WildBrain Ltd. (WILD) Earnings Call Transcript & Summary

Welcome to WildBrain Annual Meeting of Shareholders. Please note that today's meeting is being recorded. If you participate in today's meeting and disclose personal information, you will be deemed to consent to the recording, transfer and use of same. If you disclose personal information of another person in today's meeting, you'll be deemed to represent and warrant to Computershare and WildBrain that you first obtained all required consents for the disclosure regarding transfer and use of such personal information from all appropriate persons before your disclosure. I will now turn the meeting over to the company.

Good morning, everyone. My name is Josh Scherba, President and CEO of WildBrain. Welcome, and thank you for attending our Annual Meeting of Shareholders. Before commencing the formal business of the meeting, I'd like to name the other members of management also online here today. I'm joined by Nick Gawne, our CFO, and Mark Trachuk, our General Counsel. I'll now hand the meeting over to Don Wright, Chair of WildBrain's Board of Directors.

Thank you, Josh. In accordance with WildBrain's bylaws, I will be chairing this meeting. In the event I am disconnected as a result of technical issues, Mark Trachuk, our General Counsel and Corporate Secretary, will step in and assume the role of the chair of the meeting. As this meeting is being held virtually, I'd like to set out a few rules to provide an orderly conduct of meeting. First, questions in respect of a motion can be submitted by a registered shareholder or duly appointed proxy holder using the instant messaging service on the Computershare platform. Questions will only be addressed during the discussion period at the end of the meeting, provided that questions regarding procedural matters are directly related to the motions before the meeting may be addressed during the meeting. Questions which are not related to the meeting may be submitted to the company's Vice President of Investor Relations following the meeting. If during the meeting, we encounter any technical difficulties with the webcast, please remain logged on, and we will resume as soon as practical. We will now proceed with the formal portion of today's meeting. The meeting will now come to order. With the consent of the meeting, I will ask Mark Trachuk, our General Counsel and Corporate Secretary, to act as Secretary of the meeting. With the consent of the meeting, I will ask that Colleen Nielsen of Computershare Investment Services act as scrutineer of this meeting to report on the number of shareholders present in person and the number of shares represented in person and by proxy to tabulate the votes on any ballot taken and to report on those matters. As I suspect most of you are aware, on November 15, 2024, all postal services by Canada Post were suspended as a result of labor action by the Canadian Union of Postal workers. Like most Canadian companies, we generally rely on Canada Post to meet delivery obligations under applicable securities legislation, recognizing that the suspension of postal services impacted the ability for public companies like WildBrain to deliver proxy-related materials to all shareholders and time for the AGM, the Canadian Securities Administrators published Blanket Order 51-931, which provides temporary relief from that requirement to deliver proxy-related materials for the annual meeting. To rely on relief in the blanket order, we filed our proxy related materials on SEDAR and our website and issued a news release on November 28, 2024, with the prescribed information about the Annual Shareholders' meeting and how shareholders can access materials and submit voting instructions. This press release was also filed on SEDAR and posted on our website in accordance with the blanket order. For the purposes of this meeting, that is how we have delivered our meeting materials. The scrutineer has provided me with the report on attendance, which confirms the requisite quorum is present at today's meeting. Accordingly, unless the an objection, I will dispense with the reading of the notice of the meeting. I will also direct that a copy of the notice, form of proxy circular, together with a copy of the scrutineer's report on attendance at the meeting be annexed by the Secretary to the minutes of this meeting. Notice of meeting haven't been given in accordance with WildBrain's bylaws and a quorum being present, I declare this meeting to be duly convened and constituted for the transaction business for which it has been called. To make the best use of our time today, I will move each item, and I have been advised by Sean Smith and Kathleen Persaud, both proxy holders in attendance today, that they would be prepared to second each of the motions, I so move. Accordingly unless there are objections, I will take such motions as seconded with no further action needed. Only shareholders as of November 14, 2024, or their proxies are entitled to vote today. If you have already voted by proxy, you do not need to vote again during any online ballot as your previously submitted proxy will be counted for purposes of the vote. Voting on the items of business to come before today's meeting is being conducted by electronic ballot that is now available on the Computershare interface. We will be able to choose to vote on each resolution immediately, will wait until conclusion of discussion on each resolution prior to casting your vote. Voting will close approximately 30 seconds following the conclusion of the formal discussion. Once voting closes, the scrutineer will tabulate the results of the vote for each matter. The first item of business is WildBrain's audited consolidated financial statements and the auditor's report thereon and the related management discussion and analysis. These documents were previously mailed to shareholders before the strike. I ask the secretary to note these as having been presented to the meeting. We will proceed next with the matters required shareholder action today. Please be reminded that your votes can now be submitted by electronic ballot on the Computershare interface. The first item is the election of directors to hold office from today until the next Annual Meeting of Shareholders or until such time as their successors have been duly elected or appointed. As set out in our circular, which includes information on their respective backgrounds, 7 directors are to be elected today. The following individuals have been nominated: Youssef Ben-Youssef, Erin Elofson, Thomas McGrath, Rita Middleton, Josh Scherba, Jonathan Whitcher and Donald Wright. I move to elect these 7 persons as directors of WildBrain to hold office until the next Annual Meeting of Shareholders or until their successors are elected or appointed. As advised earlier, I will take such motions as seconded. Questions on each matter, if any, will be addressed once all the items of business have been moved. The next item of business is the reappointment of the auditor and the authorization of the Board of Directors to fix its remuneration. As set out in our circular, I will now move that PricewaterhouseCoopers LLP be reappointed as the auditor of WildBrain until the next Annual Meeting of Shareholders or until a successor is appointed and that the Board of Directors or committee thereof be authorized to fix their remuneration. I take such motion as seconded. All motions having been tabled, they are now open for discussion and shareholder questions will be taken related to the motions. Mr. Trachuk, please read any comments or questions that should be addressed.

There are no other questions that have come in.

Thank you, Mark. So discussion and questions regarding items of business are now closed. You'll have 30 seconds to complete your ballot. As a reminder, you can vote for or withhold in respect of PricewaterhouseCoopers LLP as auditor and for or against each director nominee and the other resolutions and items of business. In 30 seconds time, your ballot will automatically be submitted. We'll now take a 30-second recess while the scrutineer completes the votes cast by ballot. [Voting]

Don, the 30-second recess has expired.

Thank you very much, Mark. The scrutineer has now reported to me regarding the matters voted on. On a preliminary basis, I am pleased to report that each of the 7 nominees have been elected as a Director of WildBrain and all motions put forward in this meeting have been passed by the requisite majority, and as such, I declare all resolutions carried. I would ask that the scrutineer compile the report regarding the results of voting on all business matters, and final results will be published on SEDAR and by press release. I am unaware of any further business to be prop before the meeting and subject to any such business being properly brought, I move to terminate this meeting and take such motion as seconded. I declare the motion carried and the meeting terminated. Thank you for taking the time to join our meeting today. Operator, you may now close the call.

This concludes the meeting. You may now disconnect.