Concerned Shareholders of Rocky Mountain Remind Shareholders to Follow the Recently Reaffirmed Endorsement of ISS by Voting the BLUE Card Today “FOR” All Four of Their Highly-Qualified Nominees and “FOR” the Poison Pill Redemption Proposal
October 05 2021 - 12:40PM
Business Wire
Urges Shareholders to Vote Today “FOR” All
Four of the Concerned Shareholders of Rocky Mountain’s
Highly-Qualified Nominees — Andrew T. Berger, Mark Riegel, Sandra
Elizabeth Taylor and Rhonda J. Parish
AB Value Management LLC (collectively with its affiliates, “AB
Value”), and the other participants in this solicitation
(collectively with AB Value, the “Concerned Shareholders of Rocky
Mountain”) representing approximately 14.70% of the outstanding
shares of Rocky Mountain Chocolate Factory, Inc. (the “Company”),
remind shareholders to vote the BLUE card today:
- “FOR” the Concerned Shareholders of Rocky Mountain’s
slate of highly-qualified candidates, consisting of Andrew T.
Berger, Rhonda J. Parish, Mark Riegel, and Sandra Elizabeth Taylor.
They have the experience and qualifications to implement positive
change and best-in-class corporate governance at the Company;
and
- “FOR” the “Poison Pill Redemption Proposal” to request
that the Company’s Board of Directors (the “Board”) not adopt or
extend any poison pill, unless submitted to a shareholder vote
within 12 months of such adoption or extension.
Both Institutional Shareholder Services, Inc. (“ISS”) and Glass
Lewis & Co. have recognized the need for change at the Company
and recommended that shareholders vote the BLUE proxy card and, despite the Board’s
desperate last-minute decision to terminate the Company’s
shareholder-unfriendly poison pill following AB Value’s years of
advocating for its redemption, ISS reaffirmed its recommendation in
favor of the Concerned Shareholders of Rocky Mountain.1
The Concerned Shareholders of Rocky Mountain urge shareholders
to follow the recommendations of ISS and vote today “FOR”
the Concerned Shareholders of Rocky Mountain’s four highly
qualified, independent nominees—Andrew T. Berger, Mark Riegel,
Sandra Elizabeth Taylor and Rhonda J. Parish—and “FOR” the
Poison Pill Redemption Proposal on the BLUE proxy card today and discard any white
proxy card received from the Company!
Important Additional Information
AB Value Partners, LP and AB Value Management LLC, Andrew T.
Berger, Bradley Radoff, Rhonda J. Parish, Mark Riegel, and Sandra
Elizabeth Taylor (collectively, the “Participants”) have filed a
definitive proxy statement and an accompanying BLUE proxy
card with the SEC to solicit proxies from shareholders of the
Company for use at the Company’s 2021 Annual Meeting of
Shareholders. THE PARTICIPANTS STRONGLY ADVISE ALL SHAREHOLDERS OF
THE COMPANY TO READ THE PROXY STATEMENT AND OTHER PROXY MATERIALS
BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Such proxy materials
are available at no charge on the SEC’s website at
http://www.sec.gov. In addition, the Participants in this proxy
solicitation will provide copies of the proxy statement without
charge, upon request. Requests for copies should be directed to the
Participants’ proxy solicitor.
Certain Information Regarding the Participants
The Participants in the proxy solicitation are: AB Value
Partners, LP, AB Value Management LLC, Andrew T. Berger, Bradley
Radoff, Rhonda J. Parish, Mark Riegel, and Sandra Elizabeth Taylor.
As of October 4, 2021, AB Value Partners, LP directly owns 224,855
shares of common stock, $0.001 par value per share of the Company
(“Common Stock”). As of October 4, 2021, AB Value Management LLC
beneficially owns 460,189 shares of Common Stock. As of October 4,
2021, Mr. Radoff directly owns 450,021 shares of Common Stock. As
of October 4, 2021, none of Mr. Berger, Ms. Parish, Mr. Riegel, or
Ms. Taylor directly own any shares of Common Stock.
____________________________
1 ISS Report, dated October 4, 2021.
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