Greywood Investments, LLC, which, together with its associates and
affiliates (“Greywood”), is the largest shareholder of Enthusiast
Gaming Holdings Inc. (NASDAQ:EGLX, TSX:EGLX) (“Enthusiast” or the
“Company”), today announced that it intends to include Shinggo Lu,
Co-Founder and General Manager of U.GG, as a member of the new
Board that would replace the Company’s incumbent directors.
U.GG is one of the largest League of Legends fan
communities in the world, providing actionable, data-driven
insights to players. Founded in Philadelphia in 2017 and now based
in Austin, Texas, U.GG began as a passion project, became a Sixers
Innovation Lab partnership, and today engages a monthly active user
base of approximately 10 million players.
U.GG was acquired by Enthusiast in November
2021. On June 3, 2022, Enthusiast announced it had awarded the
vendors of Outplayed Inc., the company that owned U.GG prior to its
sale to Enthusiast, 11.5 million shares to satisfy certain deferred
earn-out payments, in advance. U.GG’s founders and employees now
collectively own approximately 6.75 million shares, or 4.5% of the
issued and outstanding shares of Enthusiast.
“I agree with Greywood that stronger leadership,
better governance, and a focused strategy, are required to create
an environment at Enthusiast that empowers its talented employees
to thrive and propel the Company’s growth to new heights,” said
Shinggo Lu. “I also share Greywood’s optimism for Enthusiast. As a
fellow Enthusiast, and Gamer, I would welcome the opportunity to
serve on the Board and help steer the Company in the right
direction by acting in the best interests of Enthusiast and all its
stakeholders.”
Greywood has previously nominated Jon Dakss,
Raphael Danon, David Goldhill, Mark Klein, Janny Lee, and Dan
Petrozzo to stand for election on Enthusiast’s Board. Details on
all seven people, and other information about the Upgrade
Enthusiast campaign, can be found at www.UpgradeEGLX.com.
Since announcing its annual meeting and record
date, the Company has twice rescheduled both without providing any
explanation. Shareholders will finally have the opportunity help
the Company realize its full potential by voting for the new slate
at the meeting on July 19, 2022.
Shareholders can also sign-up at
www.UpgradeEGLX.com to stay up to date on the campaign to Upgrade
Enthusiast. Greywood will continue to provide updates as
developments warrant.
About Greywood
Greywood is a multi-strategy investment firm
exclusively managing its own proprietary capital. It invests in
securities and assets across the capital structure with a
particular focus on investments in emerging sector public and
private companies. Greywood seeks to work constructively with
portfolio companies and other stakeholders to actively support and
assist management in developing and realizing the company’s full
potential. Together with its associates and affiliates, Greywood is
the largest shareholder of Enthusiast.
For
more information: |
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www.UpgradeEGLX.com |
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Investors: |
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Carson Proxy Advisors |
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Christine@carsonproxy.com |
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416-804-8025 |
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Media: |
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Longview Communications & Public Affairs |
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Joel Shaffer |
Peter Block |
416-649-8006 |
416-649-8008 |
jshaffer@longviewcomms.ca |
pblock@longviewcomms.ca |
Information in Support of Public Broadcast
Solicitation
Greywood is relying on the exemption under
section 9.2(4) of National Instrument 51‐102 ‐ Continuous
Disclosure Obligations (“NI 51-102”) to make this public broadcast
solicitation. The following information is provided in accordance
with corporate and securities laws applicable to public broadcast
solicitations.
This solicitation is being made by Greywood, and
not by or on behalf of the management of Enthusiast. The address of
Enthusiast is 90 Eglinton Avenue East, Suite 805, Toronto, ON M4P
2Y3.
Greywood has previously filed a news release
containing the information required by section 9.2(4)(c) of NI
51-102 and on May 25, 2022 filed a separate document containing the
information required by Form 51‐102F5 – Information Circular in
respect of its director nominees, as required by section 9.2(6) of
NI 51-102, on Enthusiast’s SEDAR profile at www.sedar.com.
Greywood may solicit proxies in reliance upon
the “quiet solicitation” and public broadcast exemptions to the
solicitation requirements under applicable Canadian laws, with the
latter conveyed by way of public broadcast, including press
release, speech or publication, and otherwise by any other manner
permitted under applicable Canadian laws. In connection with the
AGM, Greywood may file a dissident information circular (an
“Information Circular”) in due course in compliance with applicable
securities laws and solicit proxies for the AGM by mail, telephone,
facsimile, email or other electronic means, as well as by newspaper
or other media advertising and in person by managers, directors,
officers and employees of Greywood who will not be specifically
remunerated therefor.
Greywood has retained Carson Proxy Advisors
(“Carson”) to assist Greywood in soliciting proxies for the AGM and
has agreed to pay a fee to Carson of $175,000 plus applicable
disbursements and taxes. Carson’s responsibilities will principally
include advising Greywood on governance best practices, where
applicable, liaising with proxy advisory firms, developing and
implementing shareholder communication and engagement strategies,
and advising with respect to meeting and proxy protocol. All costs
incurred for any solicitation will be borne by Greywood. Greywood
may engage the services of one or more other agents and authorize
other persons to assist it in soliciting proxies on behalf of
Greywood.
Although no forms of proxy have been provided at
this time, a registered holder of common shares of Enthusiast that
gives a proxy may revoke it by: (a) completing and signing a valid
proxy bearing a later date and returning it in accordance with the
instructions contained in the form of proxy to be provided by
Greywood, or as otherwise provided in the Information Circular; (b)
depositing an instrument in writing executed by the shareholder or
by the shareholder's attorney authorized in writing, as the case
may be (i) at the registered office of Enthusiast at any time up to
and including the last business day preceding the day the AGM or
any adjournment or postponement thereof is to be held, or (ii) with
the chairman of the AGM prior to its commencement on the day of the
AGM or any adjournment or postponement thereof; or (c) revoking
their proxy in any other manner permitted by law.
Although no forms of proxy or voting instruction
forms have been provided at this time, a nonregistered holder of
common shares of Enthusiast will be entitled to revoke a form of
proxy or voting instruction form given to an intermediary at any
time by written notice to the intermediary in accordance with the
instructions given to the nonregistered holder by its intermediary.
It should be noted that revocation of proxies or voting
instructions by a non‐registered holder can take several days or
even longer to complete and, accordingly, any such revocation
should be completed well in advance of the deadline prescribed in
the form of proxy or voting instruction form to ensure it is given
effect in respect of the AGM.
To the knowledge of Greywood, none of Greywood
or any of its associates or affiliates, nor any of its proposed
director nominees or their respective associates or affiliates, has
any material interest, direct or indirect, (i) in any transaction
since the beginning of Enthusiast's most recently completed
financial year or in any proposed transaction that has materially
affected or would materially affect Enthusiast or any of its
subsidiaries; or (ii) by way of beneficial ownership of securities
or otherwise, in any matter proposed to be acted on at the AGM,
other than the election of directors to the Board.
Forward Looking Statements
Certain statements in this press release
constitute forward-looking statements within the meaning of
applicable Canadian securities laws. All statements contained in
this press release that are not clearly historical in nature or
that necessarily depend on future events are forward-looking, and
the words "anticipate," "believe," "expect," "estimate," "plan,"
and similar expressions are generally intended to identify
forward-looking statements. These statements are based on the
current expectations of Greywood and currently available
information. They are not guarantees of future performance, involve
certain risks and uncertainties that are difficult to predict, and
are based upon assumptions as to future events that may not prove
to be accurate. Greywood cautions that its assumptions may not
materialize and current economic conditions render such
assumptions, although reasonable at the time made, subject to
greater uncertainty. There can be no assurance that forward-looking
statements included in this press release will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers are advised not to place undue reliance on forward-looking
statements included herein. Greywood does not assume any obligation
to update any forward-looking statements contained in this press
release, except as required by applicable law.
Photo accompanying this announcement is
available
at https://www.globenewswire.com/NewsRoom/AttachmentNg/b8d2d2be-200b-4bc8-bc87-41382759588f
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