Adirondack Retirement Specialists, a Meaningful Shareholder of Hasbro, Comments on the Company’s Apparent Rejection of Board Refresh Proposal

Rhea-AI Summary

Adirondack Retirement Specialists, a significant Hasbro shareholder, advocates for boardroom change at Hasbro, suggesting that the proposed candidates by Alta Fox Capital could improve oversight and performance. They criticize the current board for rejecting a settlement proposal to incorporate shareholder insights, noting Hasbro's stock at a 52-week low. Adirondack emphasizes the need for a strategic shift towards enhancing shareholder value. They plan to support the entire dissident slate in the upcoming 2022 Annual Meeting of Shareholders to promote long-term interests.

Positive

• Adirondack supports board renewal to enhance oversight and guidance.
• Proposed candidates by Alta Fox have relevant experience and 'skin in the game.'

Negative

• Current board rejected a shareholder proposal aimed at increasing value.
• Hasbro's stock is at a 52-week low, indicating market confidence issues.
• Hasbro's strategy has led to underperformance compared to competitors.

NEW YORK--(BUSINESS WIRE)-- Adirondack Retirement Specialists, Inc. (collectively with its affiliates and managed client accounts, "Adirondack" or "we"), a meaningful shareholder of Hasbro, Inc. (NASDAQ: HAS) (“Hasbro” or the “Company”), today issued the following statement:

We are acting as a fiduciary for our RIA clients. We believe shareholder-facilitated boardroom change is good for Hasbro and all of its stakeholders, which include our RIA clients. We have reviewed the candidates that Alta Fox Capital Management LP (“Alta Fox”) has proposed, and believe they have the relevant experience and track records to provide a sufficiently refreshed Board of Directors with what it needs to deliver oversight and guidance to Chris Cocks as he takes on his new Chief Executive Officer role. We also like that many on the proposed slate have purchased shares in the open market to give them “skin in the game.”

We were dismayed to see media reports indicating that the current Board of Directors rejected what appears to be a step forward toward adding value for Hasbro shareholders via a very reasonable settlement proposal from Alta Fox. If true, it is troubling to us that the current directors would reject a well-researched 2.5% shareholder’s input and candidates who have records of adding value at a time when Hasbro seems to have lost the market’s confidence. The Company’s shares are at a new 52-week low point, and it has a strategy that has led the business to lag the overall market and its major competitor over the past five years. For shareholders, we insist on a strategy that prioritizes the highest and best long-term allocation of capital and resources. In our view, Alta Fox’s proposal takes shareholders toward that goal. We intend to support the entire dissident slate as we believe that would be in the best long-term interests of shareholders if a contested vote is held at the 2022 Annual Meeting of Shareholders.

SPECIAL NOTE REGARDING THIS COMMUNICATION

THIS PRESS RELEASE CONTAINS OUR CURRENT VIEWS ON THE VALUE OF THE COMPANY AND CERTAIN ACTIONS THAT THE COMPANY'S BOARD MAY TAKE TO ENHANCE THE VALUE OF ITS SECURITIES. OUR VIEWS ARE BASED ON OUR OWN ANALYSIS OF PUBLICLY AVAILABLE INFORMATION AND ASSUMPTIONS WE BELIEVE TO BE REASONABLE. THERE CAN BE NO ASSURANCE THAT THE INFORMATION WE CONSIDERED AND ANALYZED IS ACCURATE OR COMPLETE. SIMILARLY, THERE CAN BE NO ASSURANCE THAT OUR ASSUMPTIONS ARE CORRECT. THE COMPANY'S ACTUAL PERFORMANCE AND RESULTS MAY DIFFER MATERIALLY FROM OUR ASSUMPTIONS AND ANALYSIS.

WE HAVE NOT SOUGHT, NOR HAVE WE RECEIVED, PERMISSION FROM ANY THIRD-PARTY TO INCLUDE THEIR INFORMATION IN THIS LETTER. ANY SUCH INFORMATION SHOULD NOT BE VIEWED AS INDICATING THE SUPPORT OF SUCH THIRD PARTY FOR THE VIEWS EXPRESSED HEREIN.

OUR VIEWS AND OUR HOLDINGS COULD CHANGE AT ANY TIME. WE MAY SELL ANY OR ALL OF OUR HOLDINGS OR INCREASE OUR HOLDINGS BY PURCHASING ADDITIONAL SECURITIES. WE MAY TAKE ANY OF THESE OR OTHER ACTIONS REGARDING THE COMPANY WITHOUT UPDATING THIS LETTER OR PROVIDING ANY NOTICE WHATSOEVER OF ANY SUCH CHANGES (EXCEPT AS OTHERWISE REQUIRED BY LAW).

FORWARD-LOOKING STATEMENT

Certain statements contained in this press releases are forward-looking statements including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties. Forward-looking statements are not guarantees of future performance or activities and are subject to many risks and uncertainties. Due to such risks and uncertainties, actual events or results or actual performance may differ materially from those reflected or contemplated in such forward-looking statements. Forward-looking statements can be identified by the use of the future tense or other forward-looking words such as "believe," "expect," "anticipate," "intend," "plan," "estimate," "should," "may," "will," "objective," "projection," "forecast," "management believes," "continue," "strategy," "position" or the negative of those terms or other variations of them or by comparable terminology.

Important factors that could cause actual results to differ materially from the expectations set forth in this letter include, among other things, the factors identified in the public filings of the Company. Such forward-looking statements should therefore be construed in light of such factors, and we are under no obligation, and expressly disclaim any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Adirondack Retirement Specialists is independent of American Portfolios Financial Services Inc.

**** TAX ADVICE NOTICE ****

To comply with the requirements imposed by the United States Treasury Department, any information regarding any U. S. federal tax matters contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, as advice for the purpose of (1) avoiding penalties under the Internal Revenue Code or (2) promoting, marketing or recommending to another party any transaction or matter addressed herein or in any attachments.

Securities offered through American Portfolios Financial Services, Inc. , Member FINRA/SIPC Investment advisory services offered through Adirondack Retirement Specialists a SEC Registered Investment Advisor

Adirondack Retirement Specialists is independent of American Portfolios Financial Services Inc.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220328005855/en/

Sean Berger

518-761-6184

sb@retirespecial.com

Source: Adirondack Retirement Specialists, Inc.

FAQ

What is Adirondack's stance on Hasbro's board of directors?

Adirondack supports board renewal, believing new candidates can enhance oversight.

Why is Hasbro's stock at a 52-week low?

The stock is at a low due to loss of market confidence and recent strategy underperformance.

What is the significance of Alta Fox's proposal for Hasbro?

Alta Fox's proposal aims to incorporate shareholder insights and improve Hasbro's governance.

How does Adirondack plan to influence Hasbro's future?

Adirondack intends to support the dissident slate in the 2022 Annual Meeting to prioritize shareholder interests.

What concerns does Adirondack have about Hasbro's current management?

Adirondack is troubled by the current board's rejection of shareholder input and their inability to drive value.