Board and Committee Changes

28 May 2024

ENGAGE XR Holdings Plc

("ENGAGE XR" or the "Group")

Board and Committee Changes

Appointment of Chairman and new HTC representative

ENGAGE XR Holdings Plc, a leading spatial computing and metaverse technology company, is pleased to announce the appointment of Karthik Manimozhi as the Group's new non-Executive Chairman effective from 1 July 2024.

Karthik Manimozhi is a distinguished global executive renowned for orchestrating three billion-dollar exits, securing over $250M in capital, and scaling multi-billion-dollar SAAS software revenues. A proven rainmaker, he has demonstrated exceptional skill in scaling tech ventures, driving innovation, and fostering collaboration. He currently serves as Chief Growth Officer for Mindbridge.ai, a top AI platform delivering Financial Risk Intelligence for Enterprises. Backed by PSG (leading PE Firm), Forbes recognized Mindbridge.ai as a Top 50 AI platform.

Previously, Manimozhi was Executive Vice President of Global Sales at Kyriba, a leading Fintech company specializing in Liquidity Management for Enterprises. Under his leadership, global revenues tripled, quintupling the company's valuation within four years to $1.2B.

With over 20 years of international management experience, Manimozhi has held key roles at SAP, managing vital businesses across Europe, the Americas, and the Middle East. He also served as Chief of Ecosystem and Executive Director of SAP Americas, contributing to deploying a diverse ecosystem that built a billion-dollar channel business.

Manimozhi's executive experience extends to roles as President and COO at 1-Page and Chief of Worldwide Partner Sales at a DELL EMC division. He was previously CEO and Board Director at LETUS (the trading name of Payslate Inc.), a Canadian Financial Services Marketplace for Renters.

Manimozhi's innovative vision, strategic insight, and unwavering commitment to excellence continue to shape the technology industry's future. Based in California (USA), Manimozhi holds an MBA from Purdue, a master's in international management from ESCP EAP Paris, and an Engineering degree from India.

Further to the above, and as permitted by the shareholder agreement, Marc Metis will join the Board as the representative of HTC which owns 11.96% of the total issued share capital of ENGAGE XR. Marc replaces Praveen Gupta who served as non-Executive director from 6 July 2020 to 8 December 2023, until he retired from HTC.

Marc Metis is an experienced leader driving innovation in XR, software, mobile, and consumer electronics, working in senior general management, product, marketing, and investment roles.  He is Vice President at HTC where he has held a variety of planning, operating, and investment roles, reporting to the Chairwoman and CEO.  He previously held senior management roles in the games and consumer electronics businesses, including CEO of venture funded Digital Chocolate, VP of Global Brand Management at Activision, and VP, Corporate Marketing at SanDisk.  He began his career in strategy at management consulting firm McKinsey & Company.  Marc graduated from Dartmouth College and earned an MBA from Harvard Business School.

As Chair, Karthik replaces Richard Cooper, who is stepping down from the role after six years, having led the Board since the Group's IPO. Richard will remain on the board as Senior Independent Director and Chair of the Audit Committee. 

Alongside his role as Chair of the ENGAGE XR Board, Karthik will also sit as Chair of the Company's newly formed Nominations Committee, alongside Richard Cooper and Marc Metis.

Furthermore, Kenny Jacobs, Non-executive director, who joined the Board in 2022, will replace Richard Cooper as Chair of the Remuneration Committee. Mr Cooper will however remain on the Remuneration Committee.

Following the appointment of both Karthik and Marc, the ENGAGE XR board comprises seven directors, of which Karthik Manimozhi, Richard Cooper and Kenny Jacobs are considered to be independent.

Karthik Manimozhi, said: "I am deeply honored to join as Chairman and collaborate with the talented team at ENGAGE XR. I extend my sincere gratitude to Richard for his pivotal contributions throughout the IPO, capitalization, and expansion phases. Congratulations to the Executive team for their strong Q1 results under David's visionary leadership. I am enthusiastic about our technology's potential to transform industries by reimagining customer experiences for enterprises and bullish about the impact of our well-established transformative ecosystem partnerships."

Richard Cooper, outgoing Chairman, said: "Some time ago, I identified the need to add external commercial and technical skills to the Board as we look to build our US presence.  Therefore, we are delighted to appoint Karthik as Chair who will bring his energy, contacts, entrepreneurial spirit, and experience of building US tech businesses to the Group. To ensure there is continuity, I am pleased to remain on the Board, and excited to work with Kartik. I am also pleased to welcome Marc to the board and look forward to working with him"

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INFORMATION REQUIRED UNDER RULE 17 AND SCHEDULE 2, PARAGRAPH (G) OF THE AIM RULES FOR COMPANIES ("AIM RULES")

On 5 December 2022, Payslate Inc. filed a Notice of Intention (NOI) to make a proposal pursuant to the Bankruptcy and Insolvency Act (Canada) due to finanical difficulties, a process that was overseen by Grant Thornton as Trustee and officer of the court. On 10 May 2023 the court approved the acquisition of Payslate Inc. through a credit bid, and subsequently a reverse vesting order process by one of its secured creditors, Ayrshire Real Estate Management Inc.. This followed an unsuccessful Sale and Investment Solicitation Process (SISP) through the court. The total loss to secured creditors was CAD$3.4m and the total loss to unsecured creditors was CAD$1.6m.There was nominal return to current shareholders. All court application documentation and Trustee reports of the NOI proceedings can be found on the Grant Thornton Limited website at Creditor updates | Grant Thornton LLP. https://www.grantthornton.ca/service/advisory/creditor-updates/#PaySlate-Inc.  Mr Manimozhi was a director of Payslate Inc. between November 2019 and June 2022.

In addition, Mr Manimozhi is to be granted such share options in respect of 2,625,000 ordinary shares of €0.001 each in the capital of the Company

There is no further information to be disclosed in relation to Mr Manimozhi pursuant to Rule 17 and Schedule 2, paragraph (g) of the AIM Rules.

INFORMATION REQUIRED UNDER RULE 17 AND SCHEDULE 2, PARAGRAPH (G) OF THE AIM RULES FOR COMPANIES ("AIM RULES")

There is no further information to be disclosed in relation to Mr Metis pursuant to Rule 17 and Schedule 2, paragraph (g) of the AIM Rules.

For further information, please contact:

About ENGAGE XR

ENGAGE XR Holdings plc (AIM: EXR) is an extended reality (XR) technology company focused on becoming a leading global provider of virtual communications solutions through its new fully featured corporate metaverse, ENGAGE Link. A demonstration of ENGAGE Link is https://youtu.be/2OHtimtFY3M?si=Ng0-mwgUpTgU4wtl

The Company also has a proprietary software platform, ENGAGE. ENGAGE provides users with a platform for creating, sharing, and delivering VR content for education, training, and online events through its three solutions: Virtual Campus, Virtual Office, and Virtual Events.

For further information, please visit: www.engagexrholdings.com (LinkedIn: @Engage XR Holdings plc Twitter: @engage_xr)

Forward-Looking Statements

Certain statements made in this announcement are forward-looking statements. These forward-looking statements are not historical facts but rather are based on the Group's current expectations, estimates, and projections about its industry; its beliefs; and assumptions. Words such as 'anticipates,' 'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Group's control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements.

The Group cautions security holders and prospective security holders not to place undue reliance on these forward-looking statements, which reflect the view of the Group only as of the date of this announcement. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Group will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances, or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority.