...Good morning. I am Rick Hendrix, Chairman of Danimer's Board of Directors. Before turning the meeting over to Rich Altice, our Interim Chief Executive Officer, I'd like to personally welcome each of you to a special meeting of stockholders of Danimer Scientific Inc., which is being broadcast live over the internet. We've convened this special meeting to seek the necessary stockholder approval that would give the board the authority and its discretion to implement a reverse split of our common stock. Having this authority will enable the board to take action necessary to return to compliance with the minimum share price continued listing requirement of the New York Stock Exchange by effecting a reverse stock split. The board believes that having Danimer's common stock listed on the New York Stock Exchange is in the best interest of the company and its stockholders. Danimer's board of directors has recommended stockholders vote in favor of this proposal, and as a stockholder, I've cast my vote in support. With that, I'll now turn the meeting over to Rich Altice, Danimer's Interim Chief Executive Officer and a director of the company, to serve as chairman of this meeting. Rich? Thanks, Rick, and good morning to everyone participating in this meeting. We have one item of business on which the stockholders are voting. That is to approve an amendment and restatement of the company's Fifth Amended and Restated Certificate of Incorporation to effect, at the discretion of the board of directors, a reverse stock split of all outstanding shares of the company's Class A common stock into a lesser number of shares of Class A common stock at a ratio in the range of one for twenty to one for forty, with the ratio within such range to be determined at the discretion of the board of directors, without further approval or authorization of our stockholders. I would like now to introduce other directors of the company on the line at this time. We have John Amboian, Gregory Calhoun, Cynthia Cullen, Steve Croskrey, Rick Hendrix, Gregory Hunt, Allison Leopold Tilley, Dr. David Moody, and Dr. Isao Noda. Also present at this meeting are Mike Hajost, Danimer's Chief Financial Officer, Steve Martin, Danimer's Chief Legal Officer and Corporate Secretary, and Vincent Amodeo, a representative of Continental Stock Transfer and Trust Company, the company's registrar and transfer agent. Mr. Martin will act as secretary of the meeting, and Mr. Martin has advised us that a quorum is present at the meeting. So I declare the meeting duly and lawfully convened. The meeting is now open and ready for business. Mr. Martin, would you please present the notice of the meeting? Sure. Thanks, Rich. I have in my hand a copy of the notice of the meeting dated 23 September 2024, which was also mailed on 23 September 2024, to all stockholders of record as of the close of business on 20 September 2024, which was the record date of this meeting. The notice of the meeting will be filed with the records of the meeting. Will the Secretary present the affidavit of mailing the notice of the meeting? Yes, I have in my hand a copy of the affidavit of mailing, and it indicates that a copy of the notice and proxy statement was duly mailed to each stockholder of record on or about 23 September 2024. The secretary is directed to file the affidavit with the minutes of the meeting. Mr. Martin, will you please present a list of stockholders of the company? Yes. I have in my hand a copy of the list of stockholders of the company as of the close of business on 20 September 2024, which was the record date for the meeting. It shows that stockholders and their respective number of shares entitled to vote at this meeting. This is, this list and, is and has been available to any stockholders for examination and will be filed with the minutes of this meeting. The company has designated Vincent Amodeo, our representative of Continental Stock Transfer and Trust Company, the company's registrar and transfer agent, as Inspector of Elections, to count the votes cast at the meeting in person or by proxy. The Inspector of Election has signed an oath to act as an Inspector of Election, and I direct the secretary to attach this oath to the minutes of the meeting. As previously mentioned, there is one item of business to be acted upon at this meeting. I will first entertain motions for stockholders to vote on these matters. Next, any stockholders desiring to vote at the meeting will be given an opportunity to do so, and finally, the polls will be closed, the votes tabulated, and the results will be read by the Inspector of Elections. The sole item of the business to be acted on at this meeting is a proposal to approve an amendment and restatement of the company's Fifth Amended and Restated Certificate of Incorporation to effect, at the discretion of the board of directors, a reverse stock split of all outstanding shares of the company's Class A common stock into a lesser number of shares of Class A common stock at a ratio in the range of one-for-twenty to one-for-forty, with the ratio within such range to be determined at the discretion of the board of directors, without further approval or authorization of our stockholders. I now ask for a motion to approve the amendment and restatement of the company's Fifth Amended and Restated Certificate of Incorporation at the discretion of the board of directors, as provided in the company's proxy statement. As a stockholder of the company, I move to approve the amendment and restatement of the company's Fifth Amended and Restated Certificate of Incorporation at the discretion of the board of directors, as provided in the company's proxy statement. ... As a stockholder of the company, I second the motion. I hereby declare the polls open to vote on the proposal under consideration and call on stockholders to cast their votes. Any stockholders who desire to vote at this time for any of the matters before the meeting should do so now by accessing the annual meeting webpage and following the on-screen instructions. Please note that you must enter the control number found on your proxy card that you previously received. As an authorized proxy holder, I hereby direct that any shares over which Mr. Hajost and I represent as proxy holders be voted in accordance with the instructions provided by the stockholders for such shares. We will now pause for a few moments to permit any eligible stockholder who wishes to vote through the annual meeting webpage to do so. The polls are now closed for voting on the proposal regarding the amendment and restatement of the company's Fifth Amended and Restated Certificate of Incorporation at the discretion of the board of directors, as provided in the company's proxy statement. Will the secretary report how many stockholders are present in person or by proxy? Yes, there are now present in person or by proxy, the holders of at least 68,098,245 shares of common stock, out of a total of 120,771,640 shares of common stock issued and outstanding as of the record date. This constitutes more than a majority of the shares of the company's issued and outstanding common stock entitled to vote at this meeting, and there is therefore a quorum present. I understand that the Inspector of Elections has tabulated the votes, and I now request that the Inspector of Elections please report the results. Thank you. A majority of the votes cast at this meeting on the proposal to amend and restate the company's Fifth Amended and Restated Certificate of Incorporation, at the discretion of the board of directors, as provided in the company's proxy statement, voted in favor of the proposal, and accordingly, such proposal was duly approved. Thank you. That concludes the items to be voted on at our meeting. As noted in our proxy solicitation materials, stockholders were invited to submit questions directly related to the ballot items in the proxy statement to the company by email in advance of the meeting. There having been no questions submitted, I will now entertain a motion to adjourn. I move that the meeting be adjourned. I second that motion. All in favor, please say aye. Aye. Aye. Aye. Aye. Those opposed, please signify by saying no. There being no objections, I hereby declare this meeting adjourned. Rick, do you have any closing comments? Thank you, ladies and gentlemen, for participating in today's special meeting of stockholders. Should the board choose, in its discretion, to implement a reverse stock split in accordance with the authority the stockholders provided today, the company expects to issue a press release providing relevant information, including the reverse stock split ratio within the range approved by stockholders and the effective date of the reverse stock split in advance of such effective date. Today's webcast has concluded. You may disconnect at this time. Thank you.
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