EX-1
from DFAN14A
16 pages
Don’t Be Fooled by the Incumbent Directors Tessco Needs Change •the Incumbent Directors of Tessco Have Gone to Great Lengths to Mischaracterize Mr. Barnhill’s Efforts to Save Tessco as an Attempt to Take Control of the Company. This Is a False Narrative! •mr. Barnhill Is Retiring Next Year. He Would Like to Leave Behind a Board That Is Competent and Capable of Executing a Real Turnaround Strategy That Will Reward All Shareholders, of Which Mr. Barnhill Is the Largest •during Mr. Barnhill’s Tenure as CEO and After, Not One of the Targeted Directors Made Any Mention of Their Negative Opinion of His Performance. in Fact, They Were Enthusiastically Supportive of Mr. Barnhill. So What Changed? •let’s Be Clear, When Mr. Barnhill Stepped Down as CEO, Tessco Had Cash on Its Balance Sheet, No Debt and Paid a Dividend to Shareholders. as of Today, the Company Has Borrowed Over $25 Million Against Its Revolving Credit Line With No Cash to Show for It and Has Ceased Paying a Dividend •the Current Board Ignored Mr. Barnhill’s Warnings About Former CEO Murray Wright’s Strategy of Growing Public Carrier Revenue at the Expense of Margin and Now Would Have US Believe That Mr. Barnhill, a Single Director, Was Responsible for the Entire Decline in Tessco’s Business •the Company Is, in Our View, Living on Borrowed Time, and Immediate Action Is Needed to Change the Direction of Tessco, Not Another Year of Broken Promises and Failed Leadership •emily Kellum (Kelly) Boss, J. Timothy Bryan, John W. Diercksen and Kathleen McLean (The “Independent Candidates”) Are Highly Qualified and Bring Extensive Industry and Public Company Governance Experience, Which the Incumbent Directors Severely Lack Execute and Return the White Consent Card to Consent to Proposals 1, 2, 3 and 4 Remove the Incumbent Directors and Replace Them With the Independent Candidates 1
12/34/56
