Shape Robotics A/S ($SHAPE)
Earnings Call Transcript · April 14, 2026
Earnings Call Speaker Segments
Unknown Executive
ExecutivesHello, everyone. Good afternoon. Thank you for joining us. Today, we are presenting live the EGM. Starting from my left or your right on the screen. I'm presenting the current Board candidate and, let's say, the Chair of the meeting. So we have Alexandra met him in the last live session. And here, we have Marius Varcil. I think some of you know him. He is the current Deputy CEO and CRO and all the other heads available for us to restart Shape Robotics. So I hope everyone has managed to connect. We are live on different platforms, of course, on Substec as usual, also on the main page of the EGM. The format is a typical EGM format where the Chair of the meeting will go through the items on the list. Voting has been submitted almost in full. So we have right now concluded the registration and the voting at this moment. Of course, if there are any other questions, feel free to go on the Substec and -- or the other platforms and available like LinkedIn on the company page and come with questions. Hello, everyone. So without further ado, I will pass the microphone to Alex, and he will present and read all the documentation and explain to everybody where we are right now.
Unknown Executive
Executives[Technical Difficulty] Association or as the Board of Directors [indiscernible] of elected by the team. Second for election of 2 members to the Board of Directors and the election of Mr. [indiscernible] of proposal and...
Unknown Executive
ExecutivesIn the meantime, please just tell us if everyone has a good sound quality and everybody can see us correctly.
Unknown Executive
Executives[indiscernible] who would be elected Chairman of the word, Mr. Kim Okkola and [indiscernible] agenda policy. Point 3, increase of the relation of the -- access association and the board of directors as -- shares without [Technical Difficulty]
Unknown Executive
ExecutivesPlease talk very loud and very -- how to say at the choir, when you are at the choir, you have to sing very loud right now. So let's just check if everybody was able to hear you. You can hear me better than Alex maybe just a voice thing. Of course, this is a live event and it's important to have good quality. So just as a test, please, let me know that my voice is correctly heard. Hi Kimo. Kim Okkola joining us. I'm okay, yes. My mic is much better. Their mics are the same from a perspective of microphone levels. Okay. So let -- if you have some problems with the sound. I will read again what the agenda was presented by Alex. So everybody has a clear understanding of this. And of course, we can do that clearly. So if everybody hears me okay, I will do the agenda. So please just confirm and I will present it. Okay. So let me go through the agenda for sure. Now it's clear. I will go through the agenda, maybe you can check if the microphone is connected from the platform, maybe you changed the cable earlier, so it might be the issue. So the items of the agenda today were 10 in number. First item was the naming of the Board, where we have, at this moment, the 3 candidates. Aurel, who is basically reconfirming its position as a Board member, Alex Ambrozie, our legal mastermind and specialist as a candidate and Kim Okkola, who is connected also with us in the chat as he's in -- by the way, where are you Kim? In Dubai or in Finland. Then the second point, of course, is the increase of the authorization of shares that the Board can issue in order to fulfill the needs of the Iris equity line and of course, to renegotiate the claims and get us out of this predicament. The change of the registered office, this was a mistake for many, many years in still in the company that it was not registered in the Copenhagen's Communa where the headquarters are at the moment. New wording on the quorum, of course, as presented earlier, the election of the auditor. This is a process where we will make a very clear explanation today. So at this moment, we still have not received the confirmation of the document from Chrome and -- everybody knows about this situation. So it's very difficult to appoint an auditor without being able to present the last 59 days of the bankruptcy and what happened with the papers and especially the evaluation of assets. Would you have something to add on top of this, Alex, what we're expecting, at least from Chroma is some sort of evaluation of these assets, which are critical for an auditor.
Unknown Executive
ExecutivesUnder direct payment as long as company, which are still reasonable [indiscernible] indicative to find a auditor. [indiscernible] are expecting to receive a document -- director [indiscernible] documents. Hopefully a [indiscernible]
Unknown Executive
ExecutivesSo Lonnie, it's -- the problem still occurs with the microphone of Alex, you say. Connecting the interest of the focus rate and enabler is. So -- just to recap, I think that the issue is quite clearly still in the hands of -- of course, the company in case that we do not receive the microphone. The authorization from them, yes, you and Alex use my mic. Basically, what we are talking about right now is to try to select the auditor when we have something to be able to audit more or less. I think that's the question because otherwise, everything is a little bit in the shale. Now the next point that is on the agenda, of course, is the name change. This was a topic that was discussed. It's not a problem from that side. Do you have to go in the interest and enable the microphone. Go inside the USB interface. So I apologize the setup sometimes requires a little bit of attention. Like I said, we're not a media company, but now shape or form. So -- coming back to the we'll take a break in at 10 minutes and we'll do that. Of course, let's finish the agenda meeting. That name changed to face education. The definition of the company purpose, transforming it into a holding the company, as you all know, for many years, has functioned like a holding that means that we had assets in more or less shares that -- you all know were considered 0 by somebody. And those shares were the main way of providing value to the mother company, and that's a typical holding structure. So right now, what we're doing is just making sure that we are having more or less the correct structure. That's very important for us to have the correct structure. And of course, this will impact also the auditing phase because auditing under equity investment is totally different than consolidation that was done until now. Redefining the corporate purpose was discussed, claims against former board members, claims against Carnegie -- for general litigation mandate. It's almost the same topic, it's about things that we have discussed many, many times before. It's a general amendment for the Board to be able to pursue the recovery of lost value and assets of the company. And the restructuring and the recovery mandate, which is positioned 10, 12 on the voting bulletin because you had the individual votes for the Board members. And the full restructuring recovery mandate is something that -- it's not necessary -- it was not a necessary vote for sure because it was in the power of the Board. It was made for transparency so that the Board is authorized to act on this matter in the next 3 to 4 months where we have this set up -- where we need to put the setup in place to avoid any sort of other bankruptcy procedures. So without further ado, let's continue from this point. Let's see if the questions. If everybody is -- thank you, are connecting in a large number. I have to tell you something very important. So the number of votes and the interest regarding this meeting that we have right now was tremendous. So it's -- I really appreciate the effort of the shareholders. So we have the biggest quorum that we ever had in the history of Shape Robotics at this moment. Big appreciation also to our Finnish investors, TAD Group and [ Yuholatar ] Group representing -- very supportive on the matter. They are fully committed to support us in also shedding some light on the situation of [indiscernible] in 1 of our more important assets in the let's say, war chest or treasure chest of Shape Robotics. So let's present exactly the situations of the vote. At this moment, everything is concluded. I'm connecting to the quarter. just to give you the exact situation. So we had a quorum of a total -- it's also on the live section, -- right now, a total number of shares, 7,843,589 shares as a quorum. And I have to tell you that besides 1 single vote for the restructuring mandate, everything was unanimously voted pro. So usually, we have to back volume are 66% in the situation, 2/3 to -- for the name change and the authorization of the shares and, of course, the change of the wording in the column, but you're discussing about almost 100%.
Unknown Executive
Executives[Technical Difficulty] voting requirement -- which are evolving from -- association. [indiscernible] [indiscernible] for items 2, 6, 9, 10, 11 and 12 [indiscernible] and vote already casted 100% [indiscernible] for the amendment of the [indiscernible] association. 100% for the election of Mr. Kim Okkola. [indiscernible] the election of auditor as I said [indiscernible] 99.5% for the change of the company name. 99.5% for revenue for the [indiscernible] of the company. [ 100% ] for approving the [indiscernible] 99.8% for the claims against Carnegie investment bank. 99.8% for the general litigation mandate and 90.6% for the full structure recovery mandate [indiscernible]. So as a point from the agenda [indiscernible] shareholders.
Unknown Executive
ExecutivesGood. So -- at this moment, I will allow people that are connected to the platform to use the opportunity to ask as patients also on the sale side as we have yes, you can get you a microphone. I managed to put the correct one. So we have following the microphone. So it was only [indiscernible] 48 watts of powers and wait in a proper way, don't talk like it's not tomorrow. And Again, thank you very much for the support. I will leave the next 20, 30 minutes. So however, it's find necessary to ask questions and go for it.
Unknown Executive
ExecutivesA lot of people. I appreciate. I appreciate the support again. So we can in at this moment considered that we start the questions from a position where the supreme majority was fulfilled for passing the EGM at this stage. Okay. Let's see, in the meantime -- so one of the questions, of course, for [indiscernible] if the Polish project is still up the question Marius, I think you.
Unknown Executive
ExecutivesI was expecting this question. Of course, it's not on the conversating with the Polish company [indiscernible] we are still in the preparations in not to fulfill the requirements. We are expecting the final part from our counterparty in order for us to [indiscernible] moving on. Everything is on the table for Polish is still there. Also the other international operations [indiscernible] Middle East, United States stands in, actually, we get a lot of important, we had a lot of positive reaction in the last 2 months. And our resellers are quite in China that we are still fighting in the -- unfortunately, nobody can copy yet the stable role.
Unknown Executive
ExecutivesUnfortunately, for them, as we -- now so without, let's say, too much modesty at this level, I think that it is very important to understand the fact that the product is a politic product. And of course, besides the product itself that everyone on the favorable rule, there is a lot of more how that we have built in the years. And that's why naturally we are talking right now about a new life in the company in the sense that base education, which is not just playing with words and transforming, like Marius said, the shape let worsen to phase enter because it's the same letters we combine. It is just a few coincidence I will explain to you why because it's part of a much deeper process of aligning the education to the standard of today or tomorrow, so creating a future standard educational platform. And many of you have followed us from day 1 when this modular robot became a hit at the beginning on a smaller number of schools, then will go to their sales and then to the tables of children and teachers all across Europe. It's not -- it's only an enabling product. It's just a small part of a more complex educational process, which today we call it pace. The phase comes again from philosophy, history, art, science and environment. And I will explain today, also the website is live. So Shape robotics has officially become faced after the goals. It is a process of education that focuses, first of all, on trying to understand the world that's around us and to utilize robotics and AI as a natural extension and -- we call it for the student and the teacher of today and tomorrow. Why philosophy because without philosophy, there is no way of living. There is no direction for life. There is no understanding of life. And then everybody will read saying they're happy or sad, it's a little bit more complex than that. in history because we know history, we don't know why we are when we are. Why science, why arts, it's already been established that those 2 elements are critical for the behavior and the development of young mines. And while environment is a much broader concept than the standard definition. The environment is everything that's around you. So from understanding the geography of the place, understanding the politics and dynamics between individuals. This is the minimum set of tools or lenses that you should look at life and try to develop as a young -- a student, a young mind to prepare our solid for a future that is written today. Why is it important to discuss about robotics and AI in phase of education or changes because AI is not something that you should exclude from the learning is something that you can no to improve naturally, you need to use it in everyday environment and lifetime, you have to do it in such a way that it expands your knowledge, and it's not limiting your behavior. So what I'm trying to explain is the fact that by knowing how to ask the right questions, you have in your pocket the library of Alexandru compressed into a single front. And by knowing how to navigate that library, you will be able to do whatever you want in the future. So -- this is the concept behind this. And hopefully, with the support of the shareholders, this will be a very bright future. So again, and more [indiscernible] we are all open to questions. Alexis formating the -- we have Joakim Herrero that just connected to receive the vote. We can approve you, but it's after the deadline now. So of course, the votes -- the registration is after the deadline. But of course, we would like to hear your opinion. And for that reason, we are submitting the approval, and I appreciate for the support. Yes. So let's -- some of the questions. I appreciate you coming to online again. I have received a question. If I will continue after the EGM to do. Yes, yes, I will be [indiscernible] at least -- yesterday, I got into a discussion with anticonsumer very experienced investor, and we have had our moments of not seeing eye to eye, but also we respect each other from a position of professionals and he told me one of the, I don't know how to say I don't know if he was trying to make me say well or not, but he has made the following statement. He said that he believes that either an completely crazy or a little bit of genius. So most likely, you have to be crazy to be able to survive such an event like ours. And it's more important that right now, we are at this moment where shareholders have a voice, a moment that was canceled out any legal background by a trustee that just wanted to liquidate the company. So from the position we were, let's say, 3 months ago, 2 months ago to today, it's been quite crazy. And the answer is I will try to be as present as possible in the lives, I will keep the lives to the moment that they are not needed anymore. And it's a pleasure to be interacting with you. Do we have any other questions or people -- Netflix series. Yes. Kim is waiting for the [indiscernible] Kim is also very strong person also. Cat friendly person. So after this live, we will submit the formal documentation towards the authorities, and then we'll have our first board meeting with Kim and Aurel joining online. Aurel is likely needed to change the flight so he's not joining in person, but I assure he's well and strong. Thank you, Jens. Also for the nice words. He said no questions for me, but thanks for the hard work. It's a pleasure. Yes, thank you for the transparency and hardworking. It's something that comes out of our ambition in the end because it's not only me or transfer as it's about trying to see that things can also be corrected when bus happen. And the best part about this is that regulators in Denmark seem to be working at this. This is our opinion. So what do you think, Alex, a couple of words for the next steps.
Unknown Executive
ExecutivesBeginning of the case of something shocking to face insolvency, without being summoned and having cash to pay the current debt. But in a very short period of time, both the court and the Securities Commission, they did the right thing much faster than in many other countries. We appreciate this very much.
Unknown Executive
ExecutivesSo I think that for our Danish investors, it's important to keep in mind that we have right now a 3-0 score when it comes from the solution towards the policies or the interaction with the authorities, meaning that we have a win in the high court, we have won the first session of the trial. And of course, the most important aspect is that we have 1 in the claim against the large stock -- Carnegie where the GSA has confirmed our story. And again, I have to explain to the shareholders that most of that claim is a loss of having towards you. As a shareholder I strongly recommend that you get together, unite and try to figure out how to recover the loss as its direct loss to the shareholders. And we have had this discussion if a class action suit is a solution, I think, that with -- if there are any lawyers, Danish lawyers in the investor community here, for sure, this is something that you need to address. What's your view on phase concept? Do you see it applicable to the project in Poland, phase is applicable to every project and it has been applied more or less by us in every project till now. It's just a natural evolution on how we see integration with AI because artificial intelligence kind of voids on the classical beaching of sciences and -- what it does not avoid is the creative mind. And I think that 1 element here that is very typical phases you see that even in the case of Shape, it's -- you see that they tried -- bad actors in this equation. They try to apply different models to treat the company in a fast acquisition, but they lack any kind of creative thinking and ideas when it came to a moment where they saw that we are not dying peacefully. So -- the model was simple, apply a model that works and they will go away. We applied phase and we went forward. So yes, it's applicable to everybody. You just need to think about what is going on around you and see what you can do to survive the complicated times that we all have in our lives. Now coming to another topic about the renaming of the company. It is also very important to understand that we live in a digital world where Shape name, unfortunately, has been contaminated by the attacks in the press. And 1 other important reason why we have decided to use a different ticker on the stock exchange in the end is to avoid this cross contamination at this moment. So that's also a very important element here. So let's wait a little bit to see -- what other questions might come. In the meantime, I think we can conclude that everything is okay. And we will start the submission to Danish business authorities. And that's -- we'll then prepare for the first board meeting. Please ask -- no questions from the hero from Denmark. The greatest hero from the shareholders. A big thank you to both. Any news on the bridge loan. Yes, a lot of good news on that direction, but you have to wait for the public disclosure. These are the rules -- it will be okay. It will be today. We will disclose a lot of good things during the day. Yes. From my side, thank you very much.
Unknown Executive
ExecutivesThank you very much. Thank you for your support. We are closing the meeting.
Unknown Executive
ExecutivesMay you have a good day. We'll see each other on at 7:00 in the life. And then we'll discuss all the other things. And are receiving thumbs up. See you tonight. Bye-bye.
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