Wintergreen Advisers, LLC to Oppose Consolidated-Tomoka Land Co. Proposed Share Issuance that It Believes Could Dilute Current Holders by 23%, and Support Proposal to Hire Independent Advisor to Maxim

Wintergreen Advisers also Files 13D Indicating 26% Deemed Beneficial Ownership of Consolidated-Tomoka Land Co.

MOUNTAIN LAKES, N.J.--(BUSINESS WIRE)-- Wintergreen Advisers, LLC (“Wintergreen” or “the Firm”) today announced that it intends to vote against certain proxy items proposed by Consolidated-Tomoka Land Co. (“CTO” or “the Company”, NYSE: CTO), including the Item 5 proposal to issue additional shares of common stock. According to Wintergreen’s analysis of CTO’s proxy statement, Wintergreen believes this issuance, if fully exercised, could dilute existing CTO shareholders to the tune of more than 23%. Accordingly, the Firm believes that this proposal is destructive to the interests of CTO shareholders and it plans on voting no to Item 5.

To help illustrate what this dilution means for a shareholder of CTO, if this proposal passes and the Company issues the full amount of the requested shares, a shareholder who owns $1,000 worth of stock would be diluted such that the value of the shares immediately after the additional stock is issued, would be $765.

In a letter filed with the Securities and Exchange Commission (“SEC”), Wintergreen indicated it will support the Wintergreen proposal to request that CTO hire an independent adviser to evaluate ways to maximize shareholder value. Wintergreen believes that shares of CTO are extremely undervalued and that substantial value is available to be unlocked quickly. Wintergreen believes an independent third party would accelerate this process by assisting CTO’s Board of Directors (the “Board”) in identifying viable opportunities to maximize shareholder value. To view the letter, please visit http://www.wintergreenadvisers.com.

In its letter, Wintergreen also indicated that it plans to vote against the following Board sponsored proposals:

• Against the re-election of each director
• Against the ratification of the appointment of Grant Thornton, LLP as auditor
• Against the advisory vote to approve executive compensation

Wintergreen’s Schedule 13D, filed with the SEC, also indicates Wintergreen’s 26% deemed beneficial ownership of CTO as of April 6, 2016. (https://www.sec.gov/Archives/edgar/data/23795/000091957416012298/d6673322a_13d-a3.htm)

Wintergreen believes these items are not in the best interest of CTO shareholders, and that shareholders deserve better than this.

About Wintergreen Advisers

Established in 2005 by Liz Cohernour and David J. Winters, Wintergreen is an independent global money manager that employs a research-driven value style in managing global securities. As of March 31, 2016, Wintergreen Advisers had approximately $710 million under management on behalf of individuals and institutions through its mutual fund and other clients, and is based in Mountain Lakes, New Jersey.

For further information on Wintergreen Advisers, please call 973-263-4500 or visit www.wintergreenadvisers.com. For information, forms and documents regarding our U.S. mutual fund, please visit www.wintergreenfund.com.

View source version on businesswire.com: http://www.businesswire.com/news/home/20160407005911/en/

Makovsky
John McInerney, 212.508.9628
[email protected]
or
Wintergreen Advisers
973-263-4500
[email protected]

Source: Wintergreen Advisers, LLC

You May Also Be Interested In

• Fisker (FSR) files form 10-K, sees more job cuts, reiterates going concern doubts
• YY Group Holding (YYGH) Closes $5M IPO
• CSS Entertainment (CSSE) Receives Nasdaq Delinquency Letter