SLANG Worldwide Inc. (SLNG) Earnings Call Transcript & Summary

Thank you for standing by. This is the conference operator. Welcome to the SLANG Special Meeting of Shareholders. [Operator Instructions] And the conference is being recorded. I would now like to turn the conference over to Drew McManigle, CEO and Chair of the Board. Please go ahead.

Thank you. Good morning, ladies and gentlemen, and welcome to the special meeting of the shareholders of SLANG Worldwide Inc. My name is Drew McManigle, and I am the interim CEO and Chairman and a Director of SLANG and will be acting as Chair for today's meeting. Before we begin the formal business of the meeting, given this meeting is being held virtually to deal with the unprecedented public health impacts of COVID-19, I would like to set out a few rules for its orally conduct. First, questions in respect of a motion or procedural matter can be submitted by any registered shareholder or duly appointed proxy holder using the instant messaging service of the Lumi virtual interface. Please note that there will be a slight delay in the publication of the communications received. Second, today's meeting is being held solely for the purposes set out in the notice of meeting and accompanying information circular in respect of this meeting. Third, for the purposes of today's meeting, voting on all matters will be conducted by electronic ballot. Registered shareholders and newly appointed proxy holders will be asked to vote on each business item. Finally, when you're asked to vote, you will receive a message on the Lumi virtual interface requesting you to register your votes. I will advise you when the polls are about to close. With your approval and in accordance with the bylaws of the corporation, I shall ask Leah Hodges to act as Recording Secretary and Heather Conran of Odyssey to act as scrutineer. In order to make the best use of our time, certain shareholders or proxy holders have been asked to move and second the proposals, which are called for in the notice of the meeting. The notice calling this meeting was delivered to the shareholders of record at the close of business on January 14, 2022, in accordance with the bylaws of the corporation and the Canada Business Corporation Act. Unless anyone objects, I propose that we dispense with reading the notice of the meeting. Having no objections, business may be transacted at this meeting if 2 or more persons are present, holding or represented by proxy not less than 5% of the shares entitled to vote at the meeting. The scrutineer's report has now been received, and it shows that there is a quorum of shareholders present at the meeting. I direct that the scrutineers report be kept by the secretary with the minutes of this meeting. I now declare that the meeting is regularly called, properly constituted for the transaction of the formal business of the meeting. Before I move to the next item of business, I will now take a moment to ask that the balloting be opened to registered shareholders and duly appointed proxy holders. The polls are now opened. And at this point, all registered shareholders and duly appointed proxy holders who have properly logged in with their control numbers or user names and wish to vote will be able to see on the screen all motions being brought forward at this meeting. If you have already registered your vote in one of the manners specified in the information circular, you do not need to vote by electronic ballot at this meeting unless you wish to change your vote. Please register your votes by accessing the voting page and selecting the "for" or "against" buttons next to the resolution with respect to the consolidation of the shares of the corporation. Although the polls are now open, each item of business will be introduced one at a time and registered shareholders and duly appointed proxy holders who have properly logged in with their control numbers or user names will be able to vote on all motions until the closing of polls, which will occur shortly after all matters to be voted on have been formally put before the meeting. The only item of business in today's meeting is to consider, and if deemed appropriate, to pass without variation, a special resolution, the full text of which is set out in the information circular for this meeting available for review on SEDAR and located on the Lumi dashboard page, authorizing the Board to elect in its discretion to direct the corporation to file articles of amendment to amend the corporation articles in order to affect a consolidation of the corporation's issued and outstanding common shares and restricted voting shares at a ratio of up to 6 pre-consolidation shares for 1 post-consolidation share. I will now ask for someone to move and someone to second a motion in this regard.

I move that motion.

Do we have the second?

I second the motion.

Thank you. Registered shareholders and duly appointed proxy holders have been provided with ample time to register their votes. Accordingly, the polls will be closing in 30 seconds. Once the electronic balloting closes, the voting page will disappear and their votes will automatically be submitted. The polls are now closed. I would ask that the scrutineer compile the report on the results of voting.

Hello, this is Heather Conran from Odyssey Trust Company. I confirm the motion has passed. Thank you.