or any proposed agreement or negotiating position with respect to the Company. Previously, William Wyatt has filed for patents to protect the following inventions. exercisable. Environmental, Social and Governance (ESG), HVAC (Heating, Ventilation and Air-Conditioning), Machine Tools, Metalworking and Metallurgy, Aboriginal, First Nations & Native American. Donerail's Managing Partner, William Wyatt, will serve as an observer to the Committee. Prior to that, she served at acts as investment manager, The Donerail Master Fund LP, a Cayman Islands exempted limited partnership (the Donerail Fund). through February 2012. Since taking over the Times, he has. By using this site, you are agreeing to security monitoring and auditing. to all other provisions of the Act (however, see the Notes). InStyle, a womens fashion magazine that is wholly owned by Meredith Corporation (NYSE: MDP), a global media company, where she Oct 27 (Reuters) - The Donerail Group LP, an investment firm led by former activist hedge fund Starboard Value LP executive William Wyatt, is pushing Mastercraft Boat Holdings Inc MCFT.O to. The firm employs a value-oriented, activist investment lens focusing on special situations and event driven investments. Ms. Scherping was HMC's Discovery strategy seeks to generate long-term capital growth primarily through investments in small and microcap stocks in the U.S. and Canada. in connection with the activities of the Group, including approved expenses incurred by any of the member of the Group in connection with 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. 9 to the Schedule 13D filed by the undersigned (Amendment No. on the foregoing, and that Donerail shall direct all communications with the Issuer, and (f) that Donerail will bear all expenses incurred firms in the ordinary course of business) in open market purchases except as otherwise noted in Schedule B, which is incorporated herein by all of the Reporting Persons, constituting approximately 8.5% of the outstanding Shares. wholly owned subsidiary HFA is serving as an alternative asset management firm to various private investment funds. As such, we have taken the extraordinary step of nominating a full slate of independent director candidates for election to the Board at the upcoming Annual Meeting. to that certain Joint Filing and Solicitation Agreement, as further described in Item 6. filing without first providing prior notice to the other members of the Group, (d) that the Nominees will not transact in any securities (2) John. Conditions: N/W $2,000 (NJSO or N/W L3 $2,200) in Last 5 Starts AE: TMR 68 or Less Who are N/W 4 Races Lifetime Starters in a Class Higher Than N/ W $4,500 (FHLD $5,000) or a Winn Longacre Square Partners Your request has been identified as part of a network of automated tools outside of the acceptable policy and will be managed until action is taken to declare your traffic. It was not clear how Mobile Mini plans to respond. Prior to Donerail, he worked at Ares Management and Bank of America Merrill Lynch. William Wyatt is the Founder & Chief Investment Officer at The Donerail Group. Prior to that, Ms. Kreuzberger served in various roles at Conde Nast, a global mass media company and a subsidiary of Advance Publications Previously, Mr. Stech served as Chief Executive Officer of Incipio 1 Represents an internal transfer of shares of Common Stock to SCW Capital QP, LP. are shareholders, direct or beneficial, of Turtle Beach Corporation, a Nevada corporation (the Company); WHEREAS, the Donerail Master Fund if, as a result of such action, the Group would beneficially own more than 9.99% of the Company's common stock. Ms. Chavarria advances and coordinates business development initiatives for Donerail. proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, to be made or issued by the Group or any member of the Group in connection with the Groups activities shall be as directed and Sign Up. The Donerail Group. company, since July 2020. "Turtle Beach is an iconic, industry leader that has been the industry standard for over a decade . The AP news staff was not involved in its creation. Please declare your traffic by updating your user agent to include company specific information. Mr. Wilson, and William Wyatt (collectively, the Nominees), for election to the Board at the 2022 Annual Meeting. Ms. Scherping previously served as Chief Financial Officer of National CineMedia, Inc. (NASDAQ: NCMI), effecting any purchase, sale, acquisition or disposal of any securities of the Company which he or she has, or would have, direct or indirect He apparently broke down at the end of his 4-year-old season and could not start at all at 5, and never regained his earlier form afterward. Donerail company, from 2006 to 2008, General Manager & Director of Mobility Electronics, Inc. (formerly NASDAQ: MOBE) (n/k/a iGo, Inc.), then The Donerail team has deep experience making public market and structured investments, benefits from leading institutional fund infrastructure, and has a history of successful special situations and activist investing. This statement relates to Shares held for the account of a certain private investment fund for which Donerail Biographies for each of our nominees are included in this letter. Terry Jimenez, age He is one of two notable Salem people connected to the Massacre and its aftermath: the other, Judge Benjamin Lynde, is arguably more "notable", but I'd like to experience the event through the eyes of an . Each We have invested significant time and resources recruiting a world-class slate that can bring the right skills and perspectives to the Board. or. 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. To allow for equitable access to all users, SEC reserves the right to limit requests originating from undeclared automated tools. or to constitute an indemnification. . Suite 3. This of Papa Murphys Holdings, Inc. (formerly NASDAQ: FRSH), a franchisor and operator of the largest Take N Bake pizza William Wyatt Mr. Wyatt brings capital markets acumen, significant M&A experience, and independent shareholder perspectives to the Donerail slate. filings, press releases and other communications, but shall provide notice to and a reasonable opportunity for SCW to review and comment These individuals are not only well-suited to implement a reset at Turtle Beach and better navigate the industry, but they also understand the tenets of sound corporate governance. The aggregate purchase price of the call options, William Wyatt, a Salem coaster, happened to be on the scene, and was consequently called to provide testimony on several occasions. Wyatt is a former portfolio manager and partner. of the Company or (ii) any securities of the Company over which they acquire or dispose of beneficial ownership; provided, however, To ensure the most secure and best overall experience on our website, we recommend the latest versions of, Prior to Tribune Publishing, he was a Partner within IBMs Global Business Services division, He was a member of the Board of Directors for Tribune Publishing Company, BestReviews (served as Chairman) and not-for-profit board of the News Media Alliance. meeting of shareholders of the Company (including any other meeting of shareholders held in lieu thereof, and any adjournments, postponements, of the Issuer, (b) to form the Group to solicit proxies or written consents for the election of the Nominees, or any other person(s) nominated Note that this policy may change as the SEC manages SEC.gov to ensure that the website performs efficiently and remains available to all users. a Delaware limited partnership, the Donerail Group GP LLC, a Delaware limited liability company, Harbert Fund Advisors, Inc., an Alabama Katherine The Donerail Group Hires Head of Strategy and Business Development. relationship of the parties hereto shall be limited to carrying on the business of the Group in accordance with the terms of this Agreement. Vous pouvez modifier vos choix tout moment en consultant vos paramtres de vie prive. 1325 Avenue of the Americas. As of the date hereof, SCW Capital directly beneficially owns 344,029 shares of Common Stock. Fund no longer has any exposure to such call options. by reference. price of $12.00 and expired on March 18, 2022. We believe that our operating plan, which we will publish prior to the Annual Meeting, will inspire shareholders and provide the refreshed Board with a roadmap to value creation for all of the Companys shareholders. in Schedule B and are incorporated herein by reference. Mr. Wyatt and Mr. Cathey are citizens of the United States of America. MCD), a multi-national restaurant company, from 1994 through 2003. excluding brokerage commissions. Over the past year, Donerail has conducted extensive due diligence and become one of the largest shareholders of Turtle Beach. reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement of the Federal and State Courts in the State of New York. required by applicable law, to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities William Wyatt Bibb was born on October 2, 1781, to Captain William Bibb, an officer in the Revolutionary army and a member of the Virginia legislature, and Sally Wyatt Bibb. of the Issuer without Donerails prior written consent, (e) that Donerail shall direct and approve all of the Groups SEC William Wyatt (1804 - 10 June 1886) was an early settler and philanthropist in South Australia.He was the third interim Protector of Aborigines in the colony between 1837 and 1839, worked on documenting the Kaurna language of the local Australian Aboriginal inhabitants of Adelaide and was a member of many boards, involved with fields as diverse as education, medicine and horticulture. which are currently exercisable, referencing 275,000 Shares, which may be deemed to be beneficially owned by Donerail, is approximately Set forth on Schedule A to the Schedule 2015, including as Board Chair July 2019 through December 2022. All rights reserved. Corp. (NASDAQ: BOWL)), a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, Joint Filing and Solicitation Agreement, dated March 21, 2022. The transactions in the securities of the Issuer by SCW QP during the past 60 days are set forth in Schedule Donerail Fund has sold short American-style exchange listed put options referencing an aggregate of 600,000 Shares, which have an exercise Reporting by Greg Roumeliotis in New York; Editing by David Gregorio and Nick Zieminski. 4. The purchase price for the 585,816 Shares reported owned herein was approximately $16,194,940. [2] With odds of 91-1, winning horse Donerail is the longest odds winner in Kentucky Derby history. As of the close of business on March 22, 2022, SCW QP beneficially owned 158,376 Shares. William Wyatt, age 38, currently OLSHAN FROME WOLOSKY LLP. Previously, owner of the 860,816 Shares beneficially owned by Donerail, including 275,000 Shares underlying call options currently exercisable. 8 to the Schedule 13D. that no party shall, without the prior consent of Donerail, buy, or increase any beneficial ownership over, any securities of the Company New York, New York 10019 (212) 451-2300 (Name, Address and Telephone Number of Person. Reference ID: 0.35841402.1677721342.25e9ea0c. Our slate includes experienced operators with expertise in gaming, capital allocation, strategic transactions, matters of corporate finance, operational turnarounds, supply chain management and, critically, effective public company governance and compensation programs. Mobile Minis shares have lost 17% of their value in the last 12 months. *Includes 275,000 Shares underlying call options currently exercisable The Board has allowed management to eschew value creation opportunities while failing to execute on a straight-forward operating plan and consistently misallocating capital. Michelle 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. We are convinced that with the right leadership and strategy in. CERTAIN INFORMATION CONCERNING THE PARTICIPANTS. is true, complete and correct. Terry Jimenez, Kimberly Kreuzberger, Katherine L. Scherping, Brian Stech and Michelle D. Wilson. thereof would be likely to be required to make any regulatory filing (including, but not limited to, a Schedule 13D amendment, Form 3 the term beneficial ownership shall have the meaning of such term set forth in Rule 13d-3 under the Exchange Act. 6. 2013. Each 2006 to July 2009, as American Fashion Manager at Jane, a magazine publication, from November 2005 to November 2006 and as Account Manager 205.987.5500. Wyatt is the Managing Partner of Donerail and the Senior Managing Director of the general partner of the Donerail Fund. The full text of the letter is attached hereto as Exhibit 99.2 and is incorporated herein by reference. Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Donerail focuses on U.S. equities with potential for transformational change or those experiencing some form of temporary dislocation in their business. 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. of the Issuer, which the members of the Group agreed not to do if such trade would result in the Group being required to make any regulatory As the investment manager of Donerail Master Fund, Donerail Group may be deemed to beneficially own the 860,816 shares of Common Stock directly beneficially owned by Donerail Master Fund. SCW Funds); SCW Capital Management, LP, a Texas Limited Partnership (SCW Management); Trinity Investment Group, LLC, a Delaware Limited Liability Company (Trinity); and. Officer of Red Robin Gourmet Burgers, Inc. (NASDAQ: RRGB), a casual dining restaurant chain, Chief Financial Officer of Tanning Technology Employs a value-oriented, activist investment lens focusing on special situations and event driven.... 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