YANGAROO Inc. (YOO) Earnings Call Transcript & Summary
June 11, 2020
Earnings Call Speaker Segments
Anthony Miller
executiveHi. Good afternoon, and welcome to those of you who are joining this call. My name is Anthony Miller, and I'm Chair of the Board of Directors of YANGAROO, and I'll act as Chair for this meeting. I will ask Antonina Szaszkiewicz of ECS Law Professional Corporation, who are legal counsel for the company, to act as secretary of the meeting; and Louise Waltenbury of Computershare Trust Company of Canada to act as scrutineers. And they will report on the shareholders present in person, and in this case, of course, meeting by telephone and the number of shares represented in person, again, meeting by telephone and by proxy and to compute the votes on any poll taken. I have a form of this meeting, and I ask the notice of annual and special meeting and management information circular dated April 27, 2020, together with all the appendices thereto and the form of proxy, be kept with the records of this meeting. I will now call upon the scrutineers to present his report to confirm whether quorum has been met in order to proceed with the meeting as regularly constituted.
Louise Waltenbury;Computershare Trust Company of Canada
attendeeMr. Chairman, I confirm quorum has been met. We have a total of 24 shareholders in person or by proxy, representing 26,590,938 shares.
Anthony Miller
executiveThank you. The scrutineers' report shows a quorum to be present, and I, therefore, declare the meeting to be regularly constituted. And I direct that the scrutineers report be annexed to the minutes of this meeting. Now before commencing the business of the meeting, I'd like to comment on voting procedure because, obviously, we have some differences now given that we're all doing this by telephone. We've called this Annual Meeting and -- Annual General and Special Meeting for the purposes of fixing the Board of Directors of YANGAROO at 5, electing the 5 directors of YANGAROO for the ensuing year, appointing the auditors of YANGAROO for the ensuing year, approving the amended stock option plan and amending bylaw #1. Each is more particularly described in the management information circular dated April 27, 2020. Now to the best of my belief, the total number of votes attached to the shares represented at the meeting by proxy that were voted against each of the items to be brought before the meeting is less than 5% of all votes entitled to be voted at the meeting. As such, a lesser ballot is demanded by a registered shareholder, who has called into this meeting, each resolution on every matter brought before the shareholders during this meeting will be voted upon by the equivalent of a show of hands. Now obviously, since the meeting is held by telephone, a show of hands is not possible, and it will be affected as follows. With respect to each resolution to be considered today, may I ask the shareholders to state their agreement or opposition by stating yay or nay, and you will be asked to press or star 1 for yay or star 2 for nay. Then there will be a short pause to allow for your yay or nay votes to be counted. Now following the formal portion of this meeting, we'll hold a short question-and-answer period. Shareholders with questions may press star 1 when prompted to get in queue for this purpose. And since shareholders will be able to vote, but will not be able to speak during the formal portion of the meeting, we will quickly pause for a short period before voting begins to allow shareholders to speak with respect to today's matters to be voted upon. Please press star 1 if you have a question or comment related to the formal portion of the meeting and cannot wait until the question-and-answer period following the conclusion of the voting and formal portion of the meeting. I'll now ask for a motion that the reading of the minutes of the Annual General Meeting of the shareholders held on June 26, 2019, be dispensed with and that the minutes be taken as written and approved. May I have that motion, please?
Unknown Attendee
attendeeI move that the reading of the minutes of the previous meeting of the shareholders held on June 26, 2019, be dispensed with and that such minutes be taken as written and approved.
Unknown Attendee
attendeeI second the motion.
Anthony Miller
executiveWill all in favor, please signify their agreement by pressing star 1 for yay or signify their opposition by pressing star 2 for nay? [Voting]
Anthony Miller
executiveThank you. I declare the motion carried. The next item of business is the presentation of the company's financial statements and auditor's report there for the meeting ended -- sorry, for the year ended December 31, 2019. I would suggest that matters arising related to such financial statements be held in advance for the question-and-answer period, which will occur later. I would now request a motion to fix the Board of Directors at 5.
Unknown Attendee
attendeeMr. Chairman, I move that the Board of Directors be fixed at 5.
Unknown Attendee
attendeeI second the motion.
Anthony Miller
executiveThank you. Will all those in favor, please signify their agreement by pressing star 1 for yay or signify their opposition by pressing star 2 for nay? [Voting]
Anthony Miller
executiveThank you. I declare the motion has been carried. We'll move on to election of directors. The terms of office of the current directors is deemed to have expired today. So the notice of meeting and management information circular dated April 27, 2020, contains the names of the persons proposed to be directors of YANGAROO, which are Gary Moss, Anthony Miller, Philip Benson, H. Shepard Boone and Roy Graydon. I now declare the meeting open for nominations.
Unknown Attendee
attendeeMr. Chairman, I nominate Gary Moss as Director of YANGAROO for the ensuing year or until a successor is elected or appointed.
Unknown Attendee
attendeeI second the nomination.
Anthony Miller
executiveThank you, gentlemen. Will all in favor, please signify their agreement by pressing star 1 for yay. Again, signify their opposition by pressing star 2 for nay. [Voting]
Anthony Miller
executiveThank you. I declare that motion carried. Could we have the next nomination, please?
Unknown Attendee
attendeeMr. Chairman, I nominate Anthony Miller as Director of YANGAROO for the ensuing year or until his successor is elected or appointed.
Unknown Attendee
attendeeI second the nomination.
Anthony Miller
executiveThank you. Will all in favor, please signify their agreement by pressing star 1 for yay or signify their position by star 2 for nay. [Voting]
Anthony Miller
executiveThank you. I declare Anthony Miller has received a requisite number of votes cast at the meeting by proxy or in person for election for the ensuing year. The next nomination, please.
Unknown Attendee
attendeeMr. Chairman, I nominate Philip Benson as Director of YANGAROO for the ensuing year or until a successor is elected or appointed.
Unknown Attendee
attendeeI'd like to second that nomination.
Anthony Miller
executiveWill all in favor, please signify their agreement by pressing star 1 for yay or signify their opposition by pressing star 2 for nay. [Voting]
Anthony Miller
executiveThank you. I declare Philip Benson has received the requisite number of votes cast at the meeting by proxy or in person for election for the coming year. The next nomination, please.
Unknown Attendee
attendeeMr. Chairman, I nominate H. Shepard Boone as Director of YANGAROO for the ensuing year or until his successor is elected or appointed.
Anthony Miller
executiveIt's my pleasure to second the nomination. Will all in favor, please signify their agreement by pressing star 1 for yay or signify opposition by pressing star 1 for nay. [Voting]
Anthony Miller
executiveThank you. Now I'm pleased to declare H. Shepard Boone has received the requisite number of votes cast at the meeting by proxy or in person for election for the ensuing year. And the final nomination, please.
Unknown Attendee
attendeeMr. Chairman, I nominate Roy Graydon, as Director of YANGAROO for the ensuing year or until his successor is elected or appointed.
Unknown Attendee
attendeeI second the nomination.
Anthony Miller
executiveThank you. Again, all in favor, please signify their agreement by pressing star 1 for yay or signify opposition by pressing star 2 for nay. [Voting]
Anthony Miller
executiveThank you. I declare Roy Graydon has received the requisite number of votes cast at the meeting by proxy or in person for election for the ensuing year. As a result, the 5 individuals elected for the Board of Directors will hold office until the next annual meeting of the shareholders of YANGAROO, unless the office is earlier vacated in accordance with the bylaws of the company or the Business Corporations Act of Ontario. Thank you. So the next part of the business is the appointment of YANGAROO's auditors for the ensuing year, along with the remuneration to be paid by -- to the auditor, rather. I'll entertain a motion to appoint the auditors of the company.
Unknown Attendee
attendeeMr. Chairman, I move that RSM Canada LLP be appointed auditors of the corporation to full office until the close of the next Annual Meeting of Shareholders at such remuneration as may be fixed by the directors, and the directors be hereby authorized to fix such remuneration.
Unknown Attendee
attendeeI second the motion.
Anthony Miller
executiveThank you. Will all in favor, please signify their agreement again by pressing star 1 for yay or opposition by pressing star 2 for nay. [Voting]
Anthony Miller
executiveExcellent. I declare the motion carried. The next item of business is the consideration of a special resolution to approve the proposed amended stock option plan.
Unknown Attendee
attendeeMr. Chairman, I move that a resolution be made as follows: be it resolved that, a, the amended stock option plan as described in the information circular of the corporation dated April 27, 2020, be and is hereby ratified and approved, and any Director or Officer of the corporation is authorized and directed to do all things and to execute and deliver or to cause to be executed and delivered any documents considered to be necessary or desirable in such directors or officers' sole discretion to give effect to these resolutions.
Unknown Attendee
attendeeI second the motion.
Anthony Miller
executiveThank you, gentlemen. Well, all in favor, please signify agreement by pressing star 1 for yay or again opposition by star 2 for nay. [Voting]
Anthony Miller
executiveThank you. I'm pleased to advise that the motion has been carried. The next item of business is the consideration of an ordinary resolution to approve the proposed amendment to the bylaws of YANGAROO to confirm the ability of YANGAROO to hold future shareholder meetings by telephonic or electronic means only.
Unknown Attendee
attendeeMr. Chairman, I move that a resolution be made as follows: be it resolved that, A, the amendment at paragraph 9 of bylaw #1, in particular, the addition to paragraph 9.21 thereto in the form set forth in Schedule C to the information circular of the corporation dated April 27, 2020, be and is hereby ratified and approved; and B, any director or officer of the corporation is authorized and directed to do all things and to execute and deliver or to cause to be executed and delivered, any documents considered to be necessary or desirable in such directors' or officers' sole discretion to give effect to these resolutions.
Unknown Attendee
attendeeI second the motion.
Anthony Miller
executiveAgain, gentlemen. Thank you. Will all in favor, please signify agreement again by pressing star 1, for yay or opposition by pressing star 2 for nay. [Voting]
Anthony Miller
executiveThank you. I again declare the motion has been approved. Unless there's any other business to be brought before the meeting, this concludes the business of the Annual General Meeting and Special Meeting. Is there any other business to be brought forward to the meeting?
Unknown Attendee
attendeeMr. Chairman, I move that the meeting be terminated.
Unknown Attendee
attendeeI second the motion.
Anthony Miller
executiveThank you, gentlemen. Will all in favor, please signify their agreement by pressing star 1 for yay or signify opposition by pressing star 2 for nay? [Voting]
Anthony Miller
executiveThank you. I declare the motion has been carried. And this, gentlemen -- ladies and gentlemen, completes the business of the Annual General and Special Meeting of YANGAROO. I wish to thank you for attending, particularly via telephone like this. And if there are no objections, I shall declare the formal portion of this meeting concluded. It's now my pleasure to pass the meeting to Mr. Gary Moss, who is the Chief Executive of YANGAROO, to provide a general report on the company's status. Thank you.
Gary Moss
executiveThank you, Tony. I'd like to welcome everybody to the 2020 AGM. Thanks, everybody, for dialing in. I hope that we can meet in person in the not-too-distant future. I'm going to spend a little time reviewing the Q1 results again. But despite the strong start to the year, I'm sure you are all interested in a more current update. While I can't discuss specific results so far in the current quarter, I will review our business generally in light of the overall business impact of COVID-19. I'll also provide a divisional business update, some of the specifics of our response to the pandemic and our view of the financial stability of the company. At the end, the operator will open the lines up for a Q&A session. The Q1 results. I'm sure that you've all seen the Q1 results already, but I think it's useful to review them briefly again as a backdrop to this presentation. Consolidated revenue for the quarter was $2.4 million compared to $1.6 million last year and $1.8 million in the first quarter of 2019. The revenue produced $560,000 in positive EBITDA for the quarter, a [core D] record for revenue and profit. As stated in our Q1 financial disclosure, we had exceptional growth in our Advertising division revenues during the first quarter. Excluding the transitory and nonrepeating political spending, the underlying Advertising division revenue grew more than 20% year-on-year. This growth comprised of new clients coming on board and increased volumes from existing clients, and was tracking well ahead of our expectations. This is perhaps the most important metric, a key indicator that our commitment to service and our value proposition is resonating in the advertising target market. The Entertainment division continued to deliver results broadly in line with expectations. We will announce an exciting new and unique product offerings over the next few months, which will fill a need in the market and will enhance our competitive differentiation in this line of business. The broader positive takeaway from our Q1 results is the company's ability to scale the business without a corresponding increase in overhead and while maintaining consistently high gross margins. We maintained a high level of customer service and saw no reduction in productivity or throughput during this period. We are confident that once revenues increase again through organic or nonorganic initiatives, we will maintain our current margin profile. The COVID-19 impact and the -- on the Advertising division. There's been a lot of press about the impact of the pandemic on the advertising industry. While some of the industry headline members are distressing, they relate to overall marketing dollars spent and are in aggregate of trends in multiple industries. As a reminder to everyone, YANGAROO's revenues results from the distribution of spots to the broadcast destinations. While a number of destinations might vary in accordance with the overall client advertising budget, there is not necessarily a direct correlation between the total advertising spend and the campaign distribution pattern. YANGAROO's advertising activity did slow dramatically in April and May due to industry uncertainties relating to the COVID-19 pandemic. However, we are now seeing advertisers beginning to bring new creative to market now that the stay-at-home restrictions are being loosened across North America. Refreshing creative benefits us more than extended airtime so the resumption of the creative refresh process should signal the start of the recovery for us. In addition to this, some of the other specific indicators to bear in mind are: the composition of our client base has more of effect on our revenue trends than is reflected in the overall industry statistics. For example, we do not have any significant exposure to those industries that have been hardest hit by the pandemic, such as the travel and hospitality industries where spending is off by as much as 80%. In fact, most of our clients have continued to advertise, be it at a reduced level. While we continue to be active in our business development efforts, the process has slowed as companies adjust to the new work environment and assess the impact of the pandemic on their own businesses. However, as with other positive signs we are seeing, these discussions are resuming as well. While we cannot predict specifically how things will unfold, we believe that there are 2 issues that might signal a return to normal for some of our clients. First, the gradual reopening of some sectors of the economy. And second, the resumption of live televised sports over the next few months. 25% percent of the overall marketing budgets in North America in 2020 were tied to live sports, so this is likely to be a key catalyst to increased activity. We believe it will take time for overall air spend to recover to previous levels. But I remind you that YANGAROO's revenue is based on the servicing of new creative to television on radio -- and radio, not how often those sports air. Barring any unforeseen circumstances, we expect to see some increase in business during Q3 and Q4, although it is too soon to forecast specifics. In fact, a recent industry article just came out this week, speculates that April was the low point for the industry, and overall, the numbers in May and June have been encouraging. I'll talk about the entertainment division now. The music division has been resilient over the last few months. The general level of music service to radio and television have not changed appreciably. Honestly, using this downtime normally spent touring to create new content, and we have seen a very active independent artist community, in particular, use our service. The new product offerings developed internally, combined with collaborative third-party deals, will provide significant enhancements to our music solution over the remainder of the year. These are items that the market has been asking for, and we'll be first movers in providing these solutions. I look forward to updating you in more detail on each of these programs once they have been formally launched and are in market. Our award show clients have found new and creative ways to host their shows virtually. While some schedules have shifted, the timing of recognizing this revenue during the current fiscal year will shift a little, but we do not expect the full year to be impacted materially. YANGAROO's COVID-19 response plan, and what have we done to address this. The work-from-home transition was very quick with very little loss of productivity and customer service. I want to take this opportunity to thank our staffs who have stepped up during this challenging period to ensure we haven't lost a beat. We currently plan to start a partial return to work from our offices on September 1, with significant ongoing work from home and rotational work schedules to accommodate physical distancing and hygiene guidelines. This is based on current guidelines from government and health authorities, and we will adjust accordingly if that changes. For YANGAROO, what is the new normal? Will we expect a permanent partial work-from-home model? While we have likely heard companies announce permanent and comprehensive remote work plans going forward, we believe a hybrid approach is best for YANGAROO. While we are still in the planning process, we believe that over the longer term, this will relieve pressure on office space needs and result in cost savings over time. YANGAROO does qualify, as well, for the Canadian Federal Wage Subsidy program, and we have accessed this program. We've used these funds to avoid any significant staff layoffs and maintained the velocity in technical development, platform enhancements and superior customer service. We have also, as one would expect, instituted strict cost controls, including significantly lower G&A and marketing spends. Based on current trends, we expect our cash reserves to be adequate to see us through this crisis. I'll spend a little time talking about the technical updates we've been working on. We continue to develop new enhancements for our clients and maintain the platform in the normal course of business. Some of the initiatives we are currently working on include finalizing the advertising clearance platform, which we've announced previously. We will release more information on this shortly. We have launched our new look website, and I encourage all of you to please visit the site. Besides a more contemporary look, the information has been updated to provide more of a resource to our clients and prospects. Feedback since the launch has been very positive. As I've mentioned before, we are developing new music offerings previously mentioned, and we're collaborating with third-parties to provide us with new revenue-generating opportunities. Again, more to be announced in the back end of the year. We also have other projects in development, and they will be announced as they are rolled out to the market. In terms of our balance sheet management, although it's difficult to forecast the impact of COVID-19 on our business for the remainder of 2020, we have a strong balance sheet and working capital position resulting from the positive Q1 results. We plan to utilize this relative strength in ensuring our business, employees and shareholders come out of this crisis on a strong footing. We have ongoing discussions with various Canadian financial institutions to ensure we have access to competitive operating loan terms. And in addition, we have also initiated discussions around financing options for any strategic options we might identify and wish to pursue. These discussions are preliminary, and there are no details regarding deals or additional banking arrangements to announce at this time. In conclusion, a strong start to the year, a rapid response to the sudden decline in business and the relief provided by the Canadian government have given us a runway to not only survive the COVID pandemic, but hopefully barring anything unforeseen, exit this crisis financially sound and on a strong competitive footing in all areas of our business. It is appropriate that I close my remarks with a thank you to the YANGAROO team. You have adapted, been resilient and have not missed a beat. Despite unprecedented times, you have managed to maintain the highest level of service to our clients and have continued to work to ensure we always provide industry-leading solutions in all areas of our business. I couldn't be more proud. And with that, I hand you back to the operator for Q&A. Thank you.
Operator
operator[Operator Instructions] We do have some questions. Our first question is from [ Jim Moore ].
Unknown Shareholder
shareholderCan you hear me, gentlemen?
Gary Moss
executiveWe can hear you, Jim.
Unknown Shareholder
shareholderOkay. Yes. I have a couple of questions. I missed last year's meeting. But 2 years ago, Gary, you talked about an initiative with the Hispanic community that placed you, YANGAROO, in a unique position to approach this market. I'm curious to sort of how successful of that is. What percentage of your current advertising revenue is represented by this? And what's the outlook going forward?
Gary Moss
executiveThanks, Jim. The rollout in Latin American markets has been pretty successful. We -- I don't have the numbers on the top of my head as to how much it constitutes of total revenue. It's a decent amount. It's not hugely significant. However, as I've discussed in the past, the main reason for getting into that line of business, in addition to the incremental revenue, which really opened a relationship with those agencies that service Latin America primarily out of Miami and then extend those relationships back into the major advertising markets, which we've done, so I can tell you that a significant amount of the incremental business that we've developed over the last 18 months has been as a result of those -- the extension of those relationships back into New York and L.A.
Unknown Shareholder
shareholderAll right. Do you think -- I mean is it 10%, 20%, do you think? Or what?
Gary Moss
executiveI'd say, specifically, the revenue attached to the Latin market's probably less than 5%. The knock-on business from the extension, some of that is pretty new. That has been affected by the market that we're in, so I expect it to be reasonably significant by the end of the year. I don't have numbers right now as to, obviously, to where I think that's going to land up. But it has been a successful initiative.
Unknown Shareholder
shareholderAll right. Another issue we've talked about in the past was long form. And I remember YANGAROO had an advantage over the competition in terms of technology that basically your technology works. Now I still see long-form ads appearing on television. I'm just wondering, where is that in your business?
Gary Moss
executiveThat's similar to the Latin initiative. About 10% of our -- 10% to 15% of our advertising sales is long-form related, so it is reasonably significant. But again, that really is another arrow in the quiver, Jim. We can't, for example, go in and bid on the broader business that's available out there unless we operate in all areas of the business, short form and long form. So as a stand-alone, long form is pretty significant. But again, it's opened doors for us to go in and bid on some pretty large accounts. Whether we get the long-form business from those accounts, and that doesn't matter. Really, we're after long-form and short-form business. So again, it's just another part of the business that we need to be in to be able to compete with some of the bigger companies.
Unknown Shareholder
shareholderAnd with -- given the growing popularity of streaming and people paying for things with no advertising attached to them, what is this doing to the overall market for TV advertising?
Gary Moss
executiveLet's go back prior to COVID because the numbers are all over the place since then. But the numbers in TV advertising over the last 2 years, and we've spoken about this before, have declined. There's no doubt about it. But it's still in excess of a $40 billion a year market in North America. The more interesting thing though is we certainly saw the flight of dollars from traditional TV to streaming or to -- I'll call it, to digital, because a lot of the streaming is subscription supported, not advertising supported. But what we've heard over the last 12 to 18 months is, because of the difficulty accounting and auditing the effectiveness of digital or advertising on digital platforms, some of those dollars have moved back to TV. So the last set of numbers I saw for 2018 going into 2019 was actually a slight increase in spend on television again. So certainly -- and I would also just remind you that if an ad gets placed to a digital destination, we service that ad as well. I'll call it to the main digital destination. So for us, as part of the distribution network that we service to a degree, obviously, conventional TV is still the bulk of the business.
Unknown Shareholder
shareholderAll right. Okay. Last question concerns your options plan. And I guess just a little -- this is a simple calculation. 14% basically doubles your shares outstanding at -- if you do that every year for 5 years, and it ends up giving you a pretty healthy growth rate that you have to produce in terms of the business overall in order for me as a shareholder with a fixed number of shares to benefit. I'm just wondering what does going to 14% give you that you didn't have before in operating your business?
Gary Moss
executiveIt just gives us another -- it raises the headroom and the option pool by 2% of the share pool. So it's not that significant, Jim. We literally ran out of headroom in issuing options to employees. And we also -- the overall option pool declined because of the share buyback. So it's just another couple of percent. So it's not that significant in the scheme of things.
Unknown Shareholder
shareholderBut at 14%, I mean you double the shares outstanding in 5 years. So you have to produce a pretty healthy growth in your business in order for me as a shareholder with a fixed number of shares to find this to my benefit.
Gary Moss
executiveNo. We're fixing the plan at 14%. We're not talking about doubling it every year.
Unknown Shareholder
shareholderNo, no. In 5 years, I said it doubles, doubles the share if you do 14% a year.
Gary Moss
executiveNo, no, no. We're not doing 14%. The resolution is to fix the option pool at 14% of the issued shares, and that's where it stays.
Unknown Shareholder
shareholderFor what period?
Gary Moss
executiveIndefinitely.
Unknown Shareholder
shareholderOh. So this is not 14% in any single year?
Gary Moss
executiveNope. No. No. No. That's the overall option pool.
Unknown Shareholder
shareholderAnd so if you want -- once you use those up, it takes 2 years for you to use those up, you have to come back and ask for it again?
Gary Moss
executiveCorrect.
Operator
operatorOur next question comes from [ Trevor Cruik ].
Unknown Attendee
attendeeGary, first off, great quarter for the company there. Everybody, can you hear me?
Gary Moss
executiveYes.
Unknown Attendee
attendeeGreat. Yes. I'd love to spend a bit of time here just getting a bit of an update on sort of the Board of Directors. And we've got a new addition: Michael Durance. And can we sort of talk about what he brings to the Board and where his expertise might be helpful for the company moving forward?
Gary Moss
executiveWell, on a go-forward basis, and obviously you're affected in the resolutions we just voted on: Shep Boone and Roy Graydon, all the directors, and Phil Benson of the independent directors on a go-forward basis as well as Tony Miller as Chairman. So Michael was on the Board for an interim period. And as of the termination of the AGM today, he isn't on the Board any longer. And we can certainly thank him for the time that he gave us and valuable counsel he gave us for the short time that he was on the Board. But the new addition to the Board going forward is Roy Graydon and Shep Boone.
Unknown Attendee
attendeeOkay. Well then, maybe let's skip over to Shep Boone. I understand he's got a large equity position in the company. Quite vested. Can we talk about sort of the decision-making process from the Board there or what kind of value-add to be expected?
Gary Moss
executiveWell, Shep has been involved with the company for a long period of time. He's our largest-single investor. And he's got a lot of experience investing in companies, helping companies grow access to capital, which I think is going to be particularly important for the company going forward as we assess our strategic options. And as the largest shareholder, we certainly value having Shep, I'll call it, inside the business now having a much more active role in how we move forward. He's been active as a shareholder, and now he's stepped up to the Board with a lot of institutional knowledge. So we look forward to working with Shep going forward.
Unknown Attendee
attendeeOkay. And when it comes to Mr. Gerry Hurlow, was there any additional color about his resignation?
Gary Moss
executiveNope. Nope.
Unknown Attendee
attendeeOkay. He left the business to focus on his other business endeavors?
Gary Moss
executiveCorrect.
Unknown Attendee
attendeeAnd the Board's determination to immediately terminate a small partition of his furloughs options, how did the Board come about that decision?
Gary Moss
executiveThat was Mr. Hurlow's decision. It wasn't the Board's decision. He -- as part of managing his overall investment portfolio, he didn't feel as though he was going to exercise those options, and he canceled them and put them back into the pool. So his decision.
Unknown Attendee
attendeeInteresting. Okay. Now when the company talks about its nonorganic growth strategy, what type of criteria would the management and the Board of Directors be using to determine if the acquisition is a good fit?
Gary Moss
executiveI mean we're going through that process right now. Certainly, advertising market, as we've identified before, is the growth market, put more opportunities for us from an M&A standpoint in particular. And certainly, I'd say, in the shorter term, we would look at companies that have a similar operational profile to us in the same business that's more of a tuck-in with an existing book of business. So we're not -- longer term, we may look at other technology plays and things like that. But for now, we're looking at a pretty simple strategy of looking at like-minded companies.
Unknown Attendee
attendeeAnd do we have any sort of variance on maybe the highest multiple or the highest EBITDA multiple we might pay for some type of acquisition? Or any sort of framework that the investor can sort of understand?
Gary Moss
executiveWe're busy assessing that now. And honestly, given that we may be out negotiating with companies, probably not a good idea to negotiate in public. So certainly, we'll come back to the market with details of deals as and when we have them.
Unknown Attendee
attendeeOkay. And then presumptively, what should investors be expecting or thinking about in how YANGAROO would pay for an acquisition of such nature?
Gary Moss
executiveAgain, that's going to depend on the size of the acquisition. We are talking -- as I've said in my address, we are talking to financial institutions. It's a pretty good environment right now to borrow money. How much we borrow, if we borrow, percentage of debt-to-equity in a transaction is all going to be dependent on each individual transaction, what our shareholders might want to do, what the sellers might want to do and how much a deal may be worth. So again, we're pretty flexible at looking at options, but there's no specifics to really talk about at this point.
Unknown Attendee
attendeeOkay. And then can the company expect any share buybacks moving forward, or any thoughts around that?
Gary Moss
executiveWell, we do have a share buyback program in place, but we have suspended it. We suspended it back in March with the pandemic, obviously, wanting to preserve cash and the uncertainty. So once we're through all of this and we have better visibility on a go-forward, the intent is to resume that buyback program.
Unknown Attendee
attendeeOkay. Okay. And then any comments towards small insider sales by Gerry Hurlow?
Gary Moss
executiveAgain, that's a question for Gerry. It's his decision. And in fact, Gerry is no longer an insider as I believe he's now below 10% in any event. But that's his decision.
Unknown Attendee
attendeeOkay. Any other things that we're not asking about the business that maybe we should be asking about the business over the next 12 and 24 months?
Gary Moss
executiveNope. As we get some clarity, certainly, we'll -- when we release our quarterly statements on a go-forward, as we get clarity on the market, we'll certainly let everybody know. But I think we've said everything, I think, that we want to say at this point. I believe that there are no other questions. With that, I would thank everybody for joining us on this call. I hope to see everybody soon. Thank you very much. With that, we will terminate the call. Thank you.
Operator
operatorThe conference has ended. Please disconnect.
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