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     104  0 Kommentare Concerned Shareholders of Rocky Mountain Comment on Dubiously Timed Board Decision to Rescind Poison Pill on Eve of Annual Meeting - Seite 2

    Notably, while the Company claims it terminated the poison pill based on feedback from shareholders and Institutional Shareholder Services, Inc. (“ISS”), the Company’s decision to merely terminate the existing poison pill and, in the words of ISS, “completely ignore [the Concerned Shareholders of Rocky Mountain’s] submission of a non-binding proposal to vote on the redemption of the Company’s poison pill” falls short of ISS’s recommendation that “shareholders should have the right to vote on the implementation of all new poison pills, as well as any material changes to existing pills.” ISS further stated that “shareholders should be troubled that the Board has chosen to keep silent regarding a fundamental and contentious issue of corporate governance and can legitimately question the Board’s interest in receiving public feedback from shareholders,” and recommended that shareholders vote “FOR” the Poison Pill Redemption Proposal. 2

    Rescinding the poison pill at the eleventh hour is only the latest in a string of election ploys to give a false impression that the Board cares about corporate governance, and another reason why the Concerned Shareholders of Rocky Mountain believe the Board must be reconstituted to ensure genuine best-in-class governance practices. The Board has repeatedly made wrong decisions, reversing course often but only after prompting from the Concerned Shareholders of Rocky Mountain.3 The Concerned Shareholders of Rocky Mountain believe that shareholders should not expect different results from the incumbent Board that has made the same mistakes time and time again.

    To restore trust in the Board, it is vitally important that shareholders vote “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 and discard any white proxy card received from the Company.

    Important Additional Information

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    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 2021 Annual Meeting. 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.

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    Concerned Shareholders of Rocky Mountain Comment on Dubiously Timed Board Decision to Rescind Poison Pill on Eve of Annual Meeting - Seite 2 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 …