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For more information, contact
Robyn Mabe, Chief Financial Officer
(540) 345-3195
John Lambert, Public Relations
(540) 989-5050
AUSTINS' DISSIDENTS CHANGE PLANS AGAIN
SHAREHOLDERS MEETING CANCELLED
ROANOKE, VA. (SEPTEMBER 6, 2002)--The four dissident shareholders of
Austins Steaks and Saloon, Inc. (OTC Bulletin Board: STAK), parent company of
The WesterN SizzliN Corporation, have cancelled their request for a special
shareholders meeting where a decision was to be made on the composition of
the Board of Directors.
Austins had announced yesterday that the Company had called the meeting
for October 14 in Atlanta at the request of the dissidents. However, the
dissidents revoked their request today.
"The Company is attempting to comply with the requests of the
dissidents," said Vic Foti, CEO/President of Austins, "but they now have
changed their minds twice. We apologize for any confusion or inconvenience
this latest change may have on our shareholders."
Originally, the dissidents attempted to replace six members of the Board
through what is called a "consent solicitation," in which shareholders are
asked to act without a meeting. Then, they changed their strategy and
requested a special shareholders meeting. Now, they have changed their minds
again and have resorted to the "consent solicitation" method a second time.
"The dissidents seem to be confused about how to go about the process,
so shareholders may well have doubts about their claims that they can improve
the performance of the Company," said Foti.
Austins Board of Directors is opposing the attempt by the four dissident
shareholders to remove six of the nine directors and elect new board members.
"The four have been long time franchisees and were supportive of actions of
the Board when they were Board members," said Foti. "They all have been a
part of the reason we are where we are today. We urge shareholders not to
sign any materials from the dissidents," said Foti.
(more)
AUSTINS' DISSIDENTS CHANGE PLANS AGAIN/ADD ONE:
WesterN SizzliN is the oldest family-style steak house still in business,
observing its 40th anniversary. "More than 100 of our restaurant locations re
owned and operated by the original franchisee," Foti said. "We are a solid
organization."
Austins now has 203 franchised restaurants in 24 states under the names of
WesterN SizzliN, WesterN SizzliN Wood Grill, Great American Steak & Buffet
Company, and Austins Steakhouses.
This news release may contain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995, including (i) statements
with respect to the Company's expectations as to future financial and operating
results, cost savings, and enhanced revenues, (ii) statements with respect to
the Company's plans, objectives, expectations and intentions and other
statements that are not historical facts; and (iii) other statements identified
by words such as "believes", "expects", "anticipates", "estimates", "intends",
"plans", "targets", "projects" and similar expressions. These statements are
based upon the current beliefs and expectations of the Company's management and
are subject to significant risks and uncertainties. Actual results may differ
from those set forth in the forward-looking statements. Factors that could cause
actual results to differ materially from the anticipated results or other
expectations expressed in the forward-looking statements are contained in the
Company's reports (such as Annual Reports on Form 10-K, Quarterly Reports on
Form 10-Q and Current Reports on Form 8-K) filed with the Securities and
Exchange Commission and available at the SEC's Internet site
(http://www.sec.gov). All subsequent written and oral forward-looking statements
concerning this matter or other matters attributable to the Company or any
person acting on its behalf are expressly qualified in their entirety by the
cautionary statements above. The Company does not undertake any obligation to
update any forward-looking statement to reflect circumstances or events that
occur after the date the forward-looking statements are made.
Additional Information:
This matter will be submitted to the Company's stockholders for their
consideration. Stockholders are urged to read the definitive revocation proxy
statement regarding this matter and any other relevant documents filed with the
SEC because they contain (or will contain) important information. You will be
able to obtain a free copy of the revocation proxy statement, as well as other
filings containing information about the Company, at the SEC's Internet site
(http://www.sec.gov). Copies of the definitive revocation proxy statement will
also be available, without charge, once it has been first sent or mailed to the
Company's stockholders by directing a request to the Company's Chief Financial
Officer, Robyn Mabe.
The Company's directors and executive officers may be deemed to be participants
in the solicitation of proxies from stockholders in connection with this matter.
Information about the directors and executive officers of the Company and their
ownership of the Company's common stock is set forth in the Company's
preliminary revocation proxy statement on Schedule 14A, as filed with the SEC on
September 4, 2002. Additional information regarding the interests of those
participants may be obtained by reading the definitive revocation proxy
statement when it becomes available.
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