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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
AMENDMENT NO. 4 TO
SCHEDULE 13E-3
RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(e)
SECURITIES EXCHANGE ACT OF 1934
SECURITIES EXCHANGE ACT OF 1934
Mercury Air Group, Inc.
(Name of Issuer)
Mercury Air Group, Inc.
Joseph A. Czyzyk
Frederick H. Kopko, Jr.
CK Partners
(Name of Person(s) Filing Statement)
Joseph A. Czyzyk
Frederick H. Kopko, Jr.
CK Partners
(Name of Person(s) Filing Statement)
Common Stock, par value $.01 per share
(Title of Class of Securities)
(Title of Class of Securities)
589354406
(CUSIP Number of Class of Securities)
(CUSIP Number of Class of Securities)
Joseph A. Czyzyk
Mercury Air Group, Inc.
5456 McConnell Avenue
Los Angeles, California 90066
(310) 827-2737
(Name, Address, and Telephone Numbers of Person Authorized to Receive
Notices and Communications on Behalf of Persons Filing Statement)
Mercury Air Group, Inc.
5456 McConnell Avenue
Los Angeles, California 90066
(310) 827-2737
(Name, Address, and Telephone Numbers of Person Authorized to Receive
Notices and Communications on Behalf of Persons Filing Statement)
With a copy to:
James R. Stern, Esq.
McBreen & Kopko
20 North Wacker Drive
Suite 2520
Chicago, Illinois 60606
McBreen & Kopko
20 North Wacker Drive
Suite 2520
Chicago, Illinois 60606
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This statement is filed in connection with (check the appropriate box):
a. | þ The filing of solicitation materials or an information statement subject to Regulation 14A (§§240.14a-1 through 240.14b-2), Regulation 14C (§§240.14c-1 through 240.14c-101) or Rule 13e-3(c) (§240.13e-3(c)) under the Securities Exchange Act of 1934 (the “Act”). |
b. | o The filing of a registration statement under the Securities Act of 1933. | |
c. | o A tender offer. | |
d. | o None of the above. |
Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies:o
Check the following box if the filing is a final amendment reporting the results of the transaction:o
Calculation of Filing Fee
Transaction Valuation | Amount of Filing Fee | |
$770,452 | $90.68 |
*Calculated solely for purposes of determining the filing fee. The transaction valuation assumes the payment for 192,613 shares of common stock of the subject company at $4.00 per share in cash.
Check the box if any part of the fee is offset as provided by §240.1-11(1)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.þ
Amount Previously Paid: $90.68 | Filing Party: Mercury Air Group, Inc. | |
Form or Registration No.: Schedule 13E-3 (5-34478) | Date Filed: April 1, 2005 |
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EXPLANATORY NOTE
This Amendment No. 4 (“Amendment”) amends and supplements the Rule 13E-3 Transaction Statement on Schedule 13E-3 (the “Schedule 13E-3”) filed on April 1, 2005 by Mercury Air Group, Inc. (the “Company”), as amended by Amendment No. 1 to the Schedule 13E-3 filed on May 19, 2005, and as further amended by Amendments No. 2 and No. 3 to the Schedule 13E-3 filed on June 23, 2005 and July 22, 2005, respectively, by the Company, CK Partners, Joseph A. Czyzyk and Frederick H. Kopko, Jr. This Amendment, filed jointly by the Company, CK Partners, and Messrs. Czyzyk and Kopko is being filed pursuant to Rule 13E-3(d)(3) as a final amendment to the Schedule 13E-3 to report the results of the 1-for-501 reverse stock split followed immediately by a 501-for-1 forward stock split of the Company’s common stock (the “Transaction”).
Stockholders holding shares of the Company’s common and preferred stock representing the required majority of votes approved the Transaction at a meeting of Mercury’s stockholders held on September 16, 2005. The Company filed an Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the Transaction. As a result of the effectiveness of the Transaction, as of 6:00 p.m. (Eastern Time) on September 16, 2005, (i) stockholders owning fewer than 501 shares of the Company’s common stock prior to the consummation of the Transaction will receive cash at a price of $4.00 per share owned by such stockholders prior to the consummation of the Transaction, and (ii) stockholders owning 501 or more shares of the Company’s common stock immediately prior to the Transaction continue to own the same number of shares of the Company’s common stock as they did immediately before the Transaction.
Based on the information available to the Company, the Transaction reduced the number of record holders of the Company’s common stock to fewer than 300. The Company has filed a Form 15 with the Securities and Exchange Commission (the “SEC”) on September 19, 2005 to terminate the registration of the Company’s common stock under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Upon the filing of the Form 15, the Company was no longer required to file periodic reports with the SEC, including annual reports on Form 10-K and quarterly reports on Form 10-Q, and will no longer be subject to the SEC’s proxy rules. In addition, the Company requested that the American Stock Exchange delist the Company’s common stock prior to the opening of the market on September 19, 2005.
On August 12, 2005, the Company filed a definitive proxy statement (the “Proxy Statement”) pursuant to Regulation 14A under the Exchange Act. The information in the Proxy Statement, including all annexes thereto, is expressly incorporated by reference herein in its entirety and responses to each item herein are qualified in their entirety by the information contained in the Proxy Statement and the annexes thereto. Capitalized terms used but not defined herein have the meanings given to them in the Proxy Statement.
All references to subsections in the Items below are to the subsection of the applicable Item in Regulation M-A.
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Item 1. Summary Term Sheet.
The section entitled “Summary Term Sheet” set forth in the Proxy Statement is incorporated herein by reference.
Item 2. Subject Company Information.
(a) Name and Address.The name of the subject company is Mercury Air Group, Inc., a Delaware corporation (the “Company”). The Company’s principal executive offices are located at 5456 McConnell Avenue, Los Angeles, California 90066. The Company’s telephone number is (310) 827-2737.
(b) Securities.The subject class of equity securities to which this Schedule relates is the Company’s common stock, par value $.01 per share (the “Common Stock”), of which 3,056,355 shares were outstanding as of May 1, 2005.
(c) Trading, Market and Prices.The information set forth in the Proxy Statement under “Market for Common Stock and Related Stockholder Matters – Market Prices of the Common Stock” is incorporated herein by reference.
(d) Dividends.The information set forth in the Proxy Statement under “Market for Common Stock and Related Stockholder Matters – Dividends” is incorporated herein by reference.
(e) Prior Public Offerings. The Company has not made an underwritten public offering of the Common Stock for cash during the three years preceding the date of the filing of this Schedule.
(f) Prior Stock Purchases. The information set forth in the Proxy Statement under “Stock Purchases by Mercury and Transaction Affiliates” is incorporated herein by reference.
Item 3. Identity and Background of Filing Person.
(a) Name and Address. The filing persons are the Company, Joseph A. Czyzyk (Chairman, Chief Executive Officer, President and principal stockholder of the Company), Frederick H. Kopko, Jr. (director and principal stockholder of the Company) and CK Partners, a partnership owned and controlled by Messrs. Czyzyk and Kopko. Mr. Kopko also serves as outside legal counsel on various corporate legal matters. The Company’s address and telephone number are provided in Item 2(a) above. The address and telephone number of Mr. Czyzyk and CK Partners are also provided in Item 2(a) above. The address and telephone number of Mr. Kopko is 20 North Wacker Drive, Suite 2520, Chicago, Illinois 60606, (312) 332-6405. The address of each executive officer is c/o Mercury Air Group, Inc. 5456 McConnell Avenue, Los Angeles, California 90066, telephone number (310) 827-2737. The names of the executive officers, and the names and addresses of the directors are set forth below.
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Executive Officers | ||
Joseph A. Czyzyk, Chairman, Chief Executive Officer and President | ||
Kent Rosenthal, Chief Financial Officer | ||
William L. Silva, Executive Vice President and President of Maytag Aircraft | ||
Corporation | ||
Wayne J. Lovett, Executive Vice President, Secretary and General Counsel | ||
Directors | ||
Frederick H. Kopko, Jr., 20 North Wacker Drive, Suite 2520, Chicago, IL 60606 | ||
Gary J. Feracota, 904 Williams Street, River Forest, IL 60305 | ||
Michael J. Janowiak, 6540 West Joliet Road, #38, Countryside, IL 60525 | ||
Angelo Pusateri, 17 Cary Road, New Hyde Park, NY 11040 |
(b) Business and Background of Entities. CK Partners is an Illinois general partnership owned and controlled by Messrs. Czyzyk and Kopko.
(c) Business and Background of Natural Persons. The information set forth in Item 2(a) above and in the Proxy Statement under “Management of Mercury—Directors” and “Management of Mercury—Executive Officers Who Are Not Directors” is incorporated herein by reference. All directors and executive officers are United States citizens. During the last five years, neither the Company nor, to its knowledge, any of its directors or executive officers has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or was a party to any judicial or administrative proceeding (except for matters that were dismissed without sanction or settlement) as a result of which any such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting activities subject to, federal or state securities laws or finding any violation of those laws.
Item 4. Terms of the Transaction.
(a) Material Terms.The information set forth in the Proxy Statement under “Summary Term Sheet,” “The Proposed Amendment,” “The Special Meeting —Vote Required,” “Special Factors—Purpose of and Reasons for the Transaction,” “Special Factors—Background of the Transaction; Board and Special Committee Deliberations” and “Special Factors—U.S. Federal Income Tax Consequences” is incorporated herein by reference.
(b) [Reserved]
(c) Different Terms.The information set forth in the Proxy Statement under “Special Factors – Certain Effects of the Transaction”, is incorporated herein by reference.
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(d) Appraisal Rights. The information set forth in the Proxy Statement under “Special Factors—No Appraisal or Dissenters’ Rights; Escheat Laws” is incorporated herein by reference.
(e) Provisions for Unaffiliated Security Holders. The Company has not made any provision in connection with the transaction to grant unaffiliated security holders access to the Company’s corporate files or to obtain counsel or appraisal services at the Company’s expense.
(f) Eligibility for Listing or Trading. Not applicable.
Item 5. Past Contacts, Transactions, Negotiations and Agreements.
(a) Transactions. The information set forth in the Proxy Statement under “Certain Transactions” is incorporated herein by reference.
(b) Significant Corporate Events. The information set forth in the Proxy Statement under “Security Ownership of Certain Beneficial Owners” and “Certain Transactions” is incorporated herein by reference.
(c) Negotiations or Contacts. The information set forth in the Proxy Statement under “Security Ownership of Certain Beneficial Owners” and “Certain Transactions” is incorporated herein by reference.
(d) [Reserved]
(e) Agreements Involving the Subject Company’s Securities. The information set forth in the Proxy Statement under “Special Factors – Certain Effects of the Transaction” and “Security Ownership of Certain Beneficial Owners” is incorporated herein by reference.
Item 6. Purposes of the Transaction and Plans or Proposals.
(b) Use of Securities Acquired. Shares to be acquired will be kept in the Company’s treasury and thereafter may be reissued or retired.
(c) Plans. The information set forth in the Proxy Statement under “Summary Term Sheet- Purpose of and Reasons for the Transaction”, “Summary Term Sheet – Benefits of the Transaction”, “Summary Term Sheet – Disadvantages of the Transaction”, “Summary Term Sheet – Effects of the Transaction”, “Special Factors – Purpose of and Reasons for the Transaction”, “Special Factors – Benefits of the Transaction”, “Special Factors – Disadvantages of the Transaction”, “Special Factors – Certain Effects of the Transaction” and “Special Factors – Conduct of Mercury’s Business after the Transaction” is incorporated herein by reference.
Item 7. Purposes, Alternatives, Reasons and Effects.
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(a) Purposes. The information set forth in the Proxy Statement under “Summary Term Sheet – Purpose of and Reasons for the Transaction,” “Special Factors – Purpose of and Reasons for the Transaction” and “Special Factors—Background of the Transaction; Board and Special Committee Deliberations” is incorporated herein by reference.
(b) Alternatives. The information set forth in the Proxy Statement under “Summary Term Sheet - - Alternatives Considered” and “Special Factors – Alternatives Considered” is incorporated herein by reference.
(c) Reasons. The information set forth in the Proxy Statement under “Summary Term Sheet – Purpose of and Reasons for the Transaction” and “Special Factors—Purpose of and Reasons for the Transaction” is incorporated herein by reference.
(d) Effects. The following information is incorporated by reference to the Proxy Statement: “Summary Term Sheet — Purpose of and Reasons for the Transaction,” “Summary Term Sheet - Disadvantages of the Transaction,” “Summary Term Sheet – Benefits of the Transaction,” Summary Term Sheet – The Transaction,” “Summary Term Sheet – Effects of the Transaction,” “Summary Term Sheet – U.S. Federal Income Tax Consequences,” “Special Factors – Purpose of and Reasons for the Transaction,” “Special Factors – Benefits of the Transaction,” “Special Factors – Disadvantages of the Transaction,” “Special Factors – Certain Effects of the Transaction,” and “Special Factors – U.S. Federal Income Tax Consequences.”
Item 8. Fairness of the Transaction.
(a) Fairness. The information set forth in the Proxy Statement under “Summary Term Sheet - Determination of Fairness of the Transaction by the Special Committee, the Board and the Transaction Affiliates,” “Special Factors — Recommendation of the Board; Fairness of the Transaction” and “Special Factors – Determination of Fairness of the Transaction by the Transaction Affiliates” is incorporated herein by reference.
(b) Factors Considered in Determining Fairness. The information set forth in the Proxy Statement under “Summary Term Sheet – Determination of Fairness of the Transaction by the Special Committee, the Board and the Transaction Affiliates,” “Special Factors — Recommendation of the Board; Fairness of the Transaction” and “Special Factors – Determination of Fairness of the Transaction by the Transaction Affiliates” is incorporated herein by reference.
(c) Approval of Security Holders. The information set forth in the Proxy Statement under “Special Factors – Recommendation of the Board; Fairness of the Transaction” is incorporated herein by reference.
(d) Unaffiliated Representatives. The information set forth in the Proxy Statement under “Special Factors — Recommendation of the Board; Fairness of the Transaction” is incorporated herein by reference.
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(e) Approval of Directors. The information set forth in the Proxy Statement under “Summary Term Sheet — Recommendation of the Special Committee and the Board of Directors” and “Special Factors — Recommendation of the Board; Fairness of the Transaction” is incorporated herein by reference.
(f) Other Offers.The information set forth in the Proxy Statement under “Special Factors – Corporate Developments in Last Four Years” and “Special Factors – Background of the Transaction; Board and Special Committee Deliberations” is incorporated herein by reference.
Item 9. Reports, Opinions, Appraisals and Negotiations.
(a) Report, Opinion or Appraisals. The information set forth in the Proxy Statement under “Summary Term Sheet — Fairness Opinion of Imperial Capital, LLC,” “Special Factors – Corporate Developments in Last Four Years,” “Special Factors – Background of the Transaction; Board and Special Committee Deliberations” and “Special Factors — Opinion of Imperial Capital, LLC” is incorporated herein by reference.
(b) Preparer and Summary of the Report, Opinion or Appraisal.The information set forth in the Proxy Statement under “Summary Term Sheet — Fairness Opinion of Imperial Capital, LLC,” “Special Factors – Corporate Developments in Last Four Years,” “Special Factors – Background of the Transaction; Board and Special Committee Deliberations” and “Special Factors — Opinion of Imperial Capital, LLC” is incorporated herein by reference.
(c) Availability of Documents. The full text of the fairness opinion of Imperial Capital, LLC, dated March 21, 2005, is attached as Appendix B to the Proxy Statement. The full text of the reports of SenPro Consulting/Casey & Co. and Parson Consulting dated February 1, 2005 and March 8, 2005, respectively, are attached as exhibits (c)(2) and (c)(3) to this Schedule 13e-3. The full text of all other reports presented by Imperial Capital, LLC are attached as Exhibits (c)(4) to (c)(25) to this Schedule 13e-3. All such documents referenced are also available for inspection and copying at the Company’s principal executive offices, 5456 McConnell Avenue, Los Angeles, California 90066.
Item 10. Source and Amounts of Funds or Other Consideration.
(a) Source of Funds, (b)Conditions, (c)Expensesand (d)Borrowed Funds. The information set forth in the Proxy Statement under “Summary Term Sheet — Source of Funds; Financing of the Transaction” and “Special Factors—Source of Funds; Financing of the Transaction” is incorporated herein by reference.
Item 11. Interest in Securities of the Subject Company.
(a) Securities Ownership. The information set forth in the Proxy Statement under “Security Ownership of Certain Beneficial Owners” is incorporated herein by reference.
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(b) Securities Transactions. The Company and the Transaction Affiliates have not and to the best of the Company’s knowledge, none of its directors or executive officers has effected any transaction in the Common Stock during the 60 days preceding the date of filing this Schedule.
Item 12. The Solicitation or Recommendation.
(a), (b) and (c) [Reserved]
(d) Intent to Tender or Vote in a Going Private Transactionand (e)Recommendations of Others. The information set forth in the Proxy Statement under “The Special Meeting — Vote Required,” “The Special Meeting -Recommendation of the Board of Directors,” “Special Factors — Purpose of and Reasons for the Transaction,” “Special Factors – Benefits of the Transaction,” “Special Factors - Alternatives Considered,” “Special Factors — Recommendation of the Board; Fairness of the Transaction” and “Special Factors – Determination of the Fairness of the Transaction by the Transaction Affiliates” is incorporated herein by reference.
Item 13. Financial Statements.
(a) Financial Information. The audited financial statements and unaudited interim financial statements are incorporated by reference in the proxy statement from the Company’s Annual Report on Form 10-K for the year ended June 30, 2004, and the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005, which are annexed to the Proxy Statement. The information set forth in the Proxy Statement under “Selected Per Share Financial Information,” “Financial Information,” “Documents Incorporated by Reference” and “Where You Can Find More Information” is incorporated herein by reference.
(b) Pro forma Information. The information set forth in the Proxy Statement under “Financial Information — Pro Forma Consolidated Financial Statements (Unaudited)” is incorporated herein by reference.
Item 14. Persons/Assets, Retained, Employed, Compensated or Used.
(a) Solicitation or Recommendationand (b)Employees and Corporate Assets. The information set forth in the Proxy Statement under “Cost of Solicitation of Proxies” is incorporated herein by reference.
Item 15. Additional Information.
The information contained in the Proxy Statement, including all appendices attached thereto, is incorporated herein by reference.
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Item 16. Exhibits.
EXHIBIT INDEX
(a)(1) | Press Release issued by the Company on March 8, 2005.* | |
(a)(2) | Press Release issued by the Company on March 22, 2005.* | |
(b)(1) | Loan Agreement dated as of July 29, 2004 by and among Bank of America, N.A., Mercury Air Group, Inc. and certain subsidiaries. Such document was previously filed as an Exhibit to the Company’s Current Report on Form 8-K on July 30, 2004 and is incorporated herein by reference.* | |
(b)(2) | First Amendment to Loan Agreement by and among Bank of America, N.A., Mercury Air Group, Inc. and certain subsidiaries. Such document was previously filed as an Exhibit to the Company’s Current Report on Form 8-K on October 27, 2004 and is incorporated herein by reference.* | |
(b)(3) | Amended and Restated Loan and Security Agreement dated as of September 7, 2005, by and among Bank of America, N.A., Mercury Air Group, Inc. and certain subsidiaries.* | |
(c)(1) | Report compiled by Mercury based on Analysis of SenPro Consulting/Casey & Co. dated February 1, 2005.* | |
(c)(2) | Agenda dated February 15, 2005 and presented at Special Committee Meeting of February 15, 2005.* | |
(c)(3) | Draft Delisting/Deregistration process memorandum dated February 15, 2005 and presented at Special Committee Meeting of February 15, 2005.* | |
(c)(4) | Step by Step Memorandum dated February 18, 2005, and presented at the Special Committee Meeting of February 21, 2005.* | |
(c)(5) | Comparable Stock Splits Since 2004 presented at Special Committee Meeting of February 25, 2005.* | |
(c)(6) | Pink Sheets Liquidity Analysis presented at Special Committee Meeting of February 25, 2005.* | |
(c)(7) | Share Premium Analysis presented at Special Committee Meeting of February 25, 2005.* | |
(c)(8) | Draft Fairness Opinion & Backup dated February 25, 2005 and presented at Special Committee meeting of February 25, 2005.* | |
(c)(9) | Distribution of Shares Analyses presented at Special Committee Meeting of February 25, 2005.* | |
(c)(10) | Revised Step by Step Memorandum dated February 23, 2005 and presented at the Special Committee Meeting of February 25, 2005.* | |
(c)(11) | Pink Sheets Liquidity Analysis — Distressed Breakout presented at Special Committee Meeting of March 1, 2005.* | |
(c)(12) | Revised Step by Step Memorandum dated February 28, 2005 and presented at the Special Committee Meeting of March 1, 2005.* | |
(c)(13) | Draft Fairness Opinion & Backup v3 dated February 25, 2005 and presented at the Special Committee Meeting of March 1, 2005.* | |
(c)(14) | Comparable Stock Splits since 2004 presented at Special Committee Meeting of March 3, 2005.* |
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(c)(15) | Cash to Buy-Out Fractional Shares at Various Premiums presented at Special Committee Meeting of March 3, 2005.* | |
(c)(16) | Mercury Historical Price and Volume Analysis presented at Special Committee Meeting of March 8, 2005.* | |
(c)(17) | Cash to Buy-Out Fractional Shares at Various Premiums presented at Special Committee Meeting of March 8, 2005.* | |
(c)(18) | Cash to Buy-Out Fractional Shares at Various Premiums presented at Special Committee Meeting of March 9, 2005.* | |
(c)(19) | Cash to Buy-Out Fractional Shares at Various Premiums presented at Special Committee Meeting of March 10, 2005.* | |
(c)(20) | Comparable Stock Splits since 2004 presented at Special Committee Meeting of March 10, 2005.* | |
(c)(21) | Draft Fairness Opinion & Backup dated March 10, 2005 presented at Special Committee Meeting of March 10, 2005.* | |
(c)(22) | Report of Parson Consulting dated March 8, 2005 presented at Special Committee Meeting of March 10, 2005.* | |
(c)(23) | Draft Fairness Opinion & Backup dated March 14, 2005 presented at Special Committee Meeting of March 14, 2005.* | |
(c)(24) | Cash to Buy-Out Fractional Shares at Various Premiums presented at Special Committee Meeting of March 14, 2005.* | |
(c)(25) | Sarbanes-Oxley cost estimates presented at Special Committee Meeting of March 14, 2005.* | |
(c)(26) | Cash to Buy-Out Fractional Shares at Various Premiums presented at Special Committee Meeting of March 21, 2005.* | |
(c)(27) | Expanded Cash to Buyout Fractional Shares at various premiums presented at Special Committee Meeting of March 21, 2005.* | |
(c)(28) | Draft Fairness Opinion & Backup dated March 21, 2005 presented at Special Committee Meeting of March 21, 2005.* | |
(c)(29) | Financial Projections dated March 1, 2005.* | |
(d)(1) | Amended and Restated Partnership Agreement dated as of July 30, 2004 of CK Partners by and among Frederick H. Kopko, Jr. and Joseph A. Czyzyk. Such document was previously filed as an Exhibit to the Company’s Annual Report on Form 10-K for the year ended June 30, 2004 and is incorporated herein by reference.* |
* | Previously filed. For purposes of clarification, documents (c)(1) through (c)(29) were renumbered, and in certain instances renamed, and were refiled as Exhibits to Amendment No. 3 to Schedule 13e-3, filed on July 22, 2005. |
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: September 19, 2005 | MERCURY AIR GROUP, INC. | |||
By: | /s/ Joseph A. Czyzyk | |||
Joseph A. Czyzyk | ||||
Chief Executive Officer and | ||||
Chairman of the Board of Directors | ||||
JOSEPH A. CZYZYK | ||||
/s/ Joseph A. Czyzyk | ||||
FREDERICK H. KOPKO, JR. | ||||
/s/ Frederick H. Kopko, Jr. | ||||
CK PARTNERS | ||||
By: /s/ Joseph A. Czyzyk | ||||
Joseph A. Czyzyk General Partner |