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Largest Shareholder of Enthusiast Gaming Holdings Inc. Submits Slate of Highly Qualified Director Nominees

UPGRADE EGLX

UPGRADE EGLX
UPGRADE EGLX
UPGRADE EGLX
UPGRADE EGLX
  • Six new director nominees will add financial, technology, gaming, entrepreneurial and leadership experience to Enthusiast’s Board

  • Shareholders are urged to visit www.UpgradeEGLX.com and sign up to stay up to date on the campaign to “Upgrade Enthusiast”

NEW YORK, May 25, 2022 (GLOBE NEWSWIRE) -- Greywood Investments, LLC, which, together with its associates and affiliates ("Greywood"), currently owns over 9.3% of the shares of Enthusiast Gaming Holdings Inc. (NASDAQ:EGLX; TSX:EGLX) ("Enthusiast" or the "Company") and is its largest shareholder, today announced that it has nominated six highly experienced and qualified Director candidates (the “Proposed Director Nominees”) to stand for election to the Board of Directors at Enthusiast’s annual meeting of shareholders scheduled for June 29, 2022 (the “Meeting”).

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Enthusiast has seen its share price decline from a high of US$8.64 on April 20, 2021, to US$2.10 per share as of the close of business on May 23, 2022 (the final trading day prior to the launch of the “Upgrade Enthusiast” campaign), almost a 76% loss. This compares quite unfavorably to a drop of approximately 16% for the Nasdaq Stock Market and 4% for the S&P 500 Index during the same period. Shareholders, including Greywood, are very frustrated given Enthusiast has a very talented team of committed employees and an otherwise compelling suite of assets. Greywood believes that the Company’s potential value is far greater than its share price currently suggests.

As an investor in the Company since 2018, Greywood has expressed its concerns regarding the performance of the Company’s Board and CEO and has quietly offered solutions to the Board on numerous occasions over the last few months. Despite the constructive nature of its analysis and proposed solutions, Greywood’s efforts have been met with transparent delay tactics by what has become an entrenched Board and CEO, who appear unwilling or unable to make the necessary changes to “Upgrade Enthusiast”.

The slate of the exceptionally qualified Proposed Director Nominees will bring a diverse blend of financial, technology, gaming, entrepreneurial and leadership skills and experience to Enthusiast’s Board and includes:

Jon Dakss
Fractional Chief Product & Technology Officer and Executive Advisor, Palladium Consulting LLC

Jon Dakss is an accomplished technology leader in the media, direct-to-consumer and streaming industries. He spent much of his career in media technology, first at NBCUniversal and then as Chief Digital Officer at EPIX (an MGM Company), where he led teams focused on product strategy, development and innovation. Jon subsequently founded Palladium Consulting, where he is a much sought-after Executive Advisor and Fractional CTO/CPO for companies ranging from early-stage start-ups to global news and entertainment giants. He supports his clients in areas spanning Direct-to-Consumer Product Design & Development, Product Architecture & Strategy, Marketing Technology implementation, Patent/IP Strategy, Metadata/Recommendations/AI Development, and Building Technology/Partnerships. He is a graduate of Columbia University and the Massachusetts Institute of Technology.

Raphael Danon
Chief Executive Officer, Universal WellnessWrx
Chief Operations Officer, WellnessWrx Inc.

Raphael Danon is a proven business builder with extensive financial management and leadership experience. He has built businesses in emerging growth industries, including having spent more than 6 years at ClearBlue Markets, a company at the forefront of regulatory and market development that helps businesses navigate the complexities of the carbon markets. Raphael previously spent 10 years serving as Chief Financial Officer at a private and public company. He is a Member of the Chartered Professional Accountants of Canada and a graduate of York University.

David Goldhill
Co-Founder & Chief Executive Officer, Sesame Inc.

David Goldhill is an experienced media and entertainment executive. He was President and COO of Universal Television Group before being named the CEO of Game Show Network, where his responsibilities included establishing GSN Games. David served in that role for a decade before co-founding Sesame, an online marketplace for high-quality, low-cost healthcare services. He earlier served as EVP and CFO of Act III Communications, a private operator of broadcast stations, movie theaters, and trade magazines. He has served on the board of directors of CommerceHub, Expedia and eLong and is currently Chair of The Leapfrog Group. David is a leading national voice for market-based health care reform and a graduate of Harvard University.

Mark Klein
Chief Executive Officer, RadarZero LLC
Chairman, Finest International

Mark has a track record of leadership success in the world of esports and other industries. He is a founding partner and CEO of RadarZero LLC, a private equity and strategic consulting firm focused on gaming and esports. He also serves as Executive Chairman of Finest International, the largest professional esports organization in Israel. Previously, Mark was Director of Mobile Business Development at AOL Inc., Managing Director of the Lockwood Group, and Founder and CEO of Skins Footwear, Inc. and Klearbar, Inc. Mark attended the University of Connecticut and is currently based in Israel.

Janny Lee
Founding Partner, Anchorvest
Managing Partner & Chief Operating Officer, Redbadge
Founding Partner, Redbadge Pacific

Janny Lee is an experienced financial professional, with a background in investment banking, asset management and operations. She has been involved with several billion dollars’ worth of domestic and cross-border financing and strategic M&A transactions primarily across the media, technology, and communications industries. She is a Founding Partner of Anchorvest, an alternative asset management platform. In addition, she is Managing Partner and Chief Operating Officer of Redbadge and Founding Partner of Redbadge Pacific, a venture capital and real estate investment firm where she evaluates direct capital opportunities. Previously, Janny held roles of increasing responsibility with Redwood Capital Group, Primedia, Inc. (originally a Kohlberg Kravis Roberts & Co. portfolio company), Bank of America Securities LLC and Goldman Sachs Group, Inc. She was also a founding member of a financial software company that was funded by Goldman Sachs Ventures. Janny has served on various boards and is currently a Foundation Board Member of White Plains Hospital, a leading healthcare provider. She graduated from Cornell University with a Bachelor of Science degree in Industrial and Labor Relations.

Dan Petrozzo
Private Investor
Partner, Oak HC/FT

Dan Petrozzo has substantial leadership and technology experience gained over a variety of roles at preeminent financial organizations. He is a former Partner and Global Head of Technology for investment management at Goldman Sachs, Chief Information Officer at Fidelity Investments, Co-Chief Information Officer at Morgan Stanley and Global Head of Equity Prime Services Technology at Deutsche Bank AG. Dan is currently a Partner at Oak HC/FT, a venture and growth equity firm investing in tech-enabled companies. In this role, he focuses on growth equity and early-stage venture opportunities in fintech and currently sits on the boards of EasySend, Ethic, Ocrolus, Pagaya and Panorays, and is a Board Observer at NextCapital. He received a Bachelor of Arts degree from Moravian University and holds a law degree from Seton Hall University Law School.

There is no action for Enthusiast shareholders to take at this time. Enthusiast shareholders are urged to visit www.UpgradeEGLX.com and sign-up to stay up to date on the campaign to “Upgrade Enthusiast”.

Greywood has retained Goodmans LLP as its legal advisor, Carson Proxy Advisors as its shareholder engagement and proxy solicitation advisor, and Longview Communications & Public Affairs as its strategic communications advisor.

About Greywood

Greywood is a multi-strategy investment firm exclusively managing 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 owns over 9.3% of Enthusiast’s shares and is its largest shareholder.

For more information:

 

 

 

www.UpgradeEGLX.com

 

 

 

Investors:

 

 

 

Carson Proxy Advisors

 

Christine@carsonproxy.com

 

416-804-8025

 

 

 

Media:

 

 

 

Longview Communications & Public Affairs

 

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 filed this news release containing the information required by section 9.2(4)(c) of NI 51-102 and has filed a separate document containing the information required by Form 51‐102F5 – Information Circular in respect of the Proposed Director Nominees, as required by section 9.2(6) of NI 51-102, on Enthusiast’s company profile on SEDAR 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 Meeting, Greywood may file a dissident information circular in due course in compliance with applicable securities laws and solicit proxies for the Meeting 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 (“Carson”) to assist Greywood in soliciting proxies for the Meeting 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 Meeting or any adjournment or postponement thereof is to be held, or (ii) with the chairman of the Meeting prior to its commencement on the day of the Meeting 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 non‐registered 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 meeting.

To the knowledge of Greywood, none of Greywood or any of its associates or affiliates, nor any of the Proposed 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 Meeting, 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.

A photo accompanying this announcement is available at: https://www.globenewswire.com/NewsRoom/AttachmentNg/1991f8a9-0e4e-4575-91f9-33ac621c91cc