The Urvan Group Offers to Collaborate with AMMO Inc.’s Board of Directors to Set a Date for the 2022 Annual Meeting of Shareholders
September 19 2022 - 8:30AM
Business Wire
Believes AMMO Shareholders Want This Year’s
Annual Meeting to be Held This Fall Without Delay
Highlights the Urvan Group is Open to a
Compromise That Provides for Meaningful Change Atop the
Company
Reminds Independent Board Members
Richard Childress, Jessica Locket, Harry
Markley and Russell William "Rusty"
Wallace, Jr. That They Owe Fiduciary Duties to All
Shareholders and Will Have Their Decisions Heavily Scrutinized
During an Election Contest
Urges Independent Board Members to Refrain
from Authorizing a Dilutive Transaction or the Squandering of
Shareholders’ Capital on Defensive Maneuvers
Steven Urvan (together with the other participants in his
solicitation, the “Urvan Group” or “we”), who owns approximately
17.1% of the outstanding common shares of AMMO, Inc. (NASDAQ: POWW)
(“AMMO” or the “Company”), today issued a statement in connection
with its nomination of seven highly qualified candidates for
election to the Company’s Board of Directors (the “Board”) at the
2022 Annual Meeting of Shareholders (the “Annual Meeting”).
Steve Urvan, Founder of GunBroker.com, LLC and AMMO’s largest
shareholder, commented:
“Since nominating a slate of director candidates with expertise
in corporate governance, capital markets and ecommerce, I have been
overwhelmed by the supportive feedback from fellow shareholders.
Understandably, many shareholders have asked when the current Board
intends to schedule the Company’s Annual Meeting. This is why the Urvan Group is offering to collaborate
with the Board to set a fall 2022 date for the Annual Meeting,
effectively ensuring shareholder democracy can play out in a timely
manner. In my view, neither side should need pre-conditions
or qualifying terms to give shareholders what they deserve and
want.
I also want to take this opportunity to make clear that I remain
open to working with the Board and its independent members to avoid
an expensive and protracted contest. In this spirit, I want to
remind independent directors Richard Childress, Jessica Locket,
Harry Markley and Russell William “Rusty” Wallace, Jr. that they
owe fiduciary duties to AMMO shareholders. These duties should not
be compromised for insiders’ objectives or to effectuate any
dilutive transaction that would serve solely to entrench present
leadership. Likewise, the independent directors should not allow
shareholders’ capital to be wasted on defensive entrenchment
tactics. The Urvan Group – and presumably other investors – will
seek to hold these individuals responsible if they authorize a
dilutive transaction or squander shareholders’ capital on defensive
maneuvers.
Lastly, please trust that Susan Lokey and I have always
conducted ourselves with integrity and held ourselves to the
highest standards while working to create value for our customers
and investors. I am confident that our fellow shareholders will see
through the misleading claims that were levied at us and focus on
what really matters: choosing the most qualified directors to help
pursue a value-enhancing transformation of AMMO. The reality is
that I am investing my own time, energy and money in a campaign to
strengthen the Company for the long term. I am confident my actions
and ideas – not manufactured claims – will inform how shareholders
view myself and the Urvan Group.”
Visit www.TheUrvanGroup.com
for more information and to receive updates related to our
campaign for improved governance at AMMO.
Certain Information Concerning the
Participants
The Urvan Group intends to file a preliminary proxy statement
and accompanying GREEN Universal Proxy Card with the
Securities and Exchange Commission (“SEC”) to be used to solicit
votes for the election of its slate of highly-qualified director
nominees at AMMO’s 2022 Annual Meeting.
THE URVAN GROUP STRONGLY ADVISES ALL SHAREHOLDERS OF THE COMPANY
TO READ THE SOLICITATION STATEMENT AND OTHER PROXY MATERIALS AS
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. SUCH PROXY MATERIALS WILL BE 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
SOLICITATION STATEMENT WITHOUT CHARGE, WHEN AVAILABLE, UPON
REQUEST. REQUESTS FOR COPIES SHOULD BE DIRECTED TO THE
PARTICIPANTS' PROXY SOLICITOR.
The participants in the solicitation are anticipated to be Gregg
Alper, Darren Farber, William L. Fraim, Susan T. Lokey, Christos
Tsentas, Steven F. Urvan and Wayne R. Walker.
As of the date hereof, Mr. Urvan directly owns 20,040,000 shares
of common stock, par value $0.001 per share, of the Company (the
“Common Stock”). As of the date hereof, Ms. Lokey directly owns
40,000 shares of Common Stock. As of the date hereof, none of
Messrs. Alper, Farber, Fraim, Tsentas or Walker beneficially owns
any shares of Common Stock.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220919005270/en/
Saratoga Proxy Consulting John Ferguson / Joe Mills,
212-257-1311 info@saratogaproxy.com
or
Longacre Square Partners Greg Marose / Charlotte Kiaie,
646-386-0091 gmarose@longacresquare.com /
ckiaie@longacresquare.com
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