Global Value Investment Corp. Amends Rocky Mountain Chocolate Filing
Ticker: RMCF · Form: SC 13D/A · Filed: Jun 13, 2024 · CIK: 1616262
| Field | Detail |
|---|---|
| Company | Rocky Mountain Chocolate Factory, Inc. (RMCF) |
| Form Type | SC 13D/A |
| Filed Date | Jun 13, 2024 |
| Risk Level | medium |
| Pages | 11 |
| Reading Time | 13 min |
| Key Dollar Amounts | $0.001, $6,717,793.02 |
| Sentiment | neutral |
Sentiment: neutral
Topics: ownership-change, amendment, filing-update
Related Tickers: RMCF
TL;DR
GVI just added 5 new names to their RMCF 13D filing. Watch this space.
AI Summary
Global Value Investment Corp. filed an amendment (Amendment No. 12) to its Schedule 13D on June 13, 2024, regarding its beneficial ownership of Rocky Mountain Chocolate Factory, Inc. The filing indicates a change in the group members associated with Global Value Investment Corp., including the addition of James P. Geygan, Jeffrey R. Geygan, Kathleen M. Geygan, Shawn G. Rice, and Stacy A. Wilke.
Why It Matters
This amendment signals a potential shift in the control or influence dynamics for Rocky Mountain Chocolate Factory, Inc., as new individuals are associated with the filing group.
Risk Assessment
Risk Level: medium — Changes in beneficial ownership filings can indicate activist intentions or shifts in strategic direction, warranting close monitoring.
Key Players & Entities
- Global Value Investment Corp. (company) — Filing entity
- Rocky Mountain Chocolate Factory, Inc. (company) — Subject company
- James P. Geygan (person) — Group member
- Jeffrey R. Geygan (person) — Group member
- Kathleen M. Geygan (person) — Group member
- Shawn G. Rice (person) — Group member
- Stacy A. Wilke (person) — Group member
FAQ
What is the primary purpose of this SC 13D/A filing?
This filing is an amendment (Amendment No. 12) to Schedule 13D, providing updated information regarding the beneficial ownership of Rocky Mountain Chocolate Factory, Inc. by Global Value Investment Corp. and its associated group members.
Who are the new individuals listed as group members in this filing?
The new individuals listed as group members are James P. Geygan, Jeffrey R. Geygan, Kathleen M. Geygan, Shawn G. Rice, and Stacy A. Wilke.
When was this amendment filed with the SEC?
This amendment was filed on June 13, 2024.
What is the Central Index Key (CIK) for Rocky Mountain Chocolate Factory, Inc.?
The CIK for Rocky Mountain Chocolate Factory, Inc. is 0001616262.
What is the business address of Rocky Mountain Chocolate Factory, Inc.?
The business address of Rocky Mountain Chocolate Factory, Inc. is 265 Turner Drive, Durango, CO 80202.
Filing Stats: 3,326 words · 13 min read · ~11 pages · Grade level 9.1 · Accepted 2024-06-13 16:15:10
Key Financial Figures
- $0.001 — Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class o
- $6,717,793.02 — Common Stock acquired was approximately $6,717,793.02 (excluding commissions). Item 5. Inte
Filing Documents
- b613242sc13da12.htm (SC 13D/A) — 116KB
- 0001214659-24-010913.txt ( ) — 118KB
Identity and Background
Item 2. Identity and Background.
is amended restated as follows
Item 2 is amended restated as follows: (a) Name This Statement is filed by: (i) Global Value Investment Corp., a Delaware corporation (“GVIC”); (ii) GVP 2021-A, L.P., a Delaware limited partnership; (iii) GVP 2021-A, L.L.C., a Delaware limited liability company; (iv) Jeffrey R. Geygan, who serves as a director of GVIC and the interim chief executive officer of the Issuer; (v) James P. Geygan, who serves as the interim chief executive officer and a director of GVIC; (vi) Stacy A. Wilke, who serves as the chief financial officer of GVIC; (vii) Kathleen M. Geygan, who serves as a director of GVIC; and (viii) Shawn G. Rice, who serves as a director of GVIC. Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.” GVIC serves as investment adviser to managed accounts (collectively, the “Accounts”), and may be deemed to have beneficial ownership over the Common Stock held for the Accounts. GVIC is the sole member of GVP 2021-A, L.L.C, which is the general partner of GVP 2021-A, L.P. GVIC may therefore be deemed to have beneficial ownership of the shares of Common Stock held by GVP 2021-A, L.P. Mr. Jeffrey Geygan, Mr. James Geygan, Ms. Wilke, Ms. Geygan, and Mr. Rice each own shares of Common Stock in their individual capacities. These shares may be deemed to be indirectly beneficial owned by GVIC. Mr. Jeffrey Geygan, Mr. James Geygan, Ms. Geygan, and Mr. Rice are the directors of GVIC. Mr. James Geygan and Ms. Wilke are the executive officers of GVIC. As a result of his ownership interest in GVIC, Mr. Jeffrey Geygan is the controlling person of GVIC. Mr. Jeffrey Geygan is also the controlling person of GVP 2021-A, L.L.C., which is the general partner of GVP 2021-A, L.P. (b) Residence or Business Address The address of the principal business and principal office of each of the Reporting Persons is c/o Global Value Investment Corp., 1433 N. Wate
Source and Amount of Funds or Other Consideration
Item 3. Source and Amount of Funds or Other Consideration.
is amended and restated as follows
Item 3 is amended and restated as follows: All of the shares of Common Stock to which this Statement relates were purchased on behalf of the applicable Reporting Persons using the investment or personal capital of the Reporting Persons. Such shares of Common Stock are or may be held from time to time in margin accounts established with their respective brokers or banks, and a portion of the purchase price for the Common Stock may have been obtained through margin borrowing. Common Stock positions held in margin accounts may be pledged as collateral security for the repayment of debit balances in the margin accounts. The aggregate purchase price of the 1,234,816 shares of Common Stock acquired was approximately $6,717,793.02 (excluding commissions).
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer.
is amended and restated as follows
Item 5 is amended and restated as follows: (a) and (b) The responses of the Reporting Persons to rows 7, 8, 9, 10, 11 and 13 on the cover pages of this 2024, the Reporting Persons beneficially owned 1,234,816 shares of Common Stock, representing approximately 19.55% of the outstanding shares of Common Stock. The percentage in this paragraph relating to beneficial ownership of Common Stock is based on 6,315,259 shares of Common Stock outstanding as of January 15, 2024, as reported in the Form 10-Q for the fiscal quarter ended November 30, 2023, of the Issuer. Page 11 of 14 Each Reporting Person, as a member of a “group” with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed to be the beneficial owner of the shares of Common Stock directly owned by the other Reporting Persons. Each Reporting Person disclaims beneficial (c) Except as set forth in Schedule A, none of the Reporting Persons has effected any transactions in the Common Stock in the 60 days prior to the date of this Statement. (d) No other person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock covered by this Statement. (e) Not applicable. Page 12 of 14
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete, and correct. Dated: June 13, 2024 GLOBAL VALUE INVESTMENT CORP. By: /s/ James P. Geygan Name: James P. Geygan Title: Interim Chief Executive Officer GVP 2021-A, L.P. By GVP 2021-A, L.L.C. By GLOBAL VALUE INVESTMENT CORP. By: /s/ James P. Geygan Name: James P. Geygan Title: Interim Chief Executive Officer GVP 2021-A, L.L.C. By GLOBAL VALUE INVESTMENT CORP. By: /s/ James P. Geygan Name: James P. Geygan Title: Chief Executive Officer /s/ Jeffrey R. Geygan Jeffrey R. Geygan /s/ James P. Geygan James P. Geygan /s/ Stacy A. Wilke Stacy A. Wilke /s/ Kathleen M. Geygan Kathleen M. Geygan /s/ Shawn G. Rice Shawn G. Rice Page 13 of 14 Schedule A Transactions by the Reporting Persons in the Past 60 Days The following table sets forth all transactions with respect to the Common Stock effected in the last 60 days by or on behalf of the Reporting Persons, inclusive of any transactions effected through 4:00 p.m., Eastern time, on June 13, 2024. Unless otherwise indicated, all such transactions were effected in the open market. Person Effecting the Transaction Transaction Date Nature of Transaction Securities Transacted Price per Share Mr. Jeffrey Geygan 06/11/2024 Acquisition of Common Stock 112,039 N/A (1) GVIC 06/11/2024 Disposal of Common Stock 9,705 N/A (2) ______________________ (1) Represents a restricted stock unit award granted under the Issuer's 2007 Equity Incentive Plan (as amended), which vests in 36 equal monthly installments beginning on May 16, 2024. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock. (2) As of June 11, 2024, certain separately managed accounts terminated their relationship with, and are no longer advised by, GVIC. The po