MIAMISBURG , Ohio , Dec. 10 , 2019 /PRNewswire/ -- Verso Corporation ( NYSE : VRS ) ( " Verso " or   the " Company " ) today announced that the Board has nominated Dr. Robert K. Beckler , and Dr.   Beckler has agreed to be nominated , as a director at the Annual Meeting .   In connection with this   nomination , each of Alan Carr and Gene Davis , the Co - Chairmen of the Company 's Board of   Directors ( the " Board " ) , has notiﬁed the Board that they will not stand for re - election at the 2019   Annual Meeting of Stockholders to be held on January 21 , 2020 ( the " Annual Meeting " ) .   The   Company expects to announce an additional director nominee for the Annual Meeting on or prior to   December 17 , 2019 . 

 Dr. Beckler is a seasoned paper industry executive and consultant and has served in several   leadership roles , including as President , Packaging Solutions , of WestRock Company from July   2015 until his retirement in July 2016 and as an Executive Vice President and President of   Packaging of MeadWestvaco Corporation from January 2014 to June 2015 .   Dr. Beckler was   nominated by the Board 's Corporate Governance and Nominating Committee ( the " Nominating   Committee " ) based upon his executive and operating leadership in the industry , manufacturing   experience and educational background . 

 Steven Scheiwe , who is anticipated to succeed Mr. Carr and Mr. Davis as Chairman of the Board   following the Annual Meeting stated , " We are very pleased to nominate Dr. Beckler for election to   the Board .   He brings a wealth of paper industry experience and will bring strategic guidance that I   am conﬁdent will beneﬁt the Company and contribute to its future successes . With today 's   nomination and the additional nominee we expect to announce next week , the majority of Verso 's   board will be composed of seasoned industry experts .   Alan and Gene have been tremendous   assets to the Board and to the Company and exceedingly helpful in conducting our extensive   search for qualiﬁed and independent director nominees with relevant industry expertise . Their   contributions have been too many to count and I want to thank each of them . We are truly grateful   for their service , leadership and selﬂessness . " 

 Mr. Carr and Mr. Davis jointly stated , " It has been both an honor and a pleasure to co - chair the   Company 's Board of Directors .   We are extremely proud of our management team , particularly the   well - earned promotion of Adam St. John , Chief Executive Ofﬁcer , the addition of Nancy Taylor and   Randy Nebel to the Board , the nomination of Dr. Beckler to the Board , and , importantly , our   strategic review process , the result of which has led to the pending sale of two of the Company 's   mills to Pixelle Specialty Solutions LLC for a purchase price of $ 400 million , subject to post - closing   adjustments , and a debt - free , streamlined company that will be attractively positioned to take   advantage of future opportunities as they may arise . " 

 Mr. Carr and Mr. Davis ' determination to not stand for re - election was made , in part , in light of the   competing director slate proposed by Atlas Holdings LLC , Blue Wolf Capital Advisors , IV , LLC and   Lapetus Capital II LLC and their respective afﬁliates ( collectively , " ABW " ) , and not as a result of   any disagreement with the Company or any matter relating to the Company 's operations , policies   or practices . 

 " We believe that ABW , spurned bidders that have made several attempts to own or control the   Company , have chosen to pursue a proxy ﬁght in order to further their continued efforts to obtain   control of the Company and its prospects .   We have many signiﬁcant stockholders and Atlas '   demands are unfair to them , indeed , all of our stockholders , and defy accepted corporate   governance standards under law and as published by proxy advisory ﬁrms .   In order to mitigate the   waste of time , expense and distraction to the Company , each of us has determined to withdraw our   name for consideration of re - election .   With our newly refreshed Board and Board nominee slate ,   comprised of highly qualiﬁed candidates with diverse skill sets and devoid of conﬂict , we are   conﬁdent that the best interests of our stockholders are being and will be well - served , " said   Messrs. Carr and Davis . 

 ABW 's substantial prior history with the Company includes ABW 's unsolicited premium cash bid for   the acquisition of all of the Company 's Stock in December 2017 , which was followed by active but 

 protracted negotiations over a six - month period . During negotiations , ABW made multiple material   amendments to their bid , including changes to the proposed amounts and forms of consideration ,   and changes to the proposed transaction structure .   Among other things , ABW amended the form   of consideration so as to include , the contribution of their privately held portfolio company , Twin   Rivers Paper Company .   By June 2018 , the Company 's common stock price had increased and   was materially higher than the value of ABW 's then proposed purchase price and negotiations   stalled .   In July 2018 , ABW requested that that the Company relieve ABW of its previously agreed   upon customary standstill obligations , so as to enable ABW to make open market purchases of the   Company 's common stock .   That request was denied .   Following the expiration of the customary   standstill provision , ABW increased its ownership and , in 2019 , made several acquisition proposals   to the Company , including an arguably coercive tender proposal for 50.2 % of the Company 's   outstanding stock and a proposal to make a preferred investment coupled with board   representation .   The Company advised ABW that it was prepared to engage in renewed   discussions with ABW , provided that ABW execute a new conﬁdentiality agreement with a   customary standstill , which ABW refused to do . On September 20 , 2019 , ABW ﬁled a Schedule   13D , which was subsequently amended in October and December .   On December 5 , 2019 , ABW   ﬁled a preliminary proxy statement setting forth three director nominees for election at the Annual   Meeting , each of which the Board had previously interviewed and declined to include on the   Company 's slate of director nominees .   On December 8 , 2019 , the Board proposed to ABW to   nominate two of ABW 's director nominees to the Company 's slate , subject to a cooperation   agreement , containing , among other things , a customary standstill provision .   ABW responded to   such proposal by requesting , among other things : the immediate appointment of two ABW   nominees to the Board and chairmanship of the Nominating Committee ; material revisions to the   proposed customary standstill that would have allowed ABW to enter into voting arrangements ,   form 13(d ) groups , acquire additional stock , make proposals or statements with respect to   business combinations or other type of transactions ; shortening of the proposed standstill period   from June 30 , 2021 to December 31 , 2020 ; reimbursement of $ 700,000 of expenses ; substantial   revisions to conﬁdentiality provisions designed to protect Company information ; and an indemnity   for any trading in the Company stock by ABW .   None of these requests were acceptable to the   Company . 

 About Verso Verso Corporation is the turn - to company for those looking to successfully navigate the   complexities of paper sourcing and performance . A leading North American producer of specialty   and graphic papers , packaging and pulp , Verso provides insightful solutions that help drive   improved customer efﬁciency , productivity , brand awareness and business results . Verso 's long- standing reputation for quality and reliability is directly tied to our vision to be a company with   passion that is respected and trusted by all . Verso 's passion is rooted in ethical business practices   that demand safe workplaces for our employees and sustainable wood sourcing for our products .   This passion , combined with our ﬂexible manufacturing capabilities and an unmatched commitment   to product performance , delivery and service , make Verso a preferred choice among commercial   printers , paper merchants and brokers , converters , publishers and other end users . For more   information , visit us online at versoco.com . 

 Forward - Looking Statements In this press release , all statements that are not purely historical facts are forward - looking   statements within the meaning of Section 27A of the Securities Act of 1933 , as amended , or   " Securities Act , " and Section 21E of the Securities Exchange Act of 1934 , as amended , or   " Exchange Act . " Forward - looking statements may be identiﬁed by the words " believe , " " expect , "   " anticipate , " " project , " " plan , " " estimate , " " intend " and other similar expressions . They include , for   example , statements relating to our business and operating outlook ; assessment of market   conditions ; and the growth potential of the industry in which we operate . Forward - looking   statements are based on currently available business , economic , ﬁnancial and other information   and reﬂect management 's current beliefs , expectations and views with respect to future   developments and their potential effects on us . Actual results could vary materially depending on   risks and uncertainties that may affect us and our business . The following factors , among others , 

 could cause actual results to differ from those set forth in the forward - looking statements : the long- term structural decline and general softening of demand facing the paper industry ; our exploration   of strategic alternatives , including the possible sale or merger of our entire company or a material   portion of our business and our ability to consummate any such strategic transactions , including   the proposed sale of Verso 's Androscoggin Mill and Stevens Point Mill ; the risk that the purchase   agreement for the sale transaction would limit our ability to pursue other strategic alternatives to   the sale transaction ; the risk that the purchase agreement for the sale transaction might expose us   to contingent liabilities ; risks related to our ability to obtain stockholder approval for the sale   transaction ; the risk that the pending sale transaction could create unknown impacts on our future   prospects ; the risk that the amount of net proceeds that we would receive from the sale transaction   is subject to uncertainties ; the risk that stockholders are not guaranteed to receive any of the   proceeds from the sale transaction ; the risk that management could spend or invest the net   proceeds from the sale transaction in ways against stockholders ' wishes ; the risk that some of our   executive ofﬁcers might have interests in the sale transaction that might be in addition to , or   different from , stockholders ' interests ; the risk that our business following the sale transaction   would be reduced and less diversiﬁed ; the risk that we would be unable to compete with respect to   certain specialty paper products for two years after the closing of the sale transaction ; the risk that   we may be unable to obtain governmental and regulatory approvals required for the sale   transaction , or required governmental and regulatory approvals may delay the transaction or result   in the imposition of conditions that could cause the parties to abandon the sale transaction ; the risk   that an event , change or other circumstances could give rise to the termination of the sale   transaction ; the risk that failure to consummate the sale transaction might materially and adversely   affect our business , ﬁnancial condition and results of operation ; the risk that a condition to closing   of the sale transaction may not be satisﬁed ; the risk that we would be required to pay a termination   fee or expense reimbursement if the purchase agreement for the sale transaction is terminated   under speciﬁed circumstances , which might discourage third parties from submitting an alternative   proposal ; the timing to consummate the sale transaction ; the risk that any announcement relating   to the sale transaction could have adverse effects on the market price of Verso 's common stock ;   the risk of litigation related to the sale transaction ; the risk of disruption from the sale transaction   making it more difﬁcult to maintain relationships with customers , employees or suppliers ; the   diversion of management time on transaction - related issues ; our adoption of a limited duration   stockholder rights plan and its ability to delay or discourage a merger , tender offer or change of   control ; negative effects of a proxy contest and the actions of activist stockholders ; developments   in alternative media , which have and are expected to continue to adversely affect the demand for   some of our key products , and the effectiveness of our responses to these developments ; intense   competition in the paper manufacturing industry ; our dependence on a small number of customers   for a signiﬁcant portion of our business ; any additional closure and other restructuring costs ; our   limited ability to control the pricing of our products or pass through increases in our costs to our   customers ; changes in the costs of raw materials and purchased energy ; negative publicity , even if   unjustiﬁed ; any failure to comply with environmental or other laws or regulations , even if   inadvertent ; legal proceedings or disputes ; any labor disputes ; the Company 's ability to continue to   execute and implement its strategic plan ; the Company 's initiatives to improve its ﬁnancial and   operational performance and increase its growth and proﬁtability ; the Company 's future operational   and ﬁnancial performance , the effect that the election of ABW 's nominees to the Company 's board   of directors will have on the Company 's execution of its long - term plan and long - term stockholder   value ; the future effect of the Company 's strategic plan on its probability , growth and stockholder   return ; and the potential risks and uncertainties described in Part I , Item 1A , " Risk Factors " of our   Annual Report on Form 10 - K for the year ended December 31 , 2018 , as amended , Part I , Item 2 ,   " Management 's Discussion and Analysis of Financial Condition and Results of Operations " and   Part II , Item 1A , " Risk Factors " of our Quarterly Report on Form 10 - Q for the quarter ended   September 30 , 2019 , as such disclosures may be amended , supplemented or superseded from   time to time by other reports we ﬁle with the SEC , including subsequent annual reports on Form   10 - K and quarterly reports on Form 10 - Q. We assume no obligation to update any forward - looking   statement made in this press release to reﬂect subsequent events or circumstances or actual   outcomes . 

 Additional Information and Where to Find It In connection with the solicitation of proxies concerning the matters to be considered at the   Company 's 2019 annual meeting of stockholders ( the " Annual Meeting " ) , the Company has ﬁled a   preliminary proxy statement and WHITE proxy card , as well as other materials , with the SEC , and ,   in connection with the solicitation of proxies concerning the proposed sale transaction to be   considered at a special meeting of stockholders ( the " Special Meeting " ) , the Company expects to   ﬁle a preliminary proxy statement , proxy card , and other materials with the SEC . WE URGE   INVESTORS TO READ EACH PROXY STATEMENT ( INCLUDING ANY AMENDMENTS OR   SUPPLEMENTS THERETO ) , THE ACCOMPANYING PROXY CARDS , AND ANY OTHER   MATERIALS FILED WITH THE SEC CAREFULLY AS THEY BECOME AVAILABLE BEFORE   MAKING ANY VOTING OR INVESTMENT DECISION , BECAUSE THEY WILL CONTAIN   IMPORTANT INFORMATION ABOUT THE MATTERS TO BE CONSIDERED AT THE ANNUAL   MEETING AND SPECIAL MEETING . Investors may obtain copies of these documents free of   charge at the SEC 's website ( www.sec.gov ) and from the Company . 

 Participants in the Solicitation The Company , its directors , executive ofﬁcers and other persons related to the Company may be   deemed to be participants in the solicitation of proxies from the Company 's stockholders in   connection with the matters to be considered at the Annual Meeting and the Special Meeting .   Information about the directors and executive ofﬁcers of the Company and their ownership of   Company common stock will be set forth in each of the proxy statement for the Annual Meeting   and the proxy statement for the Special Meeting . Other information regarding the participants in the   proxy solicitations and a description of their direct and indirect interests , by security holdings or   otherwise , will also be in each of the proxy statement for the Annual Meeting and the proxy   statement for the Special Meeting and other relevant materials to be ﬁled with the SEC when such   materials become available . 


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### Task: You are a PII (Personal Identity Information) Detection. Given a essays written by students, you have to identify ONLY the following:
NAME_STUDENT - The full or partial name of a student that is not necessarily the author of the essay. This excludes instructors, authors, and other person names.
EMAIL - A student’s email address.
USERNAME - A student's username on any platform.
ID_NUM - A number or sequence of characters that could be used to identify a student, such as a student ID or a social security number.
PHONE_NUM - A phone number associated with a student.
URL_PERSONAL - A URL that might be used to identify a student.
STREET_ADDRESS - A full or partial street address that is associated with the student, such as their home address.
### Input: MIAMISBURG , Ohio , Dec. 10 , 2019 /PRNewswire/ -- Verso Corporation ( NYSE : VRS ) ( " Verso " or   the " Company " ) today announced that the Board has nominated Dr. Robert K. Beckler , and Dr.   Beckler has agreed to be nominated , as a director at the Annual Meeting .   In connection with this   nomination , each of Alan Carr and Gene Davis , the Co - Chairmen of the Company 's Board of   Directors ( the " Board " ) , has notiﬁed the Board that they will not stand for re - election at the 2019   Annual Meeting of Stockholders to be held on January 21 , 2020 ( the " Annual Meeting " ) .   The   Company expects to announce an additional director nominee for the Annual Meeting on or prior to   December 17 , 2019 . 

 Dr. Beckler is a seasoned paper industry executive and consultant and has served in several   leadership roles , including as President , Packaging Solutions , of WestRock Company from July   2015 until his retirement in July 2016 and as an Executive Vice President and President of   Packaging of MeadWestvaco Corporation from January 2014 to June 2015 .   Dr. Beckler was   nominated by the Board 's Corporate Governance and Nominating Committee ( the " Nominating   Committee " ) based upon his executive and operating leadership in the industry , manufacturing   experience and educational background . 

 Steven Scheiwe , who is anticipated to succeed Mr. Carr and Mr. Davis as Chairman of the Board   following the Annual Meeting stated , " We are very pleased to nominate Dr. Beckler for election to   the Board .   He brings a wealth of paper industry experience and will bring strategic guidance that I   am conﬁdent will beneﬁt the Company and contribute to its future successes . With today 's   nomination and the additional nominee we expect to announce next week , the majority of Verso 's   board will be composed of seasoned industry experts .   Alan and Gene have been tremendous   assets to the Board and to the Company and exceedingly helpful in conducting our extensive   search for qualiﬁed and independent director nominees with relevant industry expertise . Their   contributions have been too many to count and I want to thank each of them . We are truly grateful   for their service , leadership and selﬂessness . " 

 Mr. Carr and Mr. Davis jointly stated , " It has been both an honor and a pleasure to co - chair the   Company 's Board of Directors .   We are extremely proud of our management team , particularly the   well - earned promotion of Adam St. John , Chief Executive Ofﬁcer , the addition of Nancy Taylor and   Randy Nebel to the Board , the nomination of Dr. Beckler to the Board , and , importantly , our   strategic review process , the result of which has led to the pending sale of two of the Company 's   mills to Pixelle Specialty Solutions LLC for a purchase price of $ 400 million , subject to post - closing   adjustments , and a debt - free , streamlined company that will be attractively positioned to take   advantage of future opportunities as they may arise . " 

 Mr. Carr and Mr. Davis ' determination to not stand for re - election was made , in part , in light of the   competing director slate proposed by Atlas Holdings LLC , Blue Wolf Capital Advisors , IV , LLC and   Lapetus Capital II LLC and their respective afﬁliates ( collectively , " ABW " ) , and not as a result of   any disagreement with the Company or any matter relating to the Company 's operations , policies   or practices . 

 " We believe that ABW , spurned bidders that have made several attempts to own or control the   Company , have chosen to pursue a proxy ﬁght in order to further their continued efforts to obtain   control of the Company and its prospects .   We have many signiﬁcant stockholders and Atlas '   demands are unfair to them , indeed , all of our stockholders , and defy accepted corporate   governance standards under law and as published by proxy advisory ﬁrms .   In order to mitigate the   waste of time , expense and distraction to the Company , each of us has determined to withdraw our   name for consideration of re - election .   With our newly refreshed Board and Board nominee slate ,   comprised of highly qualiﬁed candidates with diverse skill sets and devoid of conﬂict , we are   conﬁdent that the best interests of our stockholders are being and will be well - served , " said   Messrs. Carr and Davis . 

 ABW 's substantial prior history with the Company includes ABW 's unsolicited premium cash bid for   the acquisition of all of the Company 's Stock in December 2017 , which was followed by active but 

 protracted negotiations over a six - month period . During negotiations , ABW made multiple material   amendments to their bid , including changes to the proposed amounts and forms of consideration ,   and changes to the proposed transaction structure .   Among other things , ABW amended the form   of consideration so as to include , the contribution of their privately held portfolio company , Twin   Rivers Paper Company .   By June 2018 , the Company 's common stock price had increased and   was materially higher than the value of ABW 's then proposed purchase price and negotiations   stalled .   In July 2018 , ABW requested that that the Company relieve ABW of its previously agreed   upon customary standstill obligations , so as to enable ABW to make open market purchases of the   Company 's common stock .   That request was denied .   Following the expiration of the customary   standstill provision , ABW increased its ownership and , in 2019 , made several acquisition proposals   to the Company , including an arguably coercive tender proposal for 50.2 % of the Company 's   outstanding stock and a proposal to make a preferred investment coupled with board   representation .   The Company advised ABW that it was prepared to engage in renewed   discussions with ABW , provided that ABW execute a new conﬁdentiality agreement with a   customary standstill , which ABW refused to do . On September 20 , 2019 , ABW ﬁled a Schedule   13D , which was subsequently amended in October and December .   On December 5 , 2019 , ABW   ﬁled a preliminary proxy statement setting forth three director nominees for election at the Annual   Meeting , each of which the Board had previously interviewed and declined to include on the   Company 's slate of director nominees .   On December 8 , 2019 , the Board proposed to ABW to   nominate two of ABW 's director nominees to the Company 's slate , subject to a cooperation   agreement , containing , among other things , a customary standstill provision .   ABW responded to   such proposal by requesting , among other things : the immediate appointment of two ABW   nominees to the Board and chairmanship of the Nominating Committee ; material revisions to the   proposed customary standstill that would have allowed ABW to enter into voting arrangements ,   form 13(d ) groups , acquire additional stock , make proposals or statements with respect to   business combinations or other type of transactions ; shortening of the proposed standstill period   from June 30 , 2021 to December 31 , 2020 ; reimbursement of $ 700,000 of expenses ; substantial   revisions to conﬁdentiality provisions designed to protect Company information ; and an indemnity   for any trading in the Company stock by ABW .   None of these requests were acceptable to the   Company . 

 About Verso Verso Corporation is the turn - to company for those looking to successfully navigate the   complexities of paper sourcing and performance . A leading North American producer of specialty   and graphic papers , packaging and pulp , Verso provides insightful solutions that help drive   improved customer efﬁciency , productivity , brand awareness and business results . Verso 's long- standing reputation for quality and reliability is directly tied to our vision to be a company with   passion that is respected and trusted by all . Verso 's passion is rooted in ethical business practices   that demand safe workplaces for our employees and sustainable wood sourcing for our products .   This passion , combined with our ﬂexible manufacturing capabilities and an unmatched commitment   to product performance , delivery and service , make Verso a preferred choice among commercial   printers , paper merchants and brokers , converters , publishers and other end users . For more   information , visit us online at versoco.com . 

 Forward - Looking Statements In this press release , all statements that are not purely historical facts are forward - looking   statements within the meaning of Section 27A of the Securities Act of 1933 , as amended , or   " Securities Act , " and Section 21E of the Securities Exchange Act of 1934 , as amended , or   " Exchange Act . " Forward - looking statements may be identiﬁed by the words " believe , " " expect , "   " anticipate , " " project , " " plan , " " estimate , " " intend " and other similar expressions . They include , for   example , statements relating to our business and operating outlook ; assessment of market   conditions ; and the growth potential of the industry in which we operate . Forward - looking   statements are based on currently available business , economic , ﬁnancial and other information   and reﬂect management 's current beliefs , expectations and views with respect to future   developments and their potential effects on us . Actual results could vary materially depending on   risks and uncertainties that may affect us and our business . The following factors , among others , 

 could cause actual results to differ from those set forth in the forward - looking statements : the long- term structural decline and general softening of demand facing the paper industry ; our exploration   of strategic alternatives , including the possible sale or merger of our entire company or a material   portion of our business and our ability to consummate any such strategic transactions , including   the proposed sale of Verso 's Androscoggin Mill and Stevens Point Mill ; the risk that the purchase   agreement for the sale transaction would limit our ability to pursue other strategic alternatives to   the sale transaction ; the risk that the purchase agreement for the sale transaction might expose us   to contingent liabilities ; risks related to our ability to obtain stockholder approval for the sale   transaction ; the risk that the pending sale transaction could create unknown impacts on our future   prospects ; the risk that the amount of net proceeds that we would receive from the sale transaction   is subject to uncertainties ; the risk that stockholders are not guaranteed to receive any of the   proceeds from the sale transaction ; the risk that management could spend or invest the net   proceeds from the sale transaction in ways against stockholders ' wishes ; the risk that some of our   executive ofﬁcers might have interests in the sale transaction that might be in addition to , or   different from , stockholders ' interests ; the risk that our business following the sale transaction   would be reduced and less diversiﬁed ; the risk that we would be unable to compete with respect to   certain specialty paper products for two years after the closing of the sale transaction ; the risk that   we may be unable to obtain governmental and regulatory approvals required for the sale   transaction , or required governmental and regulatory approvals may delay the transaction or result   in the imposition of conditions that could cause the parties to abandon the sale transaction ; the risk   that an event , change or other circumstances could give rise to the termination of the sale   transaction ; the risk that failure to consummate the sale transaction might materially and adversely   affect our business , ﬁnancial condition and results of operation ; the risk that a condition to closing   of the sale transaction may not be satisﬁed ; the risk that we would be required to pay a termination   fee or expense reimbursement if the purchase agreement for the sale transaction is terminated   under speciﬁed circumstances , which might discourage third parties from submitting an alternative   proposal ; the timing to consummate the sale transaction ; the risk that any announcement relating   to the sale transaction could have adverse effects on the market price of Verso 's common stock ;   the risk of litigation related to the sale transaction ; the risk of disruption from the sale transaction   making it more difﬁcult to maintain relationships with customers , employees or suppliers ; the   diversion of management time on transaction - related issues ; our adoption of a limited duration   stockholder rights plan and its ability to delay or discourage a merger , tender offer or change of   control ; negative effects of a proxy contest and the actions of activist stockholders ; developments   in alternative media , which have and are expected to continue to adversely affect the demand for   some of our key products , and the effectiveness of our responses to these developments ; intense   competition in the paper manufacturing industry ; our dependence on a small number of customers   for a signiﬁcant portion of our business ; any additional closure and other restructuring costs ; our   limited ability to control the pricing of our products or pass through increases in our costs to our   customers ; changes in the costs of raw materials and purchased energy ; negative publicity , even if   unjustiﬁed ; any failure to comply with environmental or other laws or regulations , even if   inadvertent ; legal proceedings or disputes ; any labor disputes ; the Company 's ability to continue to   execute and implement its strategic plan ; the Company 's initiatives to improve its ﬁnancial and   operational performance and increase its growth and proﬁtability ; the Company 's future operational   and ﬁnancial performance , the effect that the election of ABW 's nominees to the Company 's board   of directors will have on the Company 's execution of its long - term plan and long - term stockholder   value ; the future effect of the Company 's strategic plan on its probability , growth and stockholder   return ; and the potential risks and uncertainties described in Part I , Item 1A , " Risk Factors " of our   Annual Report on Form 10 - K for the year ended December 31 , 2018 , as amended , Part I , Item 2 ,   " Management 's Discussion and Analysis of Financial Condition and Results of Operations " and   Part II , Item 1A , " Risk Factors " of our Quarterly Report on Form 10 - Q for the quarter ended   September 30 , 2019 , as such disclosures may be amended , supplemented or superseded from   time to time by other reports we ﬁle with the SEC , including subsequent annual reports on Form   10 - K and quarterly reports on Form 10 - Q. We assume no obligation to update any forward - looking   statement made in this press release to reﬂect subsequent events or circumstances or actual   outcomes . 

 Additional Information and Where to Find It In connection with the solicitation of proxies concerning the matters to be considered at the   Company 's 2019 annual meeting of stockholders ( the " Annual Meeting " ) , the Company has ﬁled a   preliminary proxy statement and WHITE proxy card , as well as other materials , with the SEC , and ,   in connection with the solicitation of proxies concerning the proposed sale transaction to be   considered at a special meeting of stockholders ( the " Special Meeting " ) , the Company expects to   ﬁle a preliminary proxy statement , proxy card , and other materials with the SEC . WE URGE   INVESTORS TO READ EACH PROXY STATEMENT ( INCLUDING ANY AMENDMENTS OR   SUPPLEMENTS THERETO ) , THE ACCOMPANYING PROXY CARDS , AND ANY OTHER   MATERIALS FILED WITH THE SEC CAREFULLY AS THEY BECOME AVAILABLE BEFORE   MAKING ANY VOTING OR INVESTMENT DECISION , BECAUSE THEY WILL CONTAIN   IMPORTANT INFORMATION ABOUT THE MATTERS TO BE CONSIDERED AT THE ANNUAL   MEETING AND SPECIAL MEETING . Investors may obtain copies of these documents free of   charge at the SEC 's website ( www.sec.gov ) and from the Company . 

 Participants in the Solicitation The Company , its directors , executive ofﬁcers and other persons related to the Company may be   deemed to be participants in the solicitation of proxies from the Company 's stockholders in   connection with the matters to be considered at the Annual Meeting and the Special Meeting .   Information about the directors and executive ofﬁcers of the Company and their ownership of   Company common stock will be set forth in each of the proxy statement for the Annual Meeting   and the proxy statement for the Special Meeting . Other information regarding the participants in the   proxy solicitations and a description of their direct and indirect interests , by security holdings or   otherwise , will also be in each of the proxy statement for the Annual Meeting and the proxy   statement for the Special Meeting and other relevant materials to be ﬁled with the SEC when such   materials become available .
### Output: 