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AeroCentury Corp. Adopts Stockholder Rights Agreement

BURLINGAME, Calif., Dec. 7 /PRNewswire-FirstCall/ -- AeroCentury Corp. (NYSE Amex: ACY), an independent aircraft leasing company, today announced that its Board of Directors has adopted a Rights Agreement under which its stockholders will receive a dividend in the form of preferred stock purchase rights.

The rights will be distributed at the rate of one right for each share of common stock owned by stockholders of record as of December 18, 2009.  Each right will allow the holder to purchase one one-hundredth of a share (a unit) of Series A Preferred Stock at an initial purchase price of $97.00 under circumstances described in the Rights Agreement.  The purchase price, the number of units of preferred stock and the type of securities issuable upon exercise of the rights are subject to adjustment.  The rights will expire at the close of business December 1, 2019 unless earlier redeemed or exchanged.  Until a right is exercised, the holder thereof, as such, will have no rights as a stockholder of AeroCentury, including the right to vote or to receive dividends.

"The Rights Agreement is designed to assure that AeroCentury's stockholders receive equal treatment in the event of any proposed takeover of AeroCentury, and to guard against partial tender offers, squeeze-outs and other abusive tactics to gain control of AeroCentury that could impair the Board's ability to represent stockholders' interests fully," said Neal D. Crispin, Chairman of the Board and President/ Chief Executive Officer.

"The Board believes the Rights Agreement is a sound and reasonable method for safeguarding stockholders' interests," Mr. Crispin added.  "It is not intended to prevent an acquisition of the Company on terms that are favorable, fair and in the best interests of all AeroCentury stockholders, but rather to encourage any person seeking to acquire AeroCentury to negotiate with the Board and to give the Board sufficient time to study and respond to any unsolicited attempts to acquire AeroCentury."
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