(Amendment No. )
Steven F. Urvan, together with
the other participants named herein (collectively, “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 the 2022 annual meeting of stockholders (the “2022 Annual Meeting”)
of AMMO, Inc., a Delaware corporation (the “Company”).
Item 1: On September 19, 2022,
the Urvan Group issued the following press release:
The Urvan Group Offers to Collaborate with AMMO Inc.’s
Board of Directors to Set a Date for the 2022 Annual Meeting of Shareholders
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
SCOTTSDALE, Ariz.--(BUSINESS WIRE)--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.
Contacts
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