0001193125-22-157267.txt : 20220523 0001193125-22-157267.hdr.sgml : 20220523 20220523133854 ACCESSION NUMBER: 0001193125-22-157267 CONFORMED SUBMISSION TYPE: DFAN14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220523 DATE AS OF CHANGE: 20220523 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AEROJET ROCKETDYNE HOLDINGS, INC. CENTRAL INDEX KEY: 0000040888 STANDARD INDUSTRIAL CLASSIFICATION: GUIDED MISSILES & SPACE VEHICLES & PARTS [3760] IRS NUMBER: 340244000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-01520 FILM NUMBER: 22950780 BUSINESS ADDRESS: STREET 1: 222 N. PACIFIC COAST HIGHWAY STREET 2: SUITE 500 CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: (310) 252-8100 MAIL ADDRESS: STREET 1: 222 N. PACIFIC COAST HIGHWAY STREET 2: SUITE 500 CITY: EL SEGUNDO STATE: CA ZIP: 90245 FORMER COMPANY: FORMER CONFORMED NAME: GENCORP INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL TIRE & RUBBER CO DATE OF NAME CHANGE: 19840330 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Drake Eileen P. CENTRAL INDEX KEY: 0001635474 FILING VALUES: FORM TYPE: DFAN14A MAIL ADDRESS: STREET 1: C/O GENCORP INC. STREET 2: P.O. BOX 537012 CITY: SACRAMENTO STATE: CA ZIP: 95853-7012 DFAN14A 1 d307058ddfan14a.htm DFAN14A DFAN14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 14A

(RULE 14a-101)

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

 

 

Filed by the Registrant  ☐                     Filed by a Party other than the Registrant  ☒

Check the appropriate box:

 

Preliminary Proxy Statement

 

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

 

Definitive Proxy Statement

 

Definitive Additional Materials

 

Soliciting Material Pursuant to §240.14a-12

AEROJET ROCKETDYNE HOLDINGS, INC.

(Name of Registrant as Specified In Its Charter)

COMMITTEE FOR AEROJET ROCKETDYNE SHAREHOLDERS AND VALUE MAXIMIZATION

comprised of the following individuals

speaking individually and not as or on behalf of the company:

GAIL BAKER

MARION C. BLAKEY

MAJ. GEN. CHARLES F. BOLDEN, USMC (RET.)

GENERAL KEVIN P. CHILTON, USAF (RET.)

THOMAS A. CORCORAN

EILEEN P. DRAKE

DEBORAH LEE JAMES

GENERAL LANCE W. LORD, USAF (RET.)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

 

No fee required.

 

Fee paid previously with preliminary materials.

 

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

 

 


COMMITTEE FOR AEROJET ROCKETDYNE SHAREHOLDERS AND VALUE MAXIMIZATION

REMINDS STOCKHOLDERS TO SUBMIT CONSENTS

TO CALL A SPECIAL MEETING OF STOCKHOLDERS NEXT MONTH

EL SEGUNDO, Calif., May 23, 2022. Eileen P. Drake (the CEO of Aerojet Rocketdyne (NYSE: AJRD)) and the other members of the Committee For Aerojet Rocketdyne Shareholders and Value Maximization (the “Committee”) filed a definitive solicitation statement with the Securities and Exchange Commission in connection with the solicitation of agent designations to call a special meeting of stockholders of Aerojet Rocketdyne Holdings, Inc. (the “Company”) on May 3, 2022, with the ultimate desire to get to a meeting so that stockholders can finally vote on their Board of Directors.

Today, the Committee reminds stockholders to submit agent designations as soon as possible so that a special meeting of stockholders can be held in June.

We believe this is a necessary step in light of Executive Chairman Warren Lichtenstein’s and his associates’ continuing flip-flopping on the issue and unwillingness to agree upon a fixed and unconditioned meeting date and record date for the Company’s 2022 annual meeting. The Company’s last annual meeting was held over a year ago – on May 5, 2021. For the past several months, the Committee has sought to establish a fixed and unconditioned date for the 2022 annual meeting, so that Aerojet Rocketdyne stockholders get the opportunity to decide the composition of their Board of Directors. Please join the Committee in moving ahead toward setting a definitive meeting date so the Company’s Board of Directors can finally be voted upon.

Shareholders with questions can contact our solicitor: D.F. King & Co., (212) 269-5550 (collect) or via e-mail at AJRD@dfking.com.


Important Information

This communication is being sent by members of the Committee in their individual capacity, and not on or behalf of Aerojet Rocketdyne Holdings, Inc (the “Company”). No Company resources were used in connection with these materials. On May 3, 2022, Eileen P. Drake and the other members of the Committee For Aerojet Rocketdyne Shareholders and Value Maximization filed a definitive solicitation statement with the Securities and Exchange Commission in connection with the solicitation of agent designations to call a special meeting of stockholders of the Company.

Contact:

D.F. King & Co., Inc.

Edward T. McCarthy / Tom Germinario

AJRD@dfking.com

Committee’s Website:

https://maximizeajrdvalue.com