WYNNEFIELD GROUP SENDS DEFINITIVE PROXY MATERIALS TO TECHPRECISION STOCKHOLDERS, INCLUDING A BLUE PROXY CARD AND A LETTER SEEKING TO HOLD MEMBERS OF THE BOARD ACCOUNTABLE FOR YEARS OF POOR OPERATING RESULTS, POOR PERFORMANCE AND A SERIES OF COSTLY STRATEGIC MISSTEPS

Rhea-AI Summary

The Wynnefield Group, TechPrecision's (NASDAQ: TPCS) largest shareholder with approximately 7% ownership, has filed definitive proxy materials urging stockholders to vote using BLUE proxy cards to elect two new director nominees. The action comes after TechPrecision's failure to comply with Nasdaq listing rules due to late SEC filings and the company's disclosure of substantial doubt about its ability to continue as a going concern. The group seeks to elect General Victor Eugene Renuart, Jr. and Robert Straus to the board, citing years of poor operating results and strategic missteps by current management.

Positive

• None.

Negative

• Company failed to comply with Nasdaq listing rules due to late SEC filing
• Management disclosed substantial doubt about company's ability to continue as going concern
• History of consistently missing SEC filing deadlines
• Poor operating results and performance cited by major shareholder
• Risk of potential Nasdaq delisting due to compliance issues

Insights

Corporate Governance Analyst

This proxy battle represents a significant challenge to TechPrecision's current leadership, with several concerning developments: Wynnefield Group's 7% ownership stake gives substantial weight to their critique. The company's failure to file timely SEC reports and the recent Nasdaq compliance issues point to serious operational deficiencies. Most alarming is the going concern warning, which signals fundamental financial instability.

The activist campaign's timing aligns with a pattern of management missteps and poor performance. Wynnefield's push for board changes through their nominees - a retired general and an experienced investor - suggests a strategic attempt to overhaul corporate governance. The delayed 10-Q filing and ongoing operational challenges make this proxy contest particularly critical for shareholders seeking accountability and improved performance.

Financial Risk Analyst

The going concern warning combined with missed SEC filings presents severe risks to shareholders. These issues typically indicate deeper financial and operational problems that could lead to:

• Potential delisting from Nasdaq if compliance isn't restored
• Increased borrowing costs due to creditor concerns
• access to capital markets

The 7% ownership by Wynnefield creates a powerful catalyst for change, but the transition period could bring additional volatility. For a company with just a $30.3 million market cap, these governance issues pose existential risks that require immediate resolution.

Wynnefield Group also Releases Detailed Investor Presentation that Has Been Posted to www.RebuildTPCSCredibility.com

Urges ALL TechPrecision Stockholders to Take Immediate Action by Voting Each and Every BLUE Proxy Card and BLUE Voting Instruction Form You Will Receive

NEW YORK, Nov. 25, 2024 /PRNewswire/ -- Wynnefield Partners Small Cap Value, L.P. I and its affiliates ("Wynnefield"), and Robert D. Straus (together, with Wynnefield, the "Wynnefield Group"), who collectively own more shares of TechPrecision Corporation (the "Company" and/or "TechPrecision") (NASDAQ: TPCS) than any other common stockholder, collectively owning approximately 7% of the Company's outstanding common stock according to Bloomberg, announced today the filing with the Securities and Exchange Commission ("SEC") and mailing to stockholders of a definitive proxy statement and a letter to stockholders together with a BLUE proxy card and/or BLUE voting instruction form seeking to elect it's two highly qualified and exceptional director nominees to the Company's Board.

The Wynnefield Group also released a detailed investor presentation highlighting the many reasons why the TechPrecision Board should be held accountable and why the election of both of the Wynnefield Group's highly qualified and exceptional  director nominees is so important for TechPrecision stockholders.

Following the Company's Friday afternoon disclosure of its failure to comply with a critical Nasdaq Listing Rule due to the late filing of its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024, the Wynnefield Group is raising serious concerns. TechPrecision has consistently missed SEC filing deadlines for years, signaling a systemic issue that continues to jeopardize stockholders. Adding to this troubling pattern, the Company has disclosed substantial doubt about its ability to continue as a going concern—a warning that demands immediate action and accountability. For these reasons and the reasons outlined in our proxy statement, our letter to stockholders and our investor presentation, TechPrecision stockholders should vote the BLUE proxy card or BLUE voting instruction form to elect our two highly-qualified and exceptional Director nominees, General Victor Eugene "Gene" Renuart, Jr. and Mr. Robert Straus.

Note to the many stockholders who own TechPrecision shares in more than one account, please vote each and every BLUE voting form sent to you to ensure all of your shares are voted.

If you have any questions or need assistance voting your shares, please contact Saratoga Proxy Consulting LLC at (212) 257-1311 or (888) 368-0379 or info@saratogaproxy.com.

Remember you can sign up for updates at www.RebuildTPCSCredibility.com.

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SOURCE Wynnefield Capital

FAQ

Why is Wynnefield Group seeking board changes at TechPrecision (TPCS)?

Wynnefield Group is seeking board changes due to TechPrecision's poor operating results, missed SEC filing deadlines, and concerns about the company's ability to continue as a going concern.

What Nasdaq compliance issue does TechPrecision (TPCS) face in November 2024?

TechPrecision failed to comply with Nasdaq listing rules by not filing its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024, on time.

Who are Wynnefield Group's nominees for TechPrecision's (TPCS) board?

Wynnefield Group has nominated General Victor Eugene 'Gene' Renuart, Jr. and Robert Straus as director nominees for TechPrecision's board.

What percentage of TechPrecision (TPCS) does Wynnefield Group own?

According to Bloomberg, Wynnefield Group owns approximately 7% of TechPrecision's outstanding common stock, making them the largest common stockholder.