these statements involve risks and uncertainties that may cause actual future activities and results to be materially different from those suggested or described in this news release.  Investors are cautioned that any forward-looking statements are not guarantees of future performance and actual results or developments may differ materially from those projected. The forward-looking statements in this press release are made as of the date hereof. The Company takes no obligation to update or correct its own forward-looking statements, except as required by law, or those prepared by third parties that are not paid for by the Company.

Electronic versions of the materials you are seeking to access are being made available on this website by Armor Designs, Inc. ("Armor Designs") pursuant to the AIM rules for companies published by the London stock exchange as a consequence of the fact that the common shares of armor designs are admitted to trading on the AIM market of the London Stock Exchange.

Non-U.S. persons

These materials are not directed to nor are they intended for access by persons located or resident in the United States.  None of the securities of Armor Designs discussed or referred to in the materials you are seeking to access have been registered under the US securities act 1933, as amended ("securities act") and may not be offered, sold, pledged or otherwise transferred except (1) in an offshore transaction meeting the requirements of rule 903 or rule 904 of regulation S under the securities act, (2) pursuant to an effective registration statement under the securities act, or (3) pursuant to an available exemption from the registration requirements of the securities act, in each case in accordance with all applicable securities laws.

 

Contacts:

Carol Coale / Ken Dennard


Dennard ▪ Lascar LLC


(713) 529-6600


ccoale@dennardlascar.com


ken@dennardlascar.com

 

 

SOURCE Armor Designs, Inc.