Sezzle Inc. (SEZL) Earnings Call Transcript & Summary

Hello, and welcome to the Special Meeting of Stockholders of Sezzle Inc. Please note that today's meeting is being recorded. It is now my pleasure to turn the meeting over to Sezzle's CEO and Executive Chairman, Charlie Youakim, the floor is yours.

Good morning, everyone. For those joining us from Sezzle's home in the U.S., good evening, and welcome to the Sezzle Inc. 2023 Special Meeting of Stockholders. My name is Charlie Youakim. I'm the CEO and Executive Chairman of Sezzle and will be chairing the meeting today. I confirm that we have a quorum for the meeting to proceed, and I am pleased to declare the meeting formally open. I am also delighted to be able to extend a warm welcome to all of our stockholders and CDI holders who are participating through our online meeting platform. As has been the case for each of our stockholder meeting since listing on the ASX, this meeting is being held virtually, which means there is no meeting taking place in person but rather by remote electronic means, as is permitted by the company's bylaws. I would like to start by acknowledging my fellow directors and members of the Sezzle management team who are also joining us on the call. The Notice of Meeting was distributed to all stockholders and CDI holders in accordance with the company's bylaws and the ASX Listing Rules and also available from our website in the ASX announcements platform on the ASX website. I will take the Notice of Meeting as read. In terms of process for the meeting, I anticipate this will be quite a short meeting with just one resolution put to stockholders to vote today, which will be decided by poll. Voting on the resolution is now open via the online meeting platform. The voting icon will appear on the navigation mark. Once you click on this, the resolution will appear on your screen. You can vote at any time during the meeting until I declare the voting closed. However, given this is a short meeting, I encourage all stockholders to cast their votes now or as soon as possible. You can also change your vote at any time prior to the close of the meeting, and I will give you a clear prompt to warn of the closing in the vote. The sole resolution for today's meeting is as follows, to approve an amendment of the company's fourth restated certificate of incorporation to effect a reverse stock split of the outstanding shares of its common stock at a ratio of not less than 1-for-5 and not more than 1-for-50, with the exact ratio to be set at a whole number within this range as determined by our Board of Directors, and without change to the total number of authorized shares of capital stock of the company. Prior to the proxy cutoff date and time, the following valid proxies were received: 111,917,895 votes, for; 354,398, against; 51,026, abstained. As announced to the ASX on the 14th of March this year, the company announced its intent to list its common shares of stock for trading on the NASDAQ stock market. Upon a successful listing on the NASDAQ, the company's shares of common stock, which are represented by CHESS Depository Interests, or CDI, will also continue to trade on the ASX and Sezzle will become a dual-listed company. Separately, we are also working to remove the Foreign Ownership Restricted United States, also known as FORUS, person prohibited tag from the CDI in advance of the NASDAQ listing. The FORUS prohibited tag has effectively prevented CDIs from being sold on the ASX to the U.S. persons, unless an exemption was available. To satisfy the minimum USD 4 bid price required by the initial listing requirements of the NASDAQ stock market, the resolution today seeks the approval of split of the company's common stock. The reverse split would be effected in advance of the listing on the NASDAQ stock market in order for the bid price of the company's CDIs as reported on the ASX on a post-reverse split basis to meet or exceed such minimum bid price. The Board sees listing on the NASDAQ stock market as a natural evolution for Sezzle given the company is already filing the necessary reports with the SEC, and we are not seeking to raise capital as part of a NASDAQ listing. We are excited to expand the universe of potential investors to the United States. I would now like to turn to voting on the resolution, and I advise that I appoint Donna Bent of Computershare Investor Services as the returning officer. As mentioned at the start of the meeting, voting is currently open, and you can vote at any time until I declare the voting closed. Results will be released to the ASX after the conclusion of the meeting today and via a Form 8-K filed with the SEC within 4 business days. Please note that only stockholders and proxy holders or authorized stockholder representatives may vote. Any directed proxies given to you by a stockholder will automatically be cast as directed when the poll is closed. If you have an issue trying to vote, the voting icon will appear on the navigation bar. Once you click on this, the resolution will appear on your screen along with the voting options that are relevant to that particular resolution. Simply select one of these options to cast your vote. When voting is closed, your final voting selection will be recorded. If you have any difficulties, please refer to the Notice of Meeting. The Board's recommendation with respect to the resolution is outlined in the Notice of Meeting, and the Board recommends that all stockholders vote in favor of the reverse split. I would like to advise that shortly, the voting on the resolution will close. We will take a few moments now to allow you to finish voting. Please complete your voting now. Voting will automatically close in 1 minute. [Voting]

Please note that the final results will be advised to the ASX later today and also made available on Sezzle's website, along with all of our ASX announcements after the meeting. Thank you all for your attendance online today.

This concludes the meeting. You may now disconnect.