GVI Files SC 13D/A Amendment for Rocky Mountain Chocolate Factory

TL;DR

GVI just updated their Rocky Mountain Chocolate filing - watch this space.

AI Summary

Global Value Investment Corp. and its group members, including James P. Geygan and Jeffrey R. Geygan, have filed an amendment (Amendment No. 16) to their Schedule 13D for Rocky Mountain Chocolate Factory, Inc. The filing, dated November 29, 2024, indicates a change in their beneficial ownership of the company's stock. Specific details on the exact percentage change or new holdings are not provided in this excerpt.

Why It Matters

This filing signals a potential shift in control or significant investment activity by Global Value Investment Corp. in Rocky Mountain Chocolate Factory, which could impact the company's stock price and strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or changes in control, introducing uncertainty and potential volatility.

Key Players & Entities

• Global Value Investment Corp. (company) — Filer of the Schedule 13D/A
• Rocky Mountain Chocolate Factory, Inc. (company) — Subject company
• James P. Geygan (person) — Member of the filing group
• Jeffrey R. Geygan (person) — Member of the filing group

FAQ

Key Financial Figures

• $0.001 — Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class 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
• $2.4157 — Acquisition of Common Stock 2,000 $2.4157 (2) GVIC 10/23/2024 Acquisition o
• $2.6966 — Acquisition of Common Stock 330,743 $2.6966 (2) GVIC 10/24/2024 Acquisition o
• $2.6013 — Acquisition of Common Stock 161,306 $2.6013 (2) Mr. James Geygan 10/24/2024 A
• $2.5758 — 24 Disposal of Common Stock 2,170 $2.5758 (1) Mr. Jeffrey Geygan 10/25/2024
• $2.9942 — Acquisition of Common Stock 6,244 $2.9942 (2) GVIC 10/29/2024 Acquisition o
• $2.8871 — Acquisition of Common Stock 42,063 $2.8871 (2) ______________________ (1) On Oct

Filing Documents

• e1128240sc13da16.htm (SC 13D/A) — 130KB
• ex12.htm (EX-12) — 103KB
• 0001214659-24-019733.txt ( ) — 235KB

Purpose of Transaction

Item 4. Purpose of Transaction.

is amended and restated as follows

Item 4 is amended and restated as follows: The Reporting Persons purchased the shares of Common Stock for investment purposes, and such purchases have been made in the ordinary course of business of the Reporting Persons. In pursuing such investment purposes but subject to the terms of the Cooperation Agreement (as defined and described below), the Reporting Persons may further purchase, hold, vote, trade, dispose, or otherwise deal in the Common Stock at times, and in such manner, as they deem advisable to benefit from, among other things, (1) changes in the market prices of the shares of Common Stock; (2) changes in the Issuer’s operations, business strategy, or prospects; or (3) the sale or merger of the Issuer. To evaluate such alternatives, the Reporting Persons will closely monitor the Issuer’s operations, prospects, business development, management, competitive and strategic matters, capital structure, and prevailing market conditions, as well as other economic, securities markets, and investment considerations. Consistent with their investment research methods and evaluation criteria, the Reporting Persons have in the past discussed, and may in the future discuss, subject to the terms of the Cooperation Agreement, such matters with the management or Board of Directors of the Issuer (the “Board”), other stockholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit, and other investors. things, the Reporting Persons (1) modifying their ownership of the Common Stock; (2) exchanging information with the Issuer pursuant to appropriate confidentiality or similar agreements; (3) proposing changes in the Issuer’s operations, governance, or capitalization; (4) initiating or pursuing a transaction that would result in th

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 Statement are incorporated herein by reference. As of 4:00 p.m., Eastern time, on November 26, 2024, the Reporting Persons beneficially owned 1,866,950 shares of Common Stock, representing approximately 24.84% 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. 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 have 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 11 of 14

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

is hereby amended to add the following

Item 6 is hereby amended to add the following: On November 26, 2024, the Reporting Persons and the Issuer entered into the Cooperation Agreement as defined and described in Item 4 above and attached as Exhibit 12 hereto.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits. Exhibit Number Description 12 Cooperation Agreement, dated November 26, 2024, by and between Global Value Investment Corporation, GVP 2021-A, L.L.C., GVP 2021-A, L.P., Jeffrey R. Geygan, James P. Geygan, Stacy A. Wilke, Kathleen M. Geygan, Shawn G. Rice, and Melvin L. Keating; Rocky Mountain Chocolate Factory, Inc., Starlette B. Johnson, and Charles Arnold. 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: November 26, 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: Interim 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 November 26, 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 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. 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) GVIC 10/22/2024 Acquisition of Common Stock 2,000 $2.4157 (2) GVIC 10/23/2024 Acquisition of Common Stock 330,743 $2.6966 (2) GVIC 10/24/2024 Acquisition of Common Stock 161,306 $2.6013 (2) Mr. James Geygan

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View this SC 13D/A filing on SEC EDGAR