Arizona Tribune - Mr. Gad Issues Definitive Proxy Statement for Upcoming Annual Meeting at Paragon

NEW YORK, NY / ACCESS Newswire / June 5, 2025 / Hesham "Sham" Gad, who beneficially owns approximately 28.2% of the outstanding shares of common stock of Paragon Technologies, Inc. ("Paragon" or the "Company") (OTC Pink:PGNT) and is Paragon's largest stockholder, announced that he has mailed his definitive proxy statement in connection with the Company's upcoming 2025 Annual Meeting of Stockholders and sent a letter to the Company's stockholders outlining why he believes significant change is needed in the boardroom for the Company to fulfill its potential.

The full text of the letter is set forth below:

Dear Fellow Paragon Stockholders:

I believe that stockholders would greatly benefit from significant changes to the composition of Board of Directors (the "Board") of Paragon Technologies, Inc. ("Paragon" or the "Company"). As the Company's largest stockholder and a loyal long-term investor and Board member, my interests are aligned with those of all Paragon stockholders. I believe there is significant value to be realized at Paragon. However, as the past few months have shown, I am deeply concerned that the majority of the incumbent Board has not demonstrated a commitment to acting in the best interests of stockholders and has failed to deploy an effective strategy at the Company. Unfortunately, the majority of the incumbent directors have spent the past year doing what failing boards so often do, rewriting history and burning through stockholder capital to entrench themselves.

Today, Paragon stands at a critical juncture-not because of external forces or market challenges, but because a group of entrenched directors are waging a deceptive and self-serving campaign to seize control of your company. They offer no strategy, no experience, and no track record-only distractions, distortion, and destruction.

This proxy contest is not about personalities-it's about performance, capital allocation, integrity, and the future of Paragon.

The Real Track Record - Built for Stockholders by Stockholders

During my 10-year tenure as CEO of Paragon from 2014 through August 2024, stockholders realized an 11% annualized return.

In 2017, when I assumed oversight of SI Systems, LLC ("SI Systems") and complete capital allocation of all of Paragon, stockholders realized approximately 30% annualized return through August 2024, when Weiser began his personal campaign against me and removed me as CEO.

During my time running SI Systems beginning in 2017, both SI Systems and Paragon have been radically transformed:

• SI Systems went from unprofitable and leveraged, to a debt-free, cash-generating business that earned a total of $5.7 million in profit before tax during my leadership, as compared to a total loss of $224,000 over the prior six years.

How was this capital allocated?

• The acquisition of SED International de Colombia, which has delivered enormous profits and value for stockholders.

• The purchase of $3.3 million in real estate assets, cash-flow positive from day one, and worth significantly more today than when acquired, which, if elected, we will monetize for stockholders.

• The creation of a $4 million cash and U.S. Treasury portfolio, that will begin earning significant interest income for Paragon.

All of the above was achieved starting with a single business generating around $8 million in revenue and losing money. From that single business, Paragon is now generating over $100 million in revenues and significant profitability for shareholders. Most importantly these results were achieved without raising outside capital or taking on debt, and with minimal stockholder dilution - a hallmark of prudent, shareholder-centric, and disciplined capital allocation. Best of all, our shareholders had been rewarded with significant shareholder returns until Weiser and his hand-picked directors took control. However, I am optimistic that the shared culture we have created over many years will withstand the distracting rhetoric, and I hope the Company's faithful, long-term shareholders will soon see their continued commitment and investment guided by the right leadership.

These returns reflect real value-not speculation, not promises to deliver in the future.

With the right plan and right people in place, I am confident that Paragon can deliver meaningful long-term value to our stockholders, who are truly our partners. I urge you to protect and enhance the value of your investment by voting for my director nominees - David Duquette, Hesham M. Gad, James Kaufman, Elodie Leoni, and Ronell Rivera. Together, we can again make Paragon exceptional.

PLEASE VOTE YOUR BLUE PROXY CARD TODAY.

I look forward to continuing to engage transparently and collaboratively with my fellow stockholders and urge you to support my slate of uniquely qualified director candidates to help usher in a new era of growth and success at the Company.

Further information and resources in connection with my campaign for change, accountability and a stockholder-first culture at Paragon are available at www.saratogaproxy.com/PGNT. Thank you for your consideration.

Sincerely,

Sham Gad

For inquiries, please reach out to the address below:
[email protected]

Saratoga Proxy Consulting LLC
John Ferguson
(212) 257-1311/(888) 368-0379
[email protected]

SOURCE: Sham Gad

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