Kartoon Studios Inc. (TOON) Earnings Call Transcript & Summary

Good day, ladies and gentlemen, and thank you for standing by. Welcome to the Genius Brands Consent Mailing Special Shareholders Meeting. At this time, I would like to turn the conference over to Mr. Andy Heyward. Sir, please begin.

Good morning. Welcome to the special meeting of stockholders of Genius Brands International, Inc. I'm Andy Heyward, Chairman of the Board of Directors, and it's my pleasure to welcome all of you. It's 10:00 a.m. Pacific Daylight Time, August 27 and in accordance with the notice of the meeting, the meeting will now begin. For each of you attending the meeting via webcast this morning, you should be able to access the agenda for the meeting through the virtual platform. We are also joined today by the company's management team, including Robert L. Denton, the company's Chief Financial Officer; and Michael Jaffa, the company's Corporate Secretary and General Counsel. Leah Santos of VStock Transfer, our transfer agent, will act as the inspector of elections for this meeting. I will now turn the meeting over to the company's Secretary and General Counsel, Mr. Jaffa.

Good morning. This meeting is held pursuant to a notice mailed on or about August 7, 2020, to each stockholder of record as of June 29, 2020, who is entitled to vote. The count of the shares present immediately prior to the commencement of the meeting indicated that 148,806,822.3 of the company's outstanding common stock has voted by proxy. This is 68.01% of the outstanding common stock of the company. I, therefore, hereby declare a quorum of the stockholders present at the meeting. On behalf of the Board of Directors, I would like to express my appreciation to all stockholders who returned their proxies and voted. The first matter to be acted upon by our shareholders is the approval of a proposed amendment to the company's charter, as amended, to increase the authorized number of shares of common stock available to be issued from 233,333,334 to 400,000,000. This proposal is described in more detail in the proxy statement. The next matter to be acted upon by our shareholders is the approval of the 2020 Incentive Plan, which, if approved, will replace the 2015 Amended Incentive Plan for all future equity-based incentive awards. This proposal is described in more detail in the proxy statement. The final matter to be acted upon by our stockholders is approval of the adjournment of the special meeting, if necessary, to solicit additional proxies of their insufficient votes at the time of the special meeting to approve the first proposal to amend our charter or the second proposal to approve the 2020 Incentive Plan. Will Ms. Santos, the inspector of election, please report the results of the balloting?

The ballots in connection with the amendment to the company's charter to increase the company's authorized common stock available to be issued has been counted and 1,400 -- sorry, 148,806,820.2 shares, being more than the majority of the total issued and outstanding voting capital stock, have been voted in favor of the proposal. The ballots in connection with the approval of the 2020 Incentive Plan to replace the 2015 Amended Incentive Plan for all future equity-based incentive awards have been counted. And 85,371,779.2 shares have been voted in favor of proposal. The ballots in connection with approval of the adjournment of the special meeting, if necessary, to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the first and second proposals have been counted. And 148,806,822.3 shares, being more than a majority of the shares represented at the meeting, either in by person or by proxy, have been voted in favor of such proposal.

I hereby declare that the stockholders have approved the amendment to our charter to increase the company's authorized common stock available to be issued. And that the stockholders have approved the 2020 Incentive Plan to replace the 2015 Amended Incentive Plan for all future equity-based incentive awards. Because the proposal to amend the charter and the proposal to adopt the 2020 Incentive Plan were approved, the adjournment that was approved is unnecessary. After the final tabulation has been completed, it shall be placed with the minutes of this meeting. This concludes our special meeting. I would like to express sincere appreciation to all of the stockholders who attended this virtual meeting as well as those who submitted their proxies. The meeting is now formally adjourned.

Ladies and gentlemen, thank you for participating in today's conference. Sorry, was there any additional information? Thank you for participating in today's conference. This concludes the program. You may now disconnect. Everyone, have a wonderful day.

Thank you.