Inc., a global media company, including as Executive Director, International Fashion at Vogue, a fashion and lifestyle publication, from Mr. Calvert is a founding partner of Donerail and serves as a Senior Analyst. The principal business address of the SCW of business) in open market purchases, except as otherwise noted in Schedule B, which is incorporated herein by reference. As the parent of HFA and managing member of Donerail Group GP, HMC may be deemed to beneficially own the 860,816 shares of Common Stock directly beneficially owned by Donerail Master Fund. Please contribute data. William Wyatt, Donerail Founder and Chief Investment Officer said: "We are thrilled to have Craig join our team. days. Donerail Group, an investment firm led by former activist hedge fund Starboard Value executive Will Wyatt, is in talks to acquire Tronc, the publisher of Chicago Tribune, people familiar with the m He married Rachel, daughter of Alexander Smith, of Middlesex county. Donerail Group is part of the Internet Service Providers, Website Hosting & Internet-related Services industry, and located in New York, United States. Accordingly, the Reporting Persons are hereby By using this site, you are agreeing to security monitoring and auditing. TRANSACTIONS IN SECURITIES OF THE ISSUER The We also use them to share usage information with our partners. Over the past year, Donerail has conducted extensive due diligence and become one of the largest shareholders of Turtle Beach. in connection with its review of this Agreement and any Communication (as defined below). William Z. Wyatt The position, Donerails first major investment, comes at a time of leadership changes at Phoenix, Arizona-based Mobile Mini, which announced in May that CEO Erik Olsson will become chairman in October. filing a joint Schedule 13D. The Donerail Group, LP, a Delaware limited partnership (Donerail), together with the other participants named herein, intends to nominate director candidates and file a preliminary proxy statement and accompanying WHITE proxy card with the Securities and Exchange Commission (SEC) to be used to solicit votes in connection with the 2022 annual meeting of stockholders of Turtle Beach Corporation, a Nevada corporation (the Company). En cliquant sur Accepter tout, vous acceptez que Yahoo et nos partenaires traitent vos informations personnelles et utilisent des technologies telles que les cookies pour afficher des publicits et des contenus personnaliss, et des fins de mesure des publicits et des contenus, dtude des audiences et de dveloppement de produit. Donerail and Trinity are incorporated under the laws of reference, and, accordingly, the Donerail Fund no longer has any exposure to such put options. Ms. Chavarria advances and coordinates business development initiatives for Donerail. Birmingham, Alabama 35203 Basketball Association, a professional sports league; Senior Brand Manager for RJR Nabisco, Inc. (n/k/a Nabisco), a former conglomerate which shall survive any termination of this Agreement) shall terminate immediately after the conclusion of the activities set forth in Donerail Donerail Fund has sold short American-style exchange listed put options referencing an aggregate of 600,000 Shares, which have an exercise Lives in Bellingham, Washington. INFORMATION TO BE INCLUDED of the Issuer without Donerails prior written consent, (e) that Donerail shall direct and approve all of the Groups SEC The participants in the proxy solicitation are anticipated to be Donerail, Donerail Master Fund LP, a Cayman Islands exempted limited partnership (the Donerail Fund) the Harbert Donerail Fund GP LLC, a Delaware limited liability company (Donerail Master GP), the Donerail Group LP, a Delaware limited partnership (Donerail Group), the Donerail Group GP LLC, a Delaware limited liability company (Donerail Group GP), Harbert Fund Advisors, Inc., an Alabama corporation (HFA), Harbert Management Corporation, an Alabama corporation (HMC), William Wyatt, SCW Capital, LP, a Texas limited partnership (SCW Capital), SCW Capital QP, LP, a Texas limited partnership (SCW QP), SCW Capital Management, LP, a Texas limited partnership (SCW Management), Trinity Investment Group, LLC, a Delaware limited liability company (Trinity), Robert Cathey, Terry Jimenez, Kimberly Kreuzberger, Katherine L. Scherping, Brian Stech and Michelle D. Wilson. or any proposed agreement or negotiating position with respect to the Company. of the undersigned hereto further agrees that any communication with the Company in connection with or related to the Groups activities DONERAIL STRONGLY ADVISES ALL SHAREHOLDERS OF THE COMPANY TO READ THE PROXY STATEMENT AND OTHER PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. February 2018 to February 2020 and as Executive Vice President and Chief Financial Officer of Tribune from April 2016 to January 2020. Reuters reports that an investment firm led by William Wyatt has built a stake in the portable-storage-solutions company and is pushing it to explore strategic alternatives, including a sale. Mr. Wyatt is a former portfolio manager and partner. As the Managing Partner of Donerail Group, which serves as the investment manager of Donerail Master Fund, Mr. Wyatt may be deemed to beneficially own the 860,816 shares of Common Stock owned directly by Donerail Master Fund. long as this Agreement is in effect, each of the undersigned shall provide written notice to Olshan Frome Wolosky LLP (Olshan), His unique combination of business acumen and market intelligence is well-known in . of the Reporting Persons may be deemed to be a member of a group with the other Reporting Persons for the purposes of Section WILLIAM WYATT THE DONERAIL GROUP LP 240 26th Street Suite 3 Santa Monica, CA 90402 ANDREW M. FREEDMAN ESQ. Longacre Square Partners 11. It was not clear how Mobile Mini plans to respond. a Delaware limited partnership, the Donerail Group GP LLC, a Delaware limited liability company, Harbert Fund Advisors, Inc., an Alabama Donerail and SCW hereby agree to work in good faith to William Wyatt is the Founder & Chief Investment Officer at The Donerail Group. Prior to Cablevisions acquisition of Newsday, LLC Officer from March 2018 to October 2019 and Head of Brand Partnerships from February 2015 to March 2018. Trinity, as the general partner of the SCW Funds and SCW Management, may be deemed the beneficial owner resolve any disagreement that may arise between or among them concerning decisions to be made, actions to be taken or statements to be of the Nominees other than Mr. Wyatt has granted Mr. Wyatt a power of attorney (the POAs) to execute certain SEC filings Santa Monica, CA 90402 . Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject Unfortunately, we have grown deeply concerned with the Boards willful ignorance of its fiduciary obligations and are rightfully skeptical of managements ability to change the Companys downward trajectory. See here for a complete list of exchanges and delays. The firm employs a value-oriented, activist investment lens focusing on special situations and event driven investments. For best practices on efficiently downloading information from SEC.gov, including the latest EDGAR filings, visit sec.gov/developer. Wyatt's media investments includes television operator Tribune Media Co. (NYSE: TRCO), which in August withdrew from a merger deal with Sinclair Broadcast Group (Nasdaq: SBGI) and filed a . The aggregate purchase price of the call options, 10. William Wyatt, Donerail Founder and Chief Investment Officer said: "We are thrilled to have Craig join our team. The Donerail Group is an alternative investment firm focused on special situations and highly structured equity investments. All rights reserved. B and are incorporated herein by reference. Illinois Universitys Executive MBA Program. Turtle Beach Corporation LP, a Texas limited partnership, SCW Capital QP, LP, a Texas limited partnership, SCW Capital Management, LP, a Texas limited partnership, protection, carry and power solutions operating an innovative and diverse portfolio of owned and licensed brands at the intersection of July 2009 to October 2009, as Executive Director, Luxury and Fashion at Lucky Magazine, a fashion and lifestyle magazine, from November Before that, they were with Empyrean Capital Partners as an equity event-driven investor from February 2014 to March 2015. 6 is hereby amended to add the following: On Wyatt is the Managing Partner of Donerail and the Senior Managing Director of the general partner of the Donerail Fund. adviser, Donerail operates subject to the supervision and control of its filing adviser HFA, an investment adviser These call options expired worthless pursuant to their terms and, accordingly, the Donerail Previously, Ms. Scherping served as a member of the board of directors Note: We do not offer technical support for developing or debugging scripted downloading processes. Mr. Stech received his B.S. shall have the right to pre-approve all expenses incurred in connection with the Groups activities and agrees to pay directly all Katherine price of $28.00 and expired on March 18, 2022. People named William Wyatt. the Solicitation, subject to certain limited exceptions. HMC is the parent of HFA and the managing member of the general 1325 Avenue of the Americas. Prior to Donerail, Mr. Donerail Group, a newly formed investment firm headed by former Starboard Value LP executive Will Wyatt, is in advanced negotiations to buy Chicago-based newspaper company Tronc, sources. Popular Searches Donerail Group Donerail LLC The Donerail Group donerail.com www.donerail.com Revenue $4 M Employees 20 Founded 2013 Primary Industries In the event of any dispute arising Agreement is governed by and will be construed in accordance with the laws of the State of New York. the State of Delaware. the undersigned (collectively, the Group) agrees to the joint filing on behalf of each of them of statements on Schedule This listing includes patent applications that are pending as well as patents that have already been granted by the United States Patent and Trademark Office (USPTO). as he/she/it deems appropriate, in his/her/its sole discretion, provided that all such sales are made in compliance with this Agreement of the undersigned agrees that any filing with the SEC, press release, or communication (each, a Communication) proposed This statement relates to Shares held for the account of a certain private investment fund for which Donerail The transactions in the securities of the Issuer by SCW QP during the past 60 days are set forth in Schedule Mr. Wyatt Unlock exclusive data on future plans, company financials, fundraising history, track records, and more. To allow for equitable access to all users, SEC reserves the right to limit requests originating from undeclared automated tools. Donerail's Managing Partner, William Wyatt, will serve as an observer to the Committee. from the University She is a qualified financial expert. Fund were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course The principal 49, most recently served as Chief Executive Officer and director at Tribune Publishing Company (formerly NASDAQ: TPCO) (Tribune), We give you the access and tools to invest like a Wall Street money manager at a Main Street price. We believe he has the right background to help management establish a new strategic plan that pursues greater operational efficiency, more aligned executive compensation and a properly optimized balance sheet, Ms. Wilson possesses business and financial planning expertise and extensive executive-level experience in marketing, strategy and operations across a variety of consumer brands and sectors, Mrs. Scherping has demonstrated a successful track record of exhibiting best-in-class corporate governance policies, leading companies through transformative growth initiatives, and shepherding companies through M&A, Mr. Stech is a former executive of a major competitor of Turtle Beach, SteelSeries, and brings much needed operational expertise in the gaming peripherals space to Donerails slate. Mobile Mini shares rose 5.3% to $34.90 on the news, giving the company a market capitalization of close to $1.6 billion. The The price of $12.00 and expire on April 14, 2022, as set forth on Schedule B, which is incorporated herein by reference. These put options were sold as set forth on Schedule B, which is incorporated herein by criminal proceeding (excluding traffic violations or similar misdemeanors). If a global media and entertainment company, including as Co-President and member of the Board of Directors from February 2018 to January through February 2012. beneficial ownership over the securities of the Company if it reasonably believes that, as a result of such action, the Group or any member Last year, WillScot Corp, another U.S. warehousing and storage services company, acquired Modular Space Holdings Inc, a provider of office trailers, portable storage units and modular buildings, for $1.2 billion. and Exchange Commission on March 2, 2022. The following constitutes Amendment Contact: IR@donerail.com, 2023 Copyright Harbert Management Corporation, Important Disclosure Information|Privacy Statement|Business Continuity Plan|Form CRS, 2100 Third Avenue North, Suite 600 Previously, Ms. Kreuzberger served at goop Inc., a wellness and lifestyle company, where she was Chief Revenue to nominate director candidates at the Issuers 2022 Annual Meeting of Shareholders (the 2022 Annual Meeting), the In addition to SCW, we have been humbled by the number of shareholders that have proactively reached out to praise our efforts to turn around Turtle Beach, and we encourage any Turtle Beach shareholder to contact us with thoughts and views on value creation. Prior to that, Ms. Kreuzberger served in various roles at Conde Nast, a global mass media company and a subsidiary of Advance Publications Kimberly that each party agrees not to purchase or sell securities of the Company or otherwise increase or decrease its economic exposure to or Get Preqin Pro for unrestricted access to 600,000+ detailed profiles on fund managers, investors, funds, companies, and other alternative asset players. SCW Funds); SCW Capital Management, LP, a Texas Limited Partnership (SCW Management); Trinity Investment Group, LLC, a Delaware Limited Liability Company (Trinity); and. The filing of this Amendment No. that sold tobacco and food products, and Senior Product Development for Johnson & Johnson (NYSE: JNJ), which is engaged in the research Item 3 is hereby amended and restated to read Discovery's strategy is to identify "hidden gems" or deeply undervalued companies and assets among the vast number of smaller capitalization companies in North America. OLSHAN FROME WOLOSKY LLP 1325 Avenue of the Americas New York, New York 10019 (212) 451-2250 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 20, 2021 In November 2021, the U.S. Securities and Exchange Commission voted to adopt Universal Cards for contested elections, claiming that Universal Cards provided an important aspect of shareholder democracy. While the rule technically does not mandate companies to adhere to the adoption of Universal Cards until after August 31, 2022, we see no reason why Turtle Beach would not abide by the spirit of the newly-adopted regulatory requirements for the sake of this Annual Meeting. Our lack of faith has only increased after interactions with other shareholders, who also seem to have lost all confidence in the Companys leadership. Mr. The Board and management team remain simultaneously focused on executing against the Company's strategic plan to drive value for all stockholders. by the Group (the Solicitation), (c) to provide notice to the Groups legal counsel of all trading in the securities No Reporting Person, any person listed on Schedule A, or the Donerail Fund has, during the last five years, been party to a civil His unique combination of business acumen and market intelligence is well-known in the investment community, and his reputation and character fit ideally within the culture that we are building at the firm. Environmental, Social and Governance (ESG), HVAC (Heating, Ventilation and Air-Conditioning), Machine Tools, Metalworking and Metallurgy, Aboriginal, First Nations & Native American. Please declare your traffic by updating your user agent to include company specific information. for the accuracy and completeness of his/her/its own disclosure therein, and is not responsible for the accuracy and completeness of the If a user or application submits more than 10 requests per second, further requests from the IP address(es) may be limited for a brief period. No. described in Item 6, which is attached hereto as Exhibit 99.1 and incorporated herein by reference, in connection with Donerails price of $26.00 and expire on April 14, 2022, as set forth on Schedule B, which is incorporated herein by reference. meeting of shareholders of the Company (including any other meeting of shareholders held in lieu thereof, and any adjournments, postponements, the beneficial owner of the 860,816 Shares beneficially owned by Donerail, including 275,000 Shares underlying call options currently As of the date hereof, SCW Capital directly beneficially owns 344,029 shares of Common Stock. 2003 to 2005, he served as Controller for the Chicago Tribune Group, a subsidiary of Tribune. design, functionality, sustainability, and lifestyle, since August 2021. 9). For security purposes, and to ensure that the public service remains available to users, this government computer system employs programs to monitor network traffic to identify unauthorized attempts to upload or change information or to otherwise cause damage, including attempts to deny service to users. price of $12.00 and expired on March 18, 2022. (b) Each core investment made by the Fund is intended to generate a co-investment opportunity, providing scale, additional control, catalyzing value creation, and offering private equity, structured credit, or preferred equity origination opportunities. this Agreement to be executed as of the day and year first above written. forth herein, none of the persons listed on Schedule A beneficially owns any securities of the Issuer or is a party to any contract, agreement As a stallion Donerail was briefly advertised at Glen-Helen Farm in Kentucky at a US$50 fee but does not appear to have ever sired any registered Thoroughbred foals. 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