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Published on 9/24/2007 in the Prospect News Special Situations Daily.

Red Mountain urges ABX to consider Astar negotiations

By Lisa Kerner

Charlotte, N.C., Sept. 24 - ABX Air, Inc. investors led by Red Mountain Capital Partners LLC expressed a lack of confidence in the board of directors' commitment to maximizing shareholder value.

Red Mountain, in a Sept. 24 letter to board chairman James H. Carey, said it was "disappointed by the board's outright rejection of Astar Air Cargo Holding's indication of interest to acquire ABX Air and its failure to pursue negotiations with Astar during the past three months."

However, the investor agreed that Astar's terms "do not fully reflect the value of merger synergies and ABX Air's expanded fleet of Boeing 767s."

Red Mountain believes a merger with Astar "that would consolidate DHL's air freighter fleet in the United States presents a unique opportunity to maximize value for ABX Air's shareholders."

"As ABX Air's second largest shareholder, we strongly encourage you to act in your shareholders' interest by engaging in serious and constructive negotiations" to "consummate a transaction that maximizes shareholder value," the letter stated. The letter was included in a schedule 13D filing with the Securities and Exchange Commission.

The reporting persons own 3,623,154 shares or 6.2% of the Wilmington, Ohio-based cargo airline.

It was previously reported that ABX would evaluate an unsolicited indication of interest from Astar to acquire the company for $7.75 per share in cash. Miami-base Astar is a holding company for Astar Air Cargo, Inc., a licensed U.S. air carrier that also operates out of Wilmington, Ohio.


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