NEW YORK, Nov. 19 /PRNewswire/ -- Phoenix FA Holdings, LLC, a Delaware
limited liability company ("Phoenix") announced today that is has commenced
its previously announced tender offer to acquire shares of Class A Common
Stock of The Fairchild Corporation (NYSE: FA) ("Fairchild"). Phoenix
intends to purchase up to 6,700,000 shares of Fairchild's Class A Common
Stock, or up to approximately 30% of the outstanding shares of Class A
Common Stock, at a price per share of $2.50. If fewer than 6,700,000 shares
are properly tendered, Phoenix will purchase all shares that are properly
tendered and not properly withdrawn, except that if less than 3,700,000
shares are properly tendered, Phoenix will not be obligated to purchase any
shares. Specific instructions and a complete explanation of the terms and
conditions of the tender offer will be in the offer to purchase and related
materials being mailed to shareholders of record promptly upon commencement
of the tender offer.
    Notwithstanding any other provision of the tender offer, Phoenix's
obligation to accept for purchase, and to pay for, shares validly tendered
pursuant to the tender offer is conditioned upon satisfaction or waiver of
certain conditions as set forth in the offer to purchase; however, the
tender offer is not conditioned upon any financing arrangements. Phoenix,
in its sole discretion, may waive any of the conditions of the tender offer
in whole or in part, at any time or from time to time. Phoenix may extend,
amend or terminate the tender offer as set forth in the offer to purchase.
    Fairchild's stockholders are urged to evaluate carefully all
information regarding the tender offer and to consult their own investment
and tax advisors before making a decision as to whether to tender their
shares and, if so, how many shares to tender.
    The tender offer is scheduled to expire at 5:00 p.m., Eastern time, on
December 18, 2007, unless extended.
    This press release is for informational purposes only and is not an
offer to purchase or the solicitation of an offer to sell any shares of
Fairchild's Class A Common Stock. The solicitation of offers to purchase
Fairchild's Class A Common Stock and specific instructions with respect
thereto will only be made pursuant to the offer to purchase and related
materials. Fairchild's stockholders should read those materials carefully
because they contain important information, including the various terms and
conditions of the tender offer. Fairchild's stockholders will be able to
obtain copies of the offer to purchase and related materials by calling the
information agent, MacKenzie Partners, Inc., toll free at (800) 322-2885 or
collect at (212) 929-5500, or by writing the information agent at 105
Madison Avenue, New York, New York 10016.

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