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Paragon Board Responds to Gad's Latest Misleading Statements - Shareholders Deserve the Truth

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Paragon Technologies (OTCPK:PGNT) has issued a strong rebuttal to former Chairman and CEO Hesham "Sham" Gad's recent statements. The company alleges that Gad worked illegally in the US for over 20 years while failing to disclose this information, exposing Paragon to legal and reputational risks. The board criticizes Gad for prolonging litigation after bylaws were repealed, potentially costing shareholders millions. The company refutes Gad's accusations of concealment and states that shareholders can request access to the complaint against former corporate counsel. The board emphasizes that legal filings demonstrate Gad's pattern of deceit and mismanagement, urging shareholders to rely on factual information rather than his distortions.

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Positive

  • Board's commitment to transparency by offering shareholders access to legal documents
  • Bylaws that were subject to litigation have been repealed

Negative

  • Ongoing legal disputes with former CEO potentially costing shareholders millions
  • Former CEO's undisclosed illegal work status exposed company to legal and reputational risks
  • Corporate governance issues and leadership conflicts may impact company stability

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Gad Continues Pattern of Lying to Shareholders and Misrepresenting the Facts

EASTON, PA / ACCESS Newswire / May 20, 2025 / Paragon Technologies' (OTCPK:PGNT) ("Paragon" or the "Company") today responded to former Chairman and CEO Hesham "Sham" Gad's latest attempt to rewrite history, calling out his deliberate misinformation and ongoing efforts to mislead shareholders.

There's a reason Mr. Gad is no longer Chairman or CEO of the Company: his actions made him unfit to lead.

Gad's assertion regarding "false, damaging, and despicable statements" concerning the hiring of unauthorized workers is a blatant misrepresentation. The singular instance of an unauthorized hire involved Mr. Gad himself, who knowingly resided and worked illegally in the United States for over two decades. His failure to disclose this critical information not only betrayed Paragon's trust - it exposed the Company to significant legal and reputational risk.

Gad's baseless accusations against Directors Eriksen, Brownstein, Lontini, and Weiser are directly contradicted by the facts. The legal counterclaim against Gad, accessible at link to counterclaim, provides a comprehensive account of Mr. Gad's extensive history of dishonesty, alleged theft, and repeated breaches of fiduciary duty.

Additionally, Mr. Gad prolonged the litigation long after the bylaws he sought to have repealed were, in fact, repealed, potentially costing shareholders millions. His ongoing litigation included accusations against the new independent directors related to their adoption of the shareholder's rights plan. The independent directors believe they were adhering to their fiduciary duties in adopting the rights plan and were advised that Delaware case law suggests that it could be a breach of fiduciary duty for them NOT to adopt the plan in light of the threat of creeping control posed by the 40 percent plus shareholder group. Yet Gad sued, derived no benefit other than for himself at shareholder expense.

Gad's allegations of concealment regarding the recent litigation are even more unfounded. Gad was involved in the board discussions including the reasons for filing under seal. The current board has nothing to hide from shareholders. Shareholders wishing to obtain a copy of the complaint filed against the company's former corporate counsel can do so by making the request at info@pgntgroup.com. What Mr. Gad fails to disclose to shareholders is that the litigation demolishes his contrived entrenchment theory against Mr. Weiser and the Board. In fact, in the board's discussions, Gad's only objection was that the facts made him look bad. If the facts make him look bad, so be it.

The Board urges all shareholders to see through Mr. Gad's self-serving rhetoric for what it is: a transparent attempt to divert attention from his own actions and obstruct the current leadership's commitment to transparency and accountability. We encourage shareholders to rely on factual information, including the detailed legal filings that expose Mr. Gad's long-standing pattern of deceit and mismanagement, rather than his continued distortions. The Board remains focused on transparency, accountability, and protecting the long-term interest of Paragon's shareholders.

About Paragon Technologies

Paragon Technologies, Inc. is a holding company owning subsidiaries that engage in diverse business activities, including material handling, distribution, real estate, and investments. For additional information please visit: www.pgntgroup.com.

Investor Relations Contact:

Alliance Advisors IR
ParagonIR@allianceadvisors.com

SOURCE: Paragon Technologies Inc.



View the original press release on ACCESS Newswire

FAQ

What are the main allegations against former PGNT CEO Hesham Gad?

According to Paragon, Gad worked illegally in the US for over 20 years without disclosure, engaged in alleged theft, breached fiduciary duties, and prolonged unnecessary litigation costing shareholders millions.

How can PGNT shareholders access the complaint against former corporate counsel?

Shareholders can request a copy of the complaint by emailing info@pgntgroup.com.

What actions has Paragon's board taken regarding transparency?

The board has offered shareholders access to legal documents and filings, repealed contested bylaws, and issued detailed responses to address former CEO's allegations.

Why did PGNT's board adopt a shareholder rights plan?

The board adopted the rights plan based on Delaware case law advice, believing it was their fiduciary duty due to the threat of creeping control from a 40 percent plus shareholder group.