Tessco Confirms Preliminary Consent Solicitation by Robert B. Barnhill, Jr.
TESSCO Technologies Incorporated (NASDAQ: TESS), a leading value-added distributor and solutions provider for the wireless industry, today confirmed that Robert B. Barnhill, Jr., founder and a member of Tessco’s Board of Directors, filed with the U.S. Securities and Exchange Commission preliminary materials to solicit consents to remove five duly elected members of Tessco’s Board and replace them with four hand-picked director candidates selected by Mr. Barnhill.
Tessco issued the following statement:
Tessco’s Board of Directors, excluding Mr. Barnhill, comprises seven highly qualified and experienced directors, six of whom are independent, and all of whom are active, engaged and committed to acting in the best interests of Tessco and all of its shareholders.
Our Board has formed a Special Committee of all directors other than Mr. Barnhill (the “Special Committee”). The Special Committee, in consultation with legal advisors, is carefully reviewing Mr. Barnhill’s consent solicitation materials and will communicate its recommendation to shareholders in due course. Tessco shareholders are not required to take action at this time.
Tessco remains focused on our strategic objectives, which have included reallocating capital to our commercial business and executing on a three-pillar strategy that includes driving growth in our core distribution business, in our high-margin innovative Ventev products, and in our value-added and managed services offerings. In addition, we continue to make progress on our e-commerce and technology initiatives, including enhancing tessco.com. Further, we took actions to streamline operations in our retail business in response to the global retail market decline and the impact of COVID-19, including reducing payroll expenses, renegotiating customer contracts, significantly lowering retail inventory and tightly managing fulfillment and delivery expenses. As a result, we expect to see overall profitability improve in the second half of this fiscal year. Our bolstered management team now combines a strong group of long-tenured individuals with several newly-hired industry veterans with successful track records. Our Board has been instrumental in guiding the team as it executes our strategic initiatives in pursuit of enhancing our financial performance and delivering value to our shareholders.