Good morning and welcome to the annual general and special meeting of shareholders of NorthStar Gaming Holdings Incorporated. Please note that today's meeting is being recorded. Following the formal portion of the meeting, there will be a question and answer session with management. At any time during the meeting, shareholders can submit questions or comments by clicking on the messaging tab. I would now like to turn the meeting over to the Chair and Chief Executive Officer of NorthStar, Michael Moskowitz. Mr. Moskowitz, the floor is yours.
Thank you, Kirk. Good morning. My name is Michael Moskowitz, Chair, Executive Director, and Chief Executive Officer of NorthStar. Ladies and gentlemen, welcome to the 2025 annual general and special meeting of shareholders of NorthStar Gaming Holdings Inc. Before proceeding with the business of the meeting, I'd like to take the opportunity to introduce the directors and officers of the company, beginning with the directors: Dirk Bergman, Brian Cooper, Alex Latner, Dean MacDonald, Chris McGinnis, Sylvia Prentice, and Larry Schafran. Our officers and senior management attending today include Chin Dhushenthen, our Chief Financial Officer, Corey Goodman, our Chief Development Officer and Counsel, Maureen Rizzi, our Vice President of Operations and Vendor Relations, Dante Anderson, Vice President of Marketing, Ben Powell, our Vice President of Finance, and Amelia Cecil, our Executive Assistant. Before we begin the formal business of today's meeting, I'd like to make a few brief remarks.
The NorthStar team executed effectively against all of our major objectives in 2024. We expanded our industry-leading content, brought innovation to our platform, and strengthened the NorthStar Elite program that helps us retain our high-value customers, and we launched successful promotions that reinforce our brand and attract new customers, just to name a few examples. The outcome can be seen in our 2024 financial results highlighted by a 52% increase in revenue growth and a 91% increase in gross margin. In January of 2025, our strong fundamentals enabled us to secure CAD 63.4 million of long-term debt financing that will support our continued growth. Our strategy for creating further value this year is to maintain our focus on what has worked well for us. We're focused on four key priorities. First is operational excellence.
This means improving aspects of our customer service and experience with speed, reliability, and simplicity to delight our players and keep them coming back. Second is innovation. We aim to be consistently better and fundamentally different than the larger competitors in our space. One example is the leadership position we have been building in online tournaments. Third is the expansion of our addressable market. We currently address the Canadian market outside of Ontario through the managed services we provide to the Abenaki Council of Wolinak. And we are keeping a close eye on Alberta, which is expected to be the next province to regulate online gaming. Fourth is financial discipline. We'll continue to maintain tight controls and costs and improve efficiency wherever possible, balancing that with pursuit of continued growth. And earlier this month, we celebrated the third anniversary of the launch of NorthStar Bets on Ontario.
I'm very proud of how far we've come in a relatively brief period of time. On behalf of the board of directors, I'd like to acknowledge the entire NorthStar team for their commitment to serving our customers and building our company. Thanks also to our strategic partners and to our shareholders for the continued support. And with that, let's turn to the formal business of the meeting. We have a number of items of business to cover in today's meeting. As set out in the notice of the meeting, during the formal portion of the meeting, only questions related to specific resolutions will be addressed. All other questions will be addressed following the meeting. Only registered shareholders and valid proxy holders will be able to vote on the platform. You will see the voting button on the platform that will allow you to vote.
If you have already submitted a proxy to Odyssey Trust Company indicating your vote on each item, you do not need to vote again. The polls have been open to all resolutions and will remain open during the formal portion of the meeting. With the consent of the meeting, I will hand the mic to Corey Goodman, our Chief Development Officer, Counsel, and Corporate Secretary to chair the formal portion of the meeting. Thank you, Michael. I'll now call the meeting to order. I'll provide chair of the meeting and Chin Dhusent to act as secretary of the meeting. I hear, go ahead, Chin.
I hereby appoint Jason D'Haene of Odyssey Trust Company to act as secretary for the meeting.
The secretary has advised me that the notice of the meeting, together with a form of proxy, Management Information Circular, has been sent to each director of the company, auditors of the company, and each intermediary and registered holder of Common Shares of the company of record on April 16th, the record date of the meeting. I will dispense with the reading of the notice of the meeting. The Scrutineers have provided me with a preliminary report regarding shareholder attendance at the meeting. They have reported that the presence at this meeting in person or by proxy: 34 shareholders representing 117,605,359 Common Shares, which represents approximately 67.16% of the total number of Common Shares outstanding. Accordingly, I declare a quorum of shareholders present, and I declare that the meeting is duly and properly constituted for the transaction of business.
I direct that the confirmation of mailing of the notice of the meeting, received by Odyssey Trust Company and the scrutineers' complete record of the attendance, be annexed to the minutes of the meeting. In order to expedite the meeting, I've requested that certain persons may consent to formal motions, and I will call on these persons at the appropriate time. Shareholders may make comments specific to these motions prior to vote through the message tab on the platform, but should hold any comments on general matters until the question period. The secretary has the minutes of the last meeting of shareholders of the company held on June 7th, 2024. These can be examined at any time. We will dispense with the reading of the minutes of such meeting.
First item of business is the presentation of the company's consolidated financial statements from fiscal year ended December 31st, 2024, and the auditors' report thereon. We will dispense with the reading of the auditors' report through the meeting. As set out in the Management Information Circular, we will proceed with a resolution to set the number of directors to be elected at this meeting at. I have a motion that the number of directors to be elected at this meeting be set at. I call the move. I have a seconder.
Second the motion.
Is there any discussion on the matter? I will now call vote on the motion. If you have not already done so, please vote on this item. Scrutineers have indicated that based on proxies received prior to the start of the meeting, the resolution is passed by the requisite majority. Therefore, the motion has been carried. We will now proceed with the election of directors. I declare the meeting open for nominations. In the interest of expediency, I'll ask Chin Dhusent and the senior shareholders of the company to make the nominations on behalf of management of the company.
I nominate both persons to exercise the Management Information Circular. Gilbert Ritten of Odyssey, namely Dirk Bergman, Brian Cooper, Dean MacDonald, Chris McGinnis, Michael Moskowitz, Sylvia Prentice, Larry Schafran, and Alex Latner, to serve as directors of the company until the next annual meeting of shareholders or until their successors are duly elected or appointed in accordance with the articles and bylaws of the company.
I confirm that no notices of the nomination of directors are received. This accords with the advanced notice provision for the company's articles. I now declare the nominations closed. Now I have a motion that the eight persons nominated as directors of the company be so elected.
I so move.
May I have a seconder?
I second the motion.
I will now call for a vote on the motion. Shareholders are entitled to vote for each individual director nominee separately. If you have not already done so, please vote on the election of each nominee. The scrutineers have indicated that based on proxies received prior to the start of the meeting, the resolution is passed by the requisite majority. I therefore declare that the motion has been carried. The final scrutineer's report will be announced in the press release in accordance with the policies of the TSX Venture Exchange and as filed on SEDAR+. I also direct that the final scrutineer's report be annexed to the minutes of the meeting. We'll now proceed with the ratification of the appointment of the auditors of the company.
I have a motion that KPMG LLP be appointed as auditors of the company until the next annual meeting of shareholders or until a successor is appointed, and that the directors be authorized to fix the auditor's remuneration. I so move, and I have a motion seconded.
I second the motion.
Is there any discussion on that? I will now call a vote on the motion. If you have not already done so, please vote on this item. The Scrutineers have indicated that, based on proxies received, the resolution has passed by the requisite majority. I therefore declare the motion has been carried. As described in the Management Information Circular sent to shareholders with the notice of the meeting, the company is seeking shareholder approval to ratify the Amended Omnibus Plan. The board of directors of the company believes that the ratification of the Amended Omnibus Plan is in the best interest of the company. In order for the ratification of the Amended Omnibus Plan to be approved, the resolution must be passed by at least the majority of the disinterested shareholders of the company.
18,941,252 Common Shares representing 9.21% of the outstanding Common Shares will be excluded from the voting. May I have a motion that the resolution in the form of the resolution as appearing on page 10 of the Management Information Circular sent to shareholders with the notice of the meeting approving the ratification of the Amended Omnibus Plan be moved?
I so move.
I have a seconder.
I second the motion.
Is there any discussion on the matter? I will now call for a vote of the motion. If you have not already done so, please vote on this item. The scrutineers have indicated that based on the proxies received prior to the start of the meeting, the resolution is passed by the requisite majority. I therefore declare that the motion has been carried. The floor is now closed. Is there any other formal business that may be properly brought before this meeting? If not, that concludes the formal business brought before the meeting. I wish to thank you for attending, and I now declare this meeting to be terminated.