PINE MOUNTAIN, Georgia, April 03, 2024 (GLOBE NEWSWIRE) — Parks! America, Inc. (OTCPink: PRKA) (“Parks! America” or the “Firm”), a number one operator of regional safari parks in america, introduced right now that Centered Compounding Fund, L.P. (“FC”) rejected a settlement proposal from Parks! America’s Board of Administrators. The Firm needs to clarify the phrases of the newest settlement provide turned down by FC, which we consider to be each cheap and truthful.
In a great religion effort to supply FC with board illustration commensurate with its roughly 39% possession stake in Parks! America, the Board of Administrators provided FC three board seats on the Firm’s seven-member Board. This settlement assemble would have given FC direct enter on the Board of Administrators, equating to roughly 43% illustration thereon – which might exceed FC’s present stake within the Firm. FC rejected the proposal. FC’s unreasonable demand for management of Parks! America with out paying a premium to the Firm’s stockholders and with out proudly owning a management place within the Firm continues to divert assets and company focus away from the core enterprise.
Regardless of FC’s unprofessional feedback and inappropriate rhetoric directed towards the Board of Administrators and administration, the Firm nonetheless continues to have interaction with FC and provoke settlement talks in an effort to keep away from expensive and distracting proxy fights. Sadly, FC has, to this point, persistently refused to have interaction in good religion in cheap settlement discussions. The Firm believes that FC will proceed to waste Firm assets in its quest for management, and, if FC prevails on the Firm’s upcoming Annual Assembly, the Firm believes that FC intends to recuperate its bills from the Firm and place the price of its marketing campaign on the Firm’s stockholders.
In a letter to the Board of Administrators on January 18, 2024, FC wrote:
“We’re keen to eat the prices of our facet of the proxy combat and never search to recuperate bills from the corporate as is commonly performed in these conditions. It had at all times been our intention to not search to recuperate any bills. Nevertheless, our legal professionals / advisors advised we go away this language in to organize for the likelihood that this is able to be an extended and costly course of. Thus far, our bills have been manageable. We’re tremendous consuming them. We don’t have to recuperate bills from the corporate in the event you’re able to settle now. We could search to recuperate bills if this continues for months.” (emphasis added)
On the initiation of this matter, FC was not conscious that the approval of two-thirds of the stockholder vote was required for sure of FC’s proposals to move, as is required by Nevada legislation – the governing legislation for Parks! America and all firms integrated within the state of Nevada. After discovering this oversight, FC continued to maneuver ahead with its proxy contest understanding full effectively the close to mathematical impossibility that FC might obtain such two-thirds vote on the Firm’s Particular Assembly held in February. The Firm will now face a second expensive and distracting marketing campaign introduced by FC on the upcoming Annual Assembly, and FC has, as soon as once more, prolonged the size of this matter by failing to have interaction in cheap conversations or negotiations with the Firm.
Administration and the Board of Administrators have approached FC on a lot of events to return to an amicable and cheap settlement that gives FC with board illustration commensurate with FC’s possession of the excellent shares of the Firm, whereas nonetheless defending the pursuits of all stockholders. FC has rebuffed the Firm’s proposals at each flip. As soon as once more, it seems that FC will accept nothing lower than full management of the Firm. FC’s refusal to have interaction with the Board of Administrators to keep away from a proxy combat means that FC is motivated by solely its personal self-serving agenda. FC seems to have one closing hope for recovering its prices: prevail on the Annual Assembly and be reimbursed by the Firm and, by extension, the Firm’s stockholders.
For months now, FC has appeared to have been relying on the Firm’s stockholders to foot the invoice for its proxy prices ought to the competition prolong to the Annual Assembly on June 6, 2024. FC has had the chance to amicably, and justly, resolve this matter on a lot of events and has chosen not to take action. Apparently, FC is relying on the stockholders to be its ATM.
We hope the stockholders of Parks! America will contemplate whether or not one of the best pursuits of the entire Firm’s stockholders are of significance in FC’s proxy technique – or whether or not FC’s pursuits are aligned with FC alone. We additionally hope that FC will rethink the reasonableness of the Firm’s settlement proposal, and, in that respect, the Board of Administrators stays open to the potential for an amicable decision. Within the meantime, the Firm will stay centered on constructive engagement with our stockholders as we execute our plan to maximise long-term worth.
About Parks! America, Inc.
Parks! America, Inc. (OTCPink: PRKA), by its wholly owned subsidiaries, owns and operates three regional safari parks – the Wild Animal Safari theme park in Pine Mountain, Georgia; the Wild Animal Safari theme park situated in Strafford, Missouri; and the Aggieland Wild Animal Safari theme park, situated close to Bryan/Faculty Station, Texas.
Extra info, together with our Annual Report on Type 10-Ok for the fiscal 12 months ended October 1, 2023, is accessible at no cost on the Firm’s web site, http://www.animalsafari.com.
Cautionary Word Relating to Ahead Trying Statements
This information launch could include “forward-looking statements” inside the which means of U.S. securities legal guidelines. Ahead-looking statements embrace statements regarding our future plans, enterprise technique, liquidity, capital expenditures, sources of income and different related statements that aren’t historic in nature. You might be cautioned to not place undue reliance on these forward-looking statements, that are primarily based on our expectations as of the date of this information launch and converse solely as of the date hereof. Ahead-looking statements are topic to recognized and unknown dangers, uncertainties and different elements which will trigger our precise outcomes to vary considerably from these expressed or implied by such forward-looking statements. Readers are suggested to think about the elements listed below the heading “Threat Elements” and the opposite info contained within the Firm’s Annual Report on Type 10-Ok and different studies filed sometimes with the U.S. Securities and Trade Fee (the “SEC”). We undertake no obligation to publicly replace or revise any forward-looking statements whether or not because of new info, future occasions or in any other case, besides as required by legislation.
Necessary Extra Info
The Firm, its administrators and sure of its govt officers could also be deemed to be contributors within the solicitation of proxies from the Firm’s stockholders in reference to any issues to be thought-about on the upcoming annual assembly of stockholders, scheduled to be held on June 6, 2024 (together with any adjournments or postponements thereof, the “Annual Assembly”). In reference to the Firm’s particular assembly of stockholders held February 26, 2024, the Firm filed a definitive proxy assertion with the SEC on February 12, 2024 (the “Definitive Proxy Assertion”). The Firm intends to file a definitive proxy assertion and a WHITE proxy card with the SEC in reference to any solicitation of proxies from the Firm’s stockholders with respect to the Annual Assembly. STOCKHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED TO READ SUCH PROXY STATEMENT, THE ACCOMPANYING WHITE PROXY CARD AND ALL OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION RELATING TO THE ANNUAL MEETING. The Definitive Proxy Assertion comprises info relating to the direct and oblique pursuits, by safety holdings or in any other case, of the Firm’s administrators and govt officers within the Firm’s securities. Stockholders will be capable of get hold of the definitive proxy assertion with respect to the Annual Assembly and the Definitive Proxy Assertion with respect to the Particular Assembly, together with any amendments or dietary supplements to such proxy statements and different paperwork, if any, filed by the Firm with the SEC at no cost on the SEC’s web site at www.sec.gov. Copies would even be obtainable at no cost on the Firm’s web site at https://animalsafari.com/investor-relations/.
Contact:
Lisa Brady
President and Chief Government Officer
(706) 663-8744
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