Galaxy Digital Inc. (GLXY) Earnings Call Transcript & Summary

Ladies and gentlemen, welcome to the Annual General Meeting of Galaxy Digital Holdings Limited. Please note the meeting is being recorded. I would like to introduce Michael Novogratz, who will be acting as Chair of the meeting. Mr. Novogratz, the floor is yours.

Thank you. Good afternoon, ladies and gentlemen. I would like to welcome you all to the Annual General Meeting, a meeting of shareholders for 2021. I'm Michael Novogratz, CEO and Chairman of Galaxy Digital Holdings. On behalf of the Board of Directors and our management team, I'm excited to share the results of our transformational 2020 financial year, where we saw over 1,000% growth in net comprehensive income, some meaningful acquisitions, adding to our operational capabilities, key talent additions across our business lines and at the executive level, and importantly, a 928% total shareholder return. I look forward to continuing to deliver strong performance to you, our shareholders, in the years to come. And now let me share some operational details regarding today's shareholder meeting. As this meeting is being held virtually live via webcast, we would like to set out a few rules for the orderly conduct of the meeting. One, for the purposes of this meeting, voting on all matters will be conducted by electronic ballot through the TSX Trust virtual meeting platform. Only registered shareholders and duly appointed proxy holders, who have properly logged in with their computer number, will be able to vote on each business item. And official shareholders would have needed to register in advance to receive a control number. Once the voting is announced, click the voting icon on the left-hand side. To vote, simply select your voting direction from the options shown on the screen and click submit. A confirmation message will appear to show your vote has been received. If you have additional control numbers to vote, click, I have additional control numbers at the top to enter the additional credential. To change your vote, simply click refresh voting resolutions. Voting will remain open until the voting on the ballot is closed. The votes you have submitted on each polling item at the time the poll closes will be recorded. Totals in favor or against with -- in favor or against or withheld, as the case may be, for each resolution item will be tallied by the scrutineers. Once the voting is completed, then the Chair will report on the outcome of all motions at the end of the meeting. We remind you that if you are a registered shareholder and you have already voted by proxy, you do not need to vote again, unless you wish to change your vote. Any votes cast by poll during the meeting will supersede any votes previously submitted by proxy. Therefore, we recommend that shareholders, who have already voted by proxy, do not vote on polls taken during the meeting. Those in attendance, who have registered as guests, are not able to move motions, submit any questions, vote or take any other action. We will provide you with all the voting results for the resolutions at the end of the meeting. For specific vote tabulations, please see the report of voting results, which we posted on the company's SEDAR profile shortly after the meeting. Messages can be submitted at any time during the Q&A session up until the Chair closes the session. If you'd like to ask a question, select ask a question icon on the top left. Type your message within the chat box in the messaging screen. Once you're happy with your message, click ask now -- click the Ask Now button. Questions sent via TSX Trust virtual meeting platform will be moderated before being sent to the Chair. At this time, I call the meeting to order. Unless any be -- unless there's any objection, I now propose that in order to expedite the meeting, we will dispense with the need to second any motions requested by the Chair. If you have an objection, you now have 5 seconds to submit your objection via the Ask A Question button. Hearing none, we will proceed with the business of the meeting or an objection has been -- no, we're proceeding. In accordance with the Articles of Association, I will preside as Chair of the meeting and with the consent of the meeting, I appoint Francesca Don Angelo, Corporate Secretary of the Company, to act as Secretary of the meeting. The company's registered transfer agent is TSX Trust Company. Rosa Garofalo is present and will act as scrutineer for the meeting. Under the company's Articles of Association, a quorum for the transaction of the business at a meeting of shareholders of the company consists of 2 or more shareholders holding at least 25% in par value of the ordinary shares, and who are entitled to vote at such general meeting, the individuals present in person or by proxy or if the company or other nonnatural persons by its duly authorized representative or proxy. The scrutineer has provided me with the preliminary report regarding shareholder attendance and represented at this meeting, I confirm that there is a quorum present for this meeting. The secretary advised me that the notice calling the meeting together with the form of proxy and management information circular have been duly sent to the shareholders on May 27, 2021. Additional copies of these materials are also available electronically under Galaxy's SEDAR profile at www.sedar.com. Accordingly, there is an objection -- unless there's an objection, I will dispense with the reading of the notice calling the meeting. You have 5 seconds to submit via the Ask A Question button. Notice having been duly given and a quorum being present, I declare that this meeting is duly constituted for the transaction of business. In the interest of expediting the business of this meeting, I will move all motions with respect to the business for which this meeting has been called and set out in the notice of meeting. For efficiency, we'll be opening all the polls on the matter that we voted at the beginning of the meeting, and we'll close these polls after the last matter has been dealt with. We will now turn to the business of today's meeting. I declare the polls open. Galaxy's audited financial statements for the year ended December 31, 2020, and the report of the auditors thereon are placed before the meeting. These audited financial statements are available upon request and electronically under Galaxy's SEDAR profile at www.sedar.com. The next item of business is the election of directors. The following nominees of management are proposed for election as directors: Michael Novogratz, Theagenis Iliadis, Nereida Flannery, Bill Koutsouras and Dominic Docherty. If there are no further nominations, I now declare nominations to be closed. You have 5 seconds to submit via Ask A Question button. I now move that the 5 nominees be elected as Directors of the company to hold office until the next Annual General Meeting of the company or until their successors are elected or appointed, subject to provisions of the Articles of Association, Cayman Islands' Law. Please proceed by the way of online poll on this motion.

The scrutineer has provided me with a preliminary scrutineer report in advance of the meeting. With respect to the election of the individuals nominated as directors, the preliminary results show that the motion will pass. The Chair will now move to the next item of business.

The next item of business is to appoint the auditors of Galaxy for the ensuing year. I hereby move that Davidson & Company be reappointed as auditors of Galaxy for the ensuing year or until their successors are duly appointed at such remuneration as may be fixed by the Board of Directors. Please proceed by the way of online poll on this motion.

The scrutineer has provided me with the preliminary scrutineer report in advance of the meeting. With respect to the appointment of auditors, the preliminary results show that the motion will pass. Chair will now move to the next item of business.

The next item of business is the approval of the long-term incentive plan for Galaxy as described in the management information circular. Galaxy proposes to approve Galaxy's long-term incentive plan and to reserve ordinary shares of Galaxy from Treasury for the issuance pursuant to the settlement of grants under the long-term incentive plan. I hereby move that the ordinary resolution of [indiscernible] shareholders of Galaxy and the forms set out in the management information circular provided in connection with this meeting be approved. Please proceed by way of online poll on this motion.

The scrutineer has provided me with a preliminary scrutineer report in advance of the meeting. With respect to the approval of long-term incentive plan, the preliminary results show that the motion will pass. The Chair will now move to the next item of business.

The next item of business is the approval of long-term incentive plan grants of Galaxy as described in the Management Information Circular. Galaxy proposes to approve previous grants of restricted share units and stock options in accordance with the terms of the long-term incentive plan and the respective grant agreements. I hereby move the ordinary resolution with the votes of certain insiders and their associates excluded therefrom in the form set out in the management information circular provided in connection with this meeting be approved. Please proceed by way of online poll on this motion.

The scrutineer has provided me with a preliminary [Audio Gap]. [Voting]

The polls are now closed. Based on the votes, as of 2:00 p.m. Eastern Daylight Time on June 25, 2021, I can confirm that the requisite majorities have been obtained for setting the number of directors, the election of the nominated directors, appointment of auditors, the approval of long-term incentive plan and the approval of the long term incentive plan grants. The detailed voting results of this meeting will be posted on the company's SEDAR profile after this meeting. Is there any other business that may properly be brought before this meeting? That concludes the formal business brought before the meeting as set out in the notice of meeting. If you would like to raise any further business at this meeting, you have 5 seconds to do so using the Ask A Question button. As there is no further business, I now propose the meeting be concluded, unless there is any objection. If you have an objection, you have 5 seconds to submit your objection via the Ask A Question button. Hearing none, I now declare this meeting to be terminated. On behalf of the Board of Directors, I would like to thank you for attending today.

Thank you ending today's meeting, you may now...

[Audio Gap] to submit your objection via the Ask A Question button. Hearing none, I now declare this meeting to be terminated. On behalf of the Board of Directors, I would like to thank you for attending today.

Thank you for attending today's meeting. You may now disconnect.