DAVIDsTEA Inc. (DTEAF) Earnings Call Transcript & Summary

Welcome to DAVIDsTEA's 2020 Annual Meeting. The meeting will come to order. I am Pat De Marco, Lead Director of DAVIDsTEA. In light of the COVID-19 pandemic, DAVIDsTEA asked all shareholders to stay home and to vote by proxy prior to meeting, which many of you have done, and to participate in the meeting by audio webcast. I know DAVIDsTEA shareholders appreciate why we are doing things differently this year and I thank you for your understanding. Subsequent to calling today's meeting, DAVIDsTEA commenced proceedings under the company's Creditors Arrangement Act and has issued a number of detailed press releases. DAVIDsTEA will continue to provide updates throughout the restructuring process as events warrant. As a result, on the advice of our legal counsel, we will not be taking questions during today's meeting. [Foreign Language] We will now start the meeting. With the consent of the meeting, I will act as Chairman. Also, with the consent of the meeting, I will ask Neil Wiener of Fasken to act as Secretary of the meeting; and Francine Beauséjour and Isabelle Vachon of AST Trust Company (Canada) to act as scrutineers, to report on the shareholders present in person and the number of shares represented in person or by proxy at this meeting, to compute the votes on any ballots taken at this meeting and to report thereon to me as Chairman. We will first conduct the official business of this meeting, after which Mr. Herschel Segal, Chairman of the Board and interim CEO of DAVIDsTEA, will provide an update on the company. There are several routine matters to be dealt with at this meeting. To expedite matters, I have arranged for certain persons to make and second the various motions. The election of Directors will be by ballot. Unless a ballot is requested by a registered shareholder or proxy holder, all other votes at this meeting will be conducted by voice vote. I now ask the scrutineers to present their report, and I direct that the report be annexed to the minutes of this meeting as a schedule.

Mr. Chairman, we, the scrutineers from AST Trust Company (Canada), hereby report that there are at least 81 shareholders and/or proxy holders present at this meeting, representing in person or by proxy 17,049,026 common shares, being 65.31% of the total common shares issued and outstanding of DAVIDsTEA Inc., Francine Beauséjour and Isabelle Vachon, scrutineers.

The notice calling this meeting together with the proxy form, management information circular and related documents have been mailed or made available to the company's shareholders and mailed to the company's auditors. With the consent of the meeting, we will dispense with the reading of the notice and with the reading of the minutes of the last minute of -- last meeting of shareholders held on July 10, 2019, and I direct that the minutes be taken as read and approved and that they be signed as being correct. The first item of business is the presentation of the annual report and financial statement and the auditor's report thereon. I now present to the meeting the annual report and consolidated financial statements of the company for the fiscal year ended February 1, 2020, and the auditor's report. Copies of such documents have been made available to shareholders. We will now proceed with the election of Directors. I declare the meeting open for nominations and ask Frank Zitella, our Chief Financial and Operating Officer, to present his nominations.

I nominate Herschel Segal, Susan Burkman, Pat De Marco, Emilia Di Raddo and Peter Robinson as Directors of the company, to hold office until the next Annual Meeting of Shareholders or until their successors are elected or appointed.

Are there any further nominations? Okay. I declare the nominations closed. As DAVIDsTEA has majority voting policy for the election of Directors, we will vote by ballot in order for the votes to be accurately compiled. Herschel Segal has already signed and submitted a ballot in his capacity as proxy holder as did other proxy holders. As all ballots have been submitted and tabulated, I now call upon the scrutineers to present the results of the vote on the election of Directors.

Mr. Chairman, I report that each of the 5 nominees has received a vote of at least 98.72% of all shares voted or withheld from voting.

Thank you. Based on those results, I declare that the 5 nominees have been elected as Directors of DAVIDsTEA Inc. to hold office until the next Annual Meeting of Shareholders or until their successors are elected or appointed. DAVIDsTEA will issue a press release announcing the results and file a detailed report of voting results on SEDAR shortly after this meeting. The next item of business is the appointment of an auditor. I ask Frank Zitella to present his motion.

Be it resolved that Ernst & Young, Chartered Professional Accountants, be, and they are hereby appointed auditor of the company, to hold office until the next Annual Meeting of Shareholders at such remuneration as may be fixed by the Directors and the Directors be and they are hereby authorized to fix such remuneration.

Mr. Chairman, I second the motion.

All those in favor, please say aye.