Edward and Ludmila Smolyansky Provide Key Updates on Lifeway Foods' Consent Solicitation Efforts

Lifeway Foods Consent Solicitation Update

On July 11, 2025, Edward and Ludmila Smolyansky, active shareholders of Lifeway Foods, Inc. (NASDAQ: LWAY), announced significant developments regarding their ongoing consent solicitation campaign. This initiative, rooted in concerns over the current board's management, seeks to remove existing board members and replace them with nominees selected by the Smolyanskys. This announcement comes after the filing of a definitive Consent Statement with the U.S. Securities and Exchange Commission on July 2, 2025.

Pressing for Shareholder Support

In their updates, the Smolyanskys emphasized that they are garnering support from fellow shareholders, stating, "Our outreach program is fully underway, as momentum continues to build behind our consent solicitation." They stressed the growing concerns among shareholders regarding the current board's actions, indicating a strong push towards obtaining the required shareholder consents necessary for the proposed changes.

Lifeway Foods' Response

In a counter-statement released on July 3, 2025, Lifeway Foods criticized the Smolyanskys' solicitation, declaring it legally deficient. The company pointed out that the public filing of the Consent Statement lacked adequate notice to shareholders and ignored the absence of a specified record date required for such solicitations. Furthermore, Lifeway urged shareholders to overlook the Smolyanskys' filings, suggesting they were baseless.

However, the Smolyanskys countered this by highlighting that a formal request for a record date and shareholder list was made by Edward Smolyansky on June 17, 2025, a request which had not been fulfilled by the board. This lack of action, according to the Smolyanskys, exemplifies the board's reluctance to engage with shareholders.

Addressing Accountability Concerns

Edward Smolyansky voiced his concerns regarding the board's lack of accountability, stating that shareholders should be outraged by the board's attempts to dismiss legitimate inquiries. He remarked, "Regardless of which side they support, all shareholders should be offended that their directors...are apparently planning to challenge our written consent based on their own failures to act." The call for unity among shareholders was a central theme in his remarks, urging them to sign the WHITE consent card detailed in their definitive consent statement.

Doubts Surrounding Board Actions

An alarming revelation emerged through recent securities filings which showcased that Jason Scher, the lead independent director, sold a majority of his shares in Lifeway. Specifically, he liquidated 24,566 out of 24,567 shares, amounting to nearly $600,000 at an average share price of $24.23. These actions raise questions about the board's confidence in the company's future, particularly in light of the previous statement that Danone's $27 per share offer significantly undervalues the company.

The Smolyanskys have called for the board to clarify how such divestitures align with their stance on shareholder value and company performance. Edward Smolyansky expressed concern over Scher's almost complete sell-off, questioning the board's commitment to the company's potential.

A Unified Call to Action

In light of the ongoing tensions between shareholders and the Lifeway board, the Smolyanskys are urging fellow investors to participate in the consent solicitation actively. They request that shareholders execute and return the WHITE consent cards following the instructions in their definitive consent statement. For those looking to engage further, information is available at FreeLifeway.com, and Edward Smolyansky’s updates can be followed on LinkedIn.

Important Disclaimer

It is crucial to note that this communication is not a solicitation for proxy votes or shareholder consent on any matter. Detailed information regarding the consent solicitation can be found in the definitive consent statement filed by the Smolyanskys with the SEC on July 2, 2025. Shareholders are encouraged to review all relevant documents for comprehensive information on this ongoing initiative.