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17 Days After Forager’s Proposal, Board Still Has Not Engaged as Stockholder Frustration Builds
BIRMINGHAM, Ala., May 04, 2026 (GLOBE NEWSWIRE) -- Forager Capital Management (“Forager”), the largest stockholder of Repay Holdings Corporation (NASDAQ: RPAY) (the “Company”), with beneficial ownership of approximately 13% of the issued and outstanding shares, issued the following statement:
“It has now been 17 days since we delivered our proposal to the Board. In the Company’s April 17, 2026 press release, it stated that it had retained advisors to review our proposal. To date, however, neither the Board nor those advisors have contacted us to initiate any substantive dialogue.
We find it difficult to understand how the Board can fully evaluate our all-cash proposal without any interaction with us. Our proposal represents a 75% premium to the 30-day VWAP at the time of our proposal, a level that is among the highest observed in announced take-private transactions this year.
Since March 30th, the Board has taken several actions, including not engaging with our all-cash proposal at a significant premium, adopting a poison pill, and announcing—following the close of the stockholder nomination window—a transaction larger than the Company’s market capitalization. A preliminary earnings release, issued for the first time in the Company’s history and reflecting modest changes to near-term expectations, is not a substitute for engagement on an all-cash offer at a 75% premium that provides immediate and certain value to stockholders.
This sequence of actions taken by the Board makes the absence of engagement increasingly difficult to reconcile with the standards of Board accountability expected in circumstances such as this, particularly in light of the feedback we are receiving from stockholders.
We continue to believe a constructive path is in the best interests of all stockholders and call on the Board to engage immediately and proceed on an accelerated timeline.”
Contact: Johnny Wilhelm Partner, Forager Capital Management 205-383-4763 info@foragercap.com
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