Eastside Distilling, Inc. (EAST) Earnings Call Transcript & Summary

July 30, 2020

NASDAQ US shareholder_meeting 11 min

Earnings Call Speaker Segments

Operator

operator
#1

Ladies and gentlemen, good day, and thank you all for joining us for this Eastside Distilling Annual Meeting of Stockholders Conference Call. [Operator Instructions] And please note that this conference is being recorded. I am now pleased to turn the conference over to our host, Mr. Paul Block, Chairman and CEO. Please go ahead, sir.

Paul Block

executive
#2

Thank you, Jim, and good afternoon, ladies and gentlemen. As Jim said, I'm Paul Block, Chairman of the Board of Directors and Chief Executive Officer. And it's certainly a pleasure to welcome you to Eastside Distilling's Annual Meeting of Stockholders. We're happy to have you with us today, even if it's in this virtual format that we're all too familiar with. The meeting is now called to order. I've asked Geoffrey Gwin, Chief Financial Officer, to record the minutes. We will conduct the formal business of the meeting after some introduction. First, let me introduce the company's Directors who are with us today: Jack Peterson, Stephanie Kilkenny and Robert Grammen. In addition to the Directors, the company's officers with us today are: myself, Paul Block, Chief Executive Officer; Geoffrey Gwin, Chief Financial Officer; and Joseph Giansante, Chief Marketing Officer. I have proof by affidavit that the notice of this meeting has been duly given, and that our notice of Internet availability of proxy materials was mailed on or about June 15, 2020 to all stockholders of record as of June 5, 2020. The affidavit, together with copies of the proxy statement and proxy card, will be filed with the minutes of this meeting. In addition, Carolyn Hall of Transfer Online has been designated as the Inspector of Election. An oath of inspector of elections will be filed with the minutes of this meeting. The inspector of elections has the stockholder list of the company as of the close of business on June 5, 2020, the record date for determining stockholders eligible to vote at the meeting, which shows the stockholders and their respective number of shares entitled to vote at this meeting. This list has been available for inspection by any stockholder at the company's headquarters for the past 10 days and is available if any stockholder wishes to examine it. The list will be filed with the minutes of this meeting. The inspector of elections has advised me that we have, present in person and by proxy, a sufficient number of shares to constitute a quorum so the meeting is duly constituted. We'll now proceed with the formal business of the meeting. You may vote through the online portal today. If you have turned in a proxy vote and do not intend to change your vote, it's not necessary that you vote because we will count your proxy. Those of you who did not turn in a proxy or who did turn in a proxy but wish to change your vote, there is a link on your screen to do so. If you have clicked the Voting button on the online portal, please finish making your choices and submit your vote. The first item of business is the nomination and election of 4 directors to serve until the latter of the next annual meeting of stockholders or until his or her successor is duly elected and qualified. The Board of Directors nominated the following nominees: Paul Block, Robert Grammen, Stephanie Kilkenny and Jack Peterson. These are the only nominees because the company did not receive any other nominations under the advanced notice provision of our bylaw. While the Board originally nominated Lawrence Firestone as a director nominee, Mr. Firestone is not standing for reelection to our Board in light of his resignation as a director. Votes will not be cast for Mr. Firestone. Please disregard Mr. Firestone's name as a nominee for election as director. The second item of business is the approval as a nonbinding advisory vote of the compensation of our named executive officers, as disclosed in the proxy statement. The Board of Directors has recommended the nonbinding advisory approval of the compensation of our named executive officers, as disclosed in the proxy. The third item on the agenda is to approve an amendment to the company's articles of incorporation to increase the number of authorized shares of the company's common stock from 15 million to 50 million. The Board of Directors has recommended approval of the amendment to the company's Articles of Incorporation. The fourth and final item of formal business is the ratification of appointment of M&K CPAS, PLLC as the independent registered public accounting firm of the company for fiscal year ending December 31, 2020. The Audit Committee and the Board of Directors have approved the appointment of M&K, subject to ratification of our stockholders. This concludes the formal business of the meeting. And to reiterate, if you have turned in a proxy and do not intend to change your vote, it's not necessary that you vote because we'll count your proxy. Those of you who did not turn in a proxy or who did turn in a proxy but wish to change your vote, there's a link on your screen to do so. If you've clicked the Voting button on the online portal, please finish marking your choices and submit your vote. We'll now pause for several minutes to allow time for the vote submission. [Voting]

Paul Block

executive
#3

At this time, I would like to thank our shareholders for turning in their proxies and for their online votes today. I now declare the polls closed. At this time, I would now like Carolyn Hall, the Inspector of Elections, to report on the results of the voting.

Carolyn Hall

attendee
#4

Good afternoon. Based on the proxies received, proposal 1, Paul Block, Robert Grammen, Stephanie Kilkenny and Jack Peterson have been elected to the Board of Directors. Proposal 2, the resolution approving the compensation of the company's named executive officers has been approved. Proposal 3, the amendment -- Articles of Incorporation have not been approved at this time. Proposal 4, M&K CPAS, PLLC has been ratified as the independent registered public accounting firm for the company for the fiscal year ending December 31, 2020.

Paul Block

executive
#5

Thank you, Carolyn. Final numbers of the votes will be included in the minutes of the meeting. Within 4 business days, the company will file a Form 8-K with the SEC disclosing the specific voting results for the matters voted on at this meeting. This concludes the formal business of this meeting. We look forward to talking with our shareholders during our Q2 earnings meeting in the middle of August and fielding questions at that time. There being no further business, the meeting is now adjourned. Thank you.

Operator

operator
#6

Ladies and gentlemen, this does conclude today's session. We thank you all for your participation. You may now disconnect your lines, and we hope you have -- enjoy the rest of your day.

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