Mr. Paul Kania reports

SOL GLOBAL CHANGES AUDITOR AND PROVIDES CORPORATE UPDATE

SOL Global Investments Corp. has changed its auditor from Kreston GTA LLP (the former auditor) to Zeifmans LLP (the successor auditor), effective Dec. 7, 2023.

The board of directors of the company accepted the resignation of the former auditor and appointed the successor auditor as the new auditor of the company as of the effective date.

There were no reservations or modified opinions in the former auditor's reports on the company's financial statements for the period commencing at the beginning of the former auditor's appointment as auditor and ending on the date of resignation of the former auditor. There are no reportable events including disagreements, consultations or unresolved issues as defined in National Instrument 51-102 -- Continuous Disclosure Obligations (Part 4.11) between the company and the former auditor.

In accordance with NI 51-102, the notice of change of auditor, together with the required letters from the former auditor and the successor auditor, have been reviewed by the board and filed on SEDAR+.

John Zorbas nominated to board of directors

The company is also pleased to announce that Mr. Zorbas will be nominated to the board by the company's management. Mr. Zorbas's nomination will be considered by shareholders of the company at the company's next annual meeting of shareholders. Mr. Zorbas is an entrepreneur with a proven record in the metals exploration and development industry and the investment banking sector. He has held senior advisory positions in various facets of business including operations, marketing, sales, strategic planning and structured finance. Mr. Zorbas is currently the president and chief executive officer of Captor Capital Corp. He also serves as senior officer and director of several public and private companies. Mr. Zorbas holds an honours bachelor's in economics from the University of Toronto.

"I welcome John's nomination to the board. He brings experience that will contribute to the board and benefit SOL Global on its path forward," said Paul Kania, chief financial officer and interim CEO.

Grant of DSUs

The company also announces the grant of an aggregate of 250,000 deferred share units (DSUs) of the company to Mr. Zorbas, in connection with his recent nomination to the board. The DSUs have been granted pursuant to the terms and subject to the conditions of the company's DSU plan, as amended. The DSUs may be settled in cash or common shares in the capital of the company, at the sole discretion of the board. Any common shares issued in settlement of vested DSUs will be subject to a stock exchange hold period that will expire four months and a day from the issue date of the DSUs.

Damon Motors update

On Dec. 14, 2023, Inpixon announced Dec. 27, 2023, as the record date for holders of its shares that will be entitled to the distribution of Graffiti Holdings Inc. ahead of its previously announced merger with Damon Motors Inc. This action was pivotal for Damon's subsequent postmerger listing on the Nasdaq Capital Market. CEO of Inpixon, Nadir Ali, has emphasized the substantial value for shareholders and underscored the merger's importance, highlighting Damon's strides in motorcycle safety and technology. The Damon HyperSport is expected to be one of the safest, smartest and most powerful motorcycles available in the market. With over $85-million (U.S.) in preorders and cutting-edge technology, Damon is poised to successfully take on the multibillion-dollar motorcycle market. Upon the completion of the business combination, the combined entity will be listed on Nasdaq, subject to the approval of an initial listing application.

SOL Global indirectly holds an equity interest of 8.5 per cent in Damon, though its portfolio company, House of Lithium Ltd. (HOL). The company announced in its press release dated Oct. 24, 2023, that Damon and Inpixion signed a definitive business combination agreement to complete a reverse merger with a proposed spinoff entity of Inpixon, Grafiti. Upon the completion of the Damon Business combination, the combined company is expected to be listed on the Nasdaq, subject to the approval of an initial listing application, and will be focused on the development of Damon's famed HyperFighter and HyperSport motorcycles.

The company invested $6-million in Damon in February, 2021, and made a further investment in Damon in December, 2021, of $14.25-million (U.S.) prior to SOL Global contributing its shares in Damon to HOL in November, 2021. The company, via House of Lithium, expects to realize a material return on investment for shareholders, further supporting its thesis for the Greentech space. SOL Global currently holds 63.06 per cent of the equity in House of Lithium on an undiluted basis.

Intercreditor agreement

The company further announces that it has entered into an intercreditor agreement dated as of Jan. 2, 2024, between the company, as debtor, Braebeacon Holdings Inc. (the first lien lender), and certain management and other third party creditors of the company (collectively, the junior lien lenders), governing the parties' rights, obligations and security as between the junior lien lenders and the first lien lender and as between the junior lien lenders among themselves. In accordance with the intercreditor agreement, among other things, the junior lien lenders have agreed that their rights and security shall rank subordinate to those of the first lien lender.

In addition, the company also announces that it has been advanced an additional $400,000 from the first lien lender in connection with which it has entered into an amended accommodation agreement to the loan agreement between the first lien lender and the company dated Aug. 6, 2023, as amended from time to time. The loan agreement provides for certain requirements of the company to continue repayment of the total loan thereunder, additional reporting obligations and confirmation of certain security interests provided to the first lien lender. The advance was used to reduce accounts payables and current liabilities of the company.

About SOL Global Investments Corp.

SOL Global is a diversified international investment and private equity holding company engaged in the small- and mid-cap sectors. The company's investment partnerships range from minority positions to large strategic holdings with active advisory mandates. The company's primary business segments include retail (quick-service restaurants and hospitality), technology (with a focus on clean-tech and electric vehicles), e-sports and gaming, new-age wellness, and commercial real estate.

We seek Safe Harbor.