FSYS Fuel Systems Solutions, Inc.

Beneficial Owner of Approximately 8.7% of Outstanding Fuel Systems Shares Will Vote AGAINST the Amended Merger Agreement

Pier Antonio Costamagna, a co-founder of Fuel Systems Solutions, Inc. (“FSS”) (NASDAQ:FSYS) today commented on his continued significant concerns regarding the clear lack of value in a combination of FSS and Westport Innovations, Inc. (“Westport”) (TSX:WPT / NASDAQ:WPRT). Mr. Costamagna has sole voting power over 1,576,043 shares of FSS common stock, representing approximately 8.7% of outstanding shares and he intends to vote AGAINST the merger at the FSS stockholder meeting scheduled for Tuesday, May 31, 2016. He noted a summary of critical points informing his decision.

NO PREMIUM, UNCERTAIN FUTURE WITH WPRT, HIGH RISK OF INSOLVENCY

• No merger-related premium – the offer represents a 21% discount to FSS’ unaffected share price. WPRT’s share price has declined 39% since merger announcement
• WPRT has significant debt load maturing and recently raised funds from Cartesian at an effective interest rate of 23%
• Cartesian will have significant influence and control over combined company
• WPRT subject to ongoing revenue decline and questionable outlook
• FSS receiving inadequate stake for its revenue and EBITDA contribution to the combined company
• Combined company expected to generate negative adjusted EBITDA in FY16 and FY17 and require $150mm of additional financing
• Real risk of insolvency for the combined company. CEO did not vote for the merger and one director resigned in protest

LIMITED DOWNSIDE TO REJECTION

• Standalone value substantially higher than current implied offer price
  • Mean average Discounted Cash Flow (DCF) - $14.85
  • Mean average equity research Estimates - $8
• Almost no debt and $49.5 million in cash and short term investments as of March 31, 2016
• DCF analysis shows a mean average discount of 65% based on the current offer
• Expected to generate positive adjusted EBITDA in both FY16 and FY17
• Third Party’s offer of $4.5 per share in cash, provides effective floor to the share price if the merger is rejected
• Proxy reflects pressure applied to directors to approve amended merger agreement

View source version on businesswire.com: http://www.businesswire.com/news/home/20160527005332/en/

Abernathy MacGregorPat Tucker, 212-371-5999pct@abmac.comorCia Williams, 212-371-5999cew@abmac.com

Fuel Systems Solutions, Inc. (NASDAQ:FSYS)
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