Spin Master Corp. (TOY) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by, and welcome to the Spin Master Corporation 2020 Annual General Meeting. [Operator Instructions] I would now like to hand the conference over to your speaker today, Anton Rabie. Thank you. Please go ahead.

Good morning, and welcome to the sixth annual meeting of shareholders of Spin Master Corp. I'm Anton Rabie, Co-Chief Executive Officer, Chair of the Board of Directors of the company. Joining me this morning are Ronnen Harary, Co-Chief Executive Officer; Mark Segal, CFO; and Chris Harrs, who's a great man, our General Counsel. Like many businesses, we now find ourselves navigating through unprecedented times. Each year, we look forward to our AGM as it gives us an opportunity to share our progress on our growth strategies and show some of our existing -- our exciting plans within toy, entertainment and digital gaming for the upcoming year. Today, with social distancing measures in place as a result of COVID-19, we find ourselves unable to gather in person. As a result, the nominee directors, auditors and other members of our management team are also joining us remotely via webcast or teleconference. And accordingly, in these extraordinary times, we have also asked shareholders not to attend the meeting in person. We would like to thank our shareholders who submitted a form of proxy or voting instructions to -- voting instruction form to have your vote counted. We have 2 regular business matters to consider today, being the election of directors and the reappointment of the company's auditors for the coming year. Once the formal business of the meeting has been completed, there will be an opportunity to ask questions. The meeting is now called to order in accordance with the company's bylaws. I will preside as chair of this meeting, and Chris Harrs, Executive Vice President, General Counsel and Corporate Secretary of the company, will act as secretary of this meeting. Alison Desipio, Associate General Counsel of Spin Master, will act as scrutineer of the meeting. I would now ask Mr. Harrs to report on certain procedural matters.

Thank you, Mr. Chairman. The notice calling this meeting together with the form of proxy and management information circular and annual report containing the financial statements of Spin Master Corp. for the financial year ended December 31, 2019, and the auditor's report thereon, have been properly sent to each recipient entitled to receive such documents. Accordingly, I will dispense with the reading of the notice of meeting. The scrutineer has reported that a quorum is present at this meeting.

Thank you, Mr. Harrs. I declare that the meeting is duly and properly constituted for the transaction of business. I direct that the confirmation of mailing of the notice of the meeting received by Computershare Investor Service Inc. and the scrutineer's complete report on attendance be annexed to the meeting -- minutes of the meeting. The first item of business is the election of directors. The number of directors to be elected at this meeting has been set by the company's Board of Directors at 9. I declare the meeting open for nominations.

I nominate each of the persons specified in the management information circular delivered with the notice of meeting being, Jeffrey Cohen; Reggie Fils-Aime; Ronnen Harary; Dina Howell; Christina Miller; Anton Rabie, Todd Tappin; Ben Varadi, Charles Winograd, to serve as directors of the company to hold office until the close of the next annual meeting of shareholders or until their successors are duly elected or appointed in accordance with the articles and bylaws of the company.

As the company did not previously receive timely notice of any further nominations of persons for the election as directors of the company, as required by the advance notice provisions of the company's bylaws, I declare the nominations closed. Consistent with the company's majority voting policy, I direct that a ballot be taken on the election of directors. All ballots have been collected, and the scrutineers have provided its report on the election of directors. I declare the individuals nominated are elected as directors of the company. The scrutineer report also shows that each elected director received votes in excess of the threshold established under Spin Master's majority voting policy as described in the management information circular. A report disclosing the number of votes cast in favor and withheld from voting in respect of the election of each director will be filed on SEDAR and disclosed in a press release following the meeting. The next item of business is the presentation of the company's consolidated financial statements and the auditor's report thereon. Unless there is an objection, I will dispense with the reading of the auditor's report. We will now proceed with the reappointment of the auditors of the company. I request a motion that Deloitte LLP chartered -- professional accountants, chartered accountants, licensed public accountants be reappointed as auditors of the company until the close of the next annual meeting of shareholders or until a successor is appointed, and that the Board of Directors be authorized to fix the auditors' remuneration.

I so move.

Before I call for a vote on the motion, is there any discussion on this matter? I direct that a ballot be taken on the reappointment of the auditors. All ballots have been collected, and the scrutineer has provided its report on the reappointment of the auditors. I declare the motion carried. As there is no further business that may be properly brought before this meeting, I now declare this meeting to be terminated. We will now take any questions.

[Operator Instructions] And it appears there are no questions at this time. So ladies and gentlemen, this does conclude today's conference call. Thank you for participating. You may now disconnect.