GVIC Amends Stake in Rocky Mountain Chocolate Factory

TL;DR

GVIC just filed an amendment on RMCF, looks like they're changing their stake. Keep an eye on this.

AI Summary

Global Value Investment Corp. (GVIC) filed an amendment (Amendment No. 13) to its Schedule 13D on October 23, 2024, regarding its beneficial ownership of Rocky Mountain Chocolate Factory, Inc. (RMCF). The filing indicates a change in the group's beneficial ownership, with GVIC and its associated members now holding a significant stake in RMCF.

Why It Matters

This filing signals a potential shift in control or influence over Rocky Mountain Chocolate Factory by Global Value Investment Corp., which could impact the company's strategic direction and shareholder value.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate activist investor intentions or significant stake-building, which can lead to volatility and strategic changes for the subject company.

Key Players & Entities

• Global Value Investment Corp. (company) — Filing entity
• Rocky Mountain Chocolate Factory, Inc. (company) — Subject company
• GVP 2021-A, L.L.C. (company) — Group member
• GVP 2021-A, L.P. (company) — Group member
• 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

Key Financial Figures

• $0.001 — Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class o
• $6,884,551.96 — Common Stock acquired was approximately $6,884,551.96 (excluding commissions). Item 5. Inte
• $1.7501 — 2024 Disposal of Common Stock 820 $1.7501 (1) GVIC 10/18/2024 Acquisition o
• $2.1383 — Acquisition of Common Stock 23,045 $2.1383 (2) Mr. James Geygan 10/18/2024 A
• $2.3246 — Acquisition of Common Stock 7,409 $2.3246 (2) GVIC Delivery of Common Stock

Filing Documents

• b1022245sc13da13.htm (SC 13D/A) — 121KB
• 0001214659-24-017834.txt ( ) — 123KB

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. Water Stre

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 1,316,882 shares of Common Stock acquired was approximately $6,884,551.96 (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 21, 2024, the Reporting Persons beneficially owned 1,316,882 shares of Common Stock, representing approximately 17.33% of the outstanding shares of Common Stock. The percentage in this paragraph relating to beneficial ownership of Common Stock is based on 7,597,819 shares of Common Stock outstanding as of October 10, 2024, as reported in the Form 10-Q for the fiscal quarter ended August 31, 2024, 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 (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: October 21, 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 October 21 , 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 GVIC 09/16/2024 Disposal of Common Stock 820 $1.7501 (1) GVIC 10/18/2024 Acquisition of Common Stock 23,045 $2.1383 (2) Mr. James Geygan 10/18/2024 Acquisition of Common Stock 155 $2.1383 (2) Ms. Stacy Wilke 10/18/2024 Acquisition of Common Stock 500 $2.1383 (2) GVIC 10/21/2024 Acquisition of Common Stock 7,409 $2.3246 (2) GVIC Delivery of Common Stock 51,777 N/A ( 3) ______________________ (1) On September 16, 2024, the owner of a separately managed account advised by GVIC directed the sale of Common Stock. Such sale was neither solicit

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