Gaia, Inc. (GAIA) Earnings Call Transcript & Summary

Thank you for joining us today in Gaia's Virtual shareholder meeting. My name is Jirka Rysavy, and I'm CEO and Chairman. And I'll be presiding over as Chairman for today's meeting. So I'm calling meeting to order, and I would welcome all the shareholders who are participating virtually today. I would also like to introduce fellow Board members and Board member nominee who are attending virtual today. James Colquhoun, Kristin Frank, David Maisel, Paul Sutherland. And I would also like to produce -- introduce Brad McQueen, a partner in Plante & Moran, our independent auditor, who is attending also virtually today. The agenda and rules and conduct for our meeting appear on the virtual shareholder meeting platform. Paul Tarell, our CFO and Corporate Secretary will serve as secretary of the meeting today and will also act as inspector of election. I'll turn over the meeting to Paul now to confirm that we have complied with the notices and quorum requirements. And to conduct the vote meeting on our proposal.

Thank you, Jirka. I would also like to welcome you to this meeting, and thank you both for attending and for your interest in Gaia. There will be an opportunity for questions about Gaya after the formal portion of the meeting. Only validated shareholders may ask questions. If you would like to submit a question for consideration, please use the question submission tool within the virtual shareholder meeting portal at any time during the meeting. As a reminder, any business related questions will be deferred to the quarterly earnings call scheduled for Monday, May 3. First, we have a few formalities. Notice of this meeting was sent to all shareholders on March 8, 2021. The record date for this meeting was March 1, 2021. The record date was set by our Board of Directors and is the cutoff date that determines which shareholders are entitled to vote at this meeting. The list of Gaia's shareholders as of the record date shows that holders of 13,801,028 shares of our Class A common stock and 5,400,000 shares of our Class B common stock are entitled to vote at this meeting. Holders of our Class A common stock as of the record date are entitled to 1 vote for each share held, and holders of our Class B common stock are entitled to 10 votes for each share held. As the inspector of elections, I would like to inform everyone that there are represented in person or by proxy approximately 96% of all the outstanding votes eligible to be cast at this meeting. Because holders of a majority of the outstanding votes eligible to be cast at this meeting are present in person or by proxy, a quorum is present. And we'll proceed with the business of the meeting. The shareholder list is available for inspection within the virtual shareholder meeting portal at this time. Let me briefly describe our procedure for voting. If you mailed your proxy, you need not do anything further, and your shares have been voted accordingly. Or if you voted online, you need not do anything as your shares have been voted accordingly. If you have not yet voted or if you wish to change your vote, please vote via the virtual shareholder meeting platform. It's 9:35, and I now declare the polls open to consider the following matter. Our only item of business today is the election of the Board of Directors. The Board's nominated James Colquhoun, Kristin Frank, David Maisel, Keyur Patel, Jirka Rysavy, Paul Sutherland and [indiscernible] for election to serve as directors. Directors elected today will serve until the next annual meeting of shareholders or until their successors are duly elected and qualified. The nominee's qualifications are described in this year's proxy statement. Our Board of Directors has unanimously recommended a vote for the Director nominees. Under our bylaws, shareholders must notify Gaia in advance if they want to make other nominations or proposals. Because we did not receive notice of any additional nominations or proposals, no nominations or other proposals can be made today. Please complete your voting on the virtual meeting platform at this time, if you have not already submitted your proxy. [Voting]

Okay. It's 9:36, and the polls are now closed. After reviewing the proxies and the votes cast today, based on the preliminary vote totals, I'm pleased to announce that each of our Director nominees has been elected to the Board of Directors. The final vote on this proposal will be included in the periodic report filed on Form 8-K and placed on our website as soon as it is available. Since we have no further business, I will turn the meeting back over to Jirka for adjournment.

Well, we want to thank you for your interest in Gaia. And our meeting is now adjourned. We now -- we will now address the questions submitted by shareholders for up to 10 minutes. And as a reminder, any business question will be deferred to our quarterly earnings meeting, which is scheduled for this Monday.

Okay. We'll give a few seconds here to see if anyone submits any questions. Okay. There's no questions in the queue. So that will conclude our Q&A session.

So this concludes our Q&A session. I thank you for your participation, and you may leave the virtual meeting now. Thank you