Thunderbird Entertainment Group Inc.

Thank you for joining us. We are here to provide a corporate update and report on Thunderbird Entertainment's group fiscal 2023 Q1 results, which ended September 30th, 2022. Speaking on today's call is our Ms. Jennifer Twyner McCarron, Thunderbird's CEO, and Ms. Barb Harwood, Thunderbird's CFO. Ms. Twyner McCarron will provide a strategic overview of Thunderbird's entertainment group and Ms. Harwood will review the company's Q1 2023 financials. Following the corporate update and financial review, the call will open for questions and answer sessions. If you would like to ask a question during this time, simply press star then the number one on your telephone keypad. Alternatively, if you have any questions, you can call 1-604-683-3555 or email investors at thunderbird.tv and the company will follow up directly after the call. At this time, all lines have been placed on mute to prevent any background noise. I like to remind everyone that certain statements made on today's call will be forward looking and constitute forward looking statements or forward looking information under applicable securities law. Following Forward-looking statements and information discussed on the conference call include, but are not limited to, statements with respect to the success of certain productions, the robustness of the production development slate, the ability of the company to maintain the infrastructure, and people to capitalize and exploit future IP opportunities. The future potential of the current production, the company's objectives, goals, or future plans, the likelihood that the company will continue to get bigger and better, and the business and operations of the company. Forward-looking statements are necessarily based on the number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risk, uncertainties, and other factors which may cause actual results and future events that differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to, general business, economic and social uncertainties, litigation, legislative, environmental, and other judicial, regulatory, political, and competitive developments. And those additional risks set out in the company's management discussion and analytics. For the years ended June 30th, 2022 and 2021, filed October 19th, 2022, and other public documents filed on CDARS at www.cidar.com. Although the company believes that the assumptions and factors used in preparing these forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply at the date of this presentation, and no assurance can be given that such events will occur in the disclosed timeframes or at all. Except where required by law, the company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. For your convenience, the MD&A and unaudited financial statements for Q1 2023, which ended on September 30th, 2022, and related news released are filed on SADAR and are available online under the investor section of our website. We do not expect to update forward-looking statements continually as conditions change. This conference call is being webcast live and the archives will be available on the company's website at www.thunderbird.tv following today's call. Please note that Thunderbird reports in Canadian dollars on less otherwise stated. Ms. Twyner Cannon will now provide the corporate update.

Hi, thank you so much. My name is Jennifer Twyner McCarron, and I'm the CEO of Thunderbird Entertainment Group. On behalf of the company, I'd like to thank you for joining today's call to discuss our Q1 2023 results, which ended September 30th, 2022. Thunderbird CFO Barb Harwood is with me, and we appreciate you joining us. Once Barb and I are finished, we'll be more than happy to answer your questions. Please note that we will limit questions today, and while we are prepared to answer any questions about the quarter and our outlook, we will not answer any questions about the proxy contest. As you know, we have postponed our annual general meeting, which was to have taken place on December 6, 2022, for everyone to properly consider the announcement by VOSS around its nomination of a competing slate of directors for election to Thunderbirds board. The idea is that this will allow time for all shareholders to have all of the information required to allow them to assess the merits and qualifications of all board director nominees before going to vote. As Barb will discuss shortly, our revenue grew substantially in the first quarter from a year earlier. This is on top of a solid 34% increase in the fiscal year ending June 30th, 2022 from a year earlier. With regards to the year, overall Q3 and Q4 of this fiscal year are forecasted to be our strongest quarters. When Barb is finished with the financial update, I will share updates that continue to build on the company's established track record of successful programming. As the company's CEO, I truly consider it a privilege and also my responsibility to work with and for all of Thunderbird stakeholders, employees, leadership, all clients, all partners, and our shareholders. While the company has entered into a public proxy fight, unfortunately, I do want to emphasize that I remain so committed to leading Thunderbird's growing team of 1,400 employees across four cities with the same enthusiasm in our efforts to create meaningful content that informs, inspires, educates, and provides, hopefully, a happy escape for people, now that's needed more than ever. We are continuing to focus on running a very healthy, growing company, and demand for Thunderbird's A-plus, high-quality content remains higher than ever. Over to you, Barb.

Good morning and afternoon, everyone, depending on where you are, and thanks for joining us today. Here are the highlights of Thunderbirds Q1 2023. As Jen mentioned, the company recognized revenue of $43.7 million in the three-month end of September 30, 2022, an increase of 25%, or $8.6 million, over the comparative quarter. Both the number of episodes of IP projects delivered and recognized and the number and magnitude of production services projects increased quarter over quarter 45 total half hours of ip deliveries in the current quarter compared to 32 total half hours in the prior year's first quarter production services revenue for q1 2023 increased by 19 or 4.7 million over the comparative quarter due to an increase in the number and size of contracts This revenue consists primarily of animation production services, which experience continued growth. Projects with significant revenues during the quarter include Princess Power and Marvel Spidey and His Amazing Friends. Licensing and distribution revenue, which is our owned IP, increased by 47%, 4.2 million, for Q1 23 over Q1 22. mainly due to the delivery of six episodes of the scripted series, Reginald the Vampire, seven episodes of the scripted series, Strays, season two, and 13 episodes of three unscripted series, Gut Job, Dead Man's Curse, both in their first season and Highway Through Hell, season 11, in the current quarter. In the comparative quarter, 10 episodes of season one of Strays and 11 episodes of Highway Through Hell, season 10, were delivered. Library sales, which are both sales of Thunderbird's owned IP after the initial window, and third-party distribution, remained consistent for the three months ended September 30, 2022, compared to the comparative quarter. Gross margin, which represents total revenue less total direct operating costs, was $9.5 million for Q1, 2023, compared to $10.2 million for the comparative quarter, a $700,000 decrease. Gross margin percentages for Q123 was 26.6% compared to 29.2% for the comparative quarter. The decrease in gross margin and gross margin percentage is attributable to the different genres of IP series recognized in the quarter, which vary in their gross margin profiles, as well as timing of production service scheduling and the jurisdiction where the service work is being undertaken. Typically, the margins on production service work are less at the beginning and end of a series cycle when there is less labor-driven tax credits to accrue against the production costs. Adjusted EBITDA decreased 35% from $6.3 million to $4.1 million quarter over quarter. The decrease is attributable to the recognition timing of IP series mentioned before and production service scheduling mentioned with respect to gross margin. Additionally, With talent at a premium, the company continues to invest in retention and hiring of key employees and software and technology upgrades to deliver industry-leading quality programming that will further facilitate long-term growth. And now Jen will take you through some corporate updates.

Thanks, Barb. As of September 30, 2022, the company had 28 programs in various stages of production for 17 clients. Of the 28 programs and productions, 10 were Thunderbird IP and 18 were service productions. Two of the productions that are recognized as service are actually partner managed, where the productions are fully funded by the partner with an increased profit boost and a piece of the backend and entirely managed by Thunderbird. As a result, Thunderbird is entitled to receive a percentage of the net profits from merchandise and licensing across all cross-media exploitations. At the end of Q1 2023, the company was in various stages of production on 18 animated series. These programs include Oddballs for Netflix, which was one of the most successful launches for our company and continues to remain in the top 10 of all kids' programming, Molly of Denali Season 2 for GBH and PBS, Cocomelon Lane for Moonbug for Netflix, Young Love for Sony and HBO Max, Teenage Euthanasia Season 2 for Adult Swim, and Little Demon for FX Network, among others. Princess Power, a partner-managed production for Netflix that Atomic developed with Alison Oppenheim, Savannah Guthrie, and Drew Barrymore's Flower Films, was announced. This production optioned and developed by Atomic, and we have a very healthy piece of the back end. Subsequent to the quarter, the National Academy of Television Arts and Sciences, also referred to as NATAS, unveiled the nominations for the first annual Children's and Family Emmy Awards. And we are incredibly proud that two of our shows received nods. PBS Kids series Molly of Denali, produced by GBH with Atomic Cartoons, received two Children's and Family Emmy nominations. This series is nominated for Outstanding Preschool Animated Series and Outstanding Writing for Preschool Animated Programs. Atomic produced Lego Star Wars Terrifying Tales, also received a Children and Family Emmy nod for outstanding sound mixing and sound editing for an animated program. Congratulations to our partners at Lego and Lucasfilm and sound masters at Skywalker Sound. We could not be more proud of all of these amazingly talented teams. Children and family content represents the fastest-growing genre for NATIS, with a 23% increase in the last two years. We are thrilled to see these additional categories of recognition, which further highlight an area of the industry that is experiencing unparalleled growth. We are also excited to share Smart Technologies' announcement that our IP series, The Last Kids on Earth, which was produced by Atomic Cartoons and based on Max Berlier's best-selling novels, has been licensed for a digital battle card game. The Last Kids on Earth, hit the deck, will be made available for free to U.S. schools with smart boards and will also be available for purchase by consumers in early 2023. Shifting focus, the company was in production on six unscripted series and one documentary, Mud Mountain Haulers, season two, Highway Through Hell, season 11, Heavy Rescue 401 Season 7, Dead Man's Curse Season 1, Styled Season 2, Dr. Savannah Wild Rosette Season 2, and After the Storm, a documentary based on the 2021 flooding in BC, which will premiere on December 15, 2022. And on our scripted side, the company was working on Strays Season 2 and Reginald the Vampire, both of which premiered this fall. Great Pacific Media also announced that it teamed up with Wattpad, Webtoon Studios, and began production on a young adult film called Boot Camp, based on Gina Musa's hit global Wattpad novel of the same name. Great Pacific Media acquired the film and television rights to this coming-of-age story based on the web book, which has over 26 million reads. We will let you know when you can look for it in an upcoming movie of the week, and we're very excited about it. In fiscal 2023 Q1, we continue to execute on the company's long-term growth strategy to create, own, and distribute award-winning content, which is anchored by our reputation for producing a broad range of A-plus content that streams and is broadcasted on a diverse portfolio of platforms from PBS to Netflix, Disney Junior to Discovery Canada and CBC, plus so many more. We have great relationships with our clients and our teams are not only talented, but also known for their commitment to excellence. And the team's approach drives us forward. From a 30,000 foot view, there are so many exciting things going on at Thunderbird. Our development slate is robust and exciting and full of possibility with the exciting kids and family unscripted and scripted productions that we are exploring. While we often need to wait to share updates on shows and development until we have something tangible and concrete, I would be remiss if I didn't share that there is a ton of positivity and excitement around the work we are doing and great potential. When I think about where we've come from and where we're going, I'm filled with optimism for everything that we're doing. The Thunderbird story is only going to get bigger and better. Before starting our Q&A, I do want to underscore Thunderbird's commitment and the leadership team. We work for all stakeholders. We truly want to hit this out of the park for everyone and believe that empowering the entire team drives and produces the best results for everyone. Thank you so much to all of our stakeholders for investing your time, talent, energy, and dollars into our story. We are also going to be hosting a webinar with our IR from Bristol on December 14th. This will be hosted at 2 p.m. Eastern or 11 a.m. Pacific. We'll have an updated deck and stay tuned for more information about that webinar. Now, Barb and I are pleased to take any questions that you may have.

Absolutely. If you would like to ask a question, please press star followed by one on your telephone keypad. If for any reason you would like to remove that question, please press star followed by two. Again, to ask a question, press star 1. If you're screaming today's call, please dial in and enter star 1. As a reminder, if you're using a speakerphone, please remember to pick up your handset before asking your question. We will pause here briefly as questions are registered. The first question comes from the line of David McFadden with Cormark Securities. You may proceed.

A couple of questions. So first of all, when you talk about the latter half of this fiscal year being your strongest quarters, are you talking about EBITDA, revenue, or both?

Both, I would say. Barb, do you want to add to that?

Yeah, I would say EBITDA.

Okay. Care to say that, you know, about, say, 50% of EBITDA would come in the back half or 70% of EBITDA would come in the back half? I know you don't like to give guidance, but I was just wondering if you'd give any clarity on that.

No, I'm afraid not. Sorry, David. Okay.

All right, no problem. So, I mean, it hasn't been that long since... fourth quarter conference call. But I was just wondering, have you noticed any change in the demand for your services given it seems like we're going into a tougher economic environment here? I was just wondering, has there been any change or is it still pretty much the same?

No, we haven't noticed any. We're still definitely a studio that's in demand because of the amazing talent here and the type of major brands that we're working on. Most streamers and buyers are generally looking for a hit. What we have noticed in delays for green light, like people are holding on to things a little bit longer as they search to make sure they're doing a lot of testing to make sure that they've got that hopefully the right mix for a perfect hit. Again, buyers are focusing less on quantity and more on quality. and not push, you know, what we're observing is a lot longer lead up time to get going.

Okay, okay. Okay, that's it for me. Thank you.

Thank you, David. Thank you. Thank you. The next question comes from the line of Michael K. with K Associates. You may proceed.

Yes, thank you. What do you think needs to be done to get the company to at least break even or make a decent profit? What changes do you have in mind in terms of product mix and other areas that would be helpful in that realm?

Barb, do you want to address the financial and then I'll get into the qualitative?

Yeah, we're often based on adjusted EBITDA and our adjusted EBITDA has been very strong since we went public. We've been increasing our adjusted EBITDA by over 30%. And so when you mentioned break-even, we often look at adjusted EBITDA as the measurement that everybody else looks at and that has been incredibly healthy.

Yeah, and we also have no debt and our cash flow positive. So I'm not sure I understand what financial metrics you're looking at to wonder about breaking even, Michael.

Well, I mentioned making a profit. In terms of making a profit, the company is not profitable as measured by standard accounting metrics.

Okay. Well, I think the metrics by which we've been holding ourselves to are positive and But certainly if you want to set maybe a follow-up separate call, we can walk through the financials with you. With regards to the qualitative, we are continuing to focus on owned IP that we can lift and monetize on our own. We are continuing to expand in our service work, working with great clients and great brands. We are looking to move our factual division more U.S. facing We have started a premium scripted division for which there's some good news. So taking to the core of our business, which is to create high-quality premium content and then continuing to seek and be successful in all ways of monetizing that content.

Thank you very much, and have a happy Thanksgiving.

You too. Happy Thanksgiving. Thank you for calling in.

Thank you. The next question comes from the line of Adam Wark with Greystone. You may proceed.

Adam, how are you?

Yeah, I'm doing well.

Thanks. How about yourself?

Good. Thanks for calling in. Good to hear from you.

Yeah, thank you very much for taking my question. I really appreciate it. I joined late, so I apologize if this was already covered, but Are you guys able to comment on this situation with Voss Capital and the notice they sent, given the stock sort of continues to languish despite the fact that you guys are executing really well? I'm wondering if there's a way maybe for you to work with them on driving shareholder value through a transaction or capital market events in the near term, or I'd just love to kind of hear how you're thinking about that and also be happy to follow up offline as well.

Absolutely, Adam. right now leadership we're taking the position to just you know as a leadership team really to focus in on just trying to continue to run healthy operations um our my view our our view is that we work for all shareholders equally um and so we are trying to hit it out of the park equally for all shareholders and right now i believe the best use of management's time is just to continue to focus on the work um certainly um you know, we'd like to see everything resolved as quickly as possible because it is, you know, we don't want anything to ever hurt the business. But, you know, that's sort of the blanket statement. I hope that's acceptable to you.

Sure. Yeah, I appreciate it. And thanks for taking my question. That's it for me. Keep up the good work.

Okay. Thanks for calling in, Adam. Appreciate it.

Thank you. Again, if you would like to ask a question, please press star 1. The next question comes from Colin Rowe with Stonic Point. You may proceed.

Hey, Colin. How are you?

Hey, Jen. Good. I'm doing well. Thank you. I won't wish Canadians a happy Thanksgiving, but you can celebrate abroad with us.

Hey, we celebrate our U.S. friends.

All right, great. I have a couple questions. First one was on maybe just any more color commentary you could give on your IP pipeline. I know you all have been hesitant in the past to talk about things that aren't already sold or already delivered and can't announce shows that buyers haven't announced themselves. but I feel like it's still a bit hard to tell from the slide deck, from any of the commentary, what you expect to be hitting over what period of time. Maybe I'm foreshadowing the December event, but I'm also worried that the December event becomes the January event or the March event or the June event. So I don't know if there's anything you can say today. Maybe you just don't want to speak too soon if you're going to do this event, but just wanted to clarify.

No.

if you can say something.

Definitely. So we do, to your point, Colin, hope to provide more clarity at the December webinar. We're working with all of our partners. Oftentimes, you know, we never want to hurt a project that's getting lifted by speaking ahead of it and then our partners don't want us to do that. I can say that we had, you know, our most successful outing to MIPCOM in October. which the main focus was lifting, selling our own IP. So that was a really exciting market. And again, we're going to work really hard, even with everything going on, to keep that December 14th date and hopefully be able to provide a little bit more visibility at that time because it's a fine dance between wanting to manage all of our shareholders and communicate the work and then not ruin getting the work lifted by upsetting any of our buyers, which I'm sure you can understand.

Sure. Well, I look forward then to maybe some more information in December. I think it's valuable for shareholders to get a better understanding of how you expect IP, atomic IP at least. I know you have lots of great Pacific media IP, but atomic IP to start to flow into numbers. and what else is potentially in the pipeline. Absolutely. The second question may be for Barb, and I know you guys don't like to guide, so I'll ask in a different format. But I think it's obviously an impressive top line. But if we look at production services gross margin for the quarter, it's probably the weakest I've ever seen. And maybe you could just help everybody understand that. some of the puts and takes there, why that happens and how you might expect it to ramp back up if it does ramp back up. Because that's kind of, you know, the question about profitability. That number is really hard to understand what the flows are there. And I think there's been a lot of investments. So maybe you could just give a little more color on what we're seeing happen to that margin.

Yeah, you bet. Hi, Colin. There's a couple of things happening there. The first is that the gross margin profile of some of the production services shows is kind of like a bell curve. So as you start or end a show, the gross margin is much lower than where it is in the middle. And the reason that happens, especially at the beginning, is we do a lot of sort of the pre-production work or early production work in the US where we don't get tax credits on it. So we are not accruing tax credits against the cost, bringing the cost down at the beginning of many of our shows. So that's kind of a timing issue. When the shows are, like I said, when the shows are at the beginning or the end, the growth margin profile is going to be a lot different and depending on where we're performing that work. The second thing is that we've talked about the, you know, in the last couple of quarters, the investments we've made in retention and key production hires and software and technology, you know, to help us become more effective and maintain our competitive advantage. And some of the compression in the gross margin quarter, you know, this quarter compared to last quarter is due to some of those costs being moved up to direct costs. So it's a combination of a couple of things. Does that make sense?

It does. And on the timing of, I guess, recognizing that cost, I think you've historically talked about services being a percentage of completion type accounting metric. I would think that you'd actually be smoothing out investments along with revenues being recognized on those investments. But is there something particular about the investments you've made where you're starting to expense investments ahead of revenue generated from those investments?

Yeah, again, it's two things. In a sort of vacuum, you would expect percentage of the completion to maintain the same level the whole time. But it does fluctuate because I said that the jurisdiction makes such a difference. We can't pre-accrue tax credits that reduce our costs until the Canadian labor kicks in. And the Canadian labor is at its high point in the middle of the production. So that's where you're going to get sort of the top gross margins. And then overall, the, say, 18 months that the production is in place, there's sort of an average gross margin. The other thing is some of those costs, to your point, are sort of pre-spent to help us, you know, get the production in place. So it's not any one thing. It's sort of a portfolio of things.

would you expect the production services margin to improve throughout the course of the year?

Yeah. Yeah. We've seen that in the past that it has, sometimes it's just, it's a point in time that, you know, makes it, makes it fluctuate like that.

Okay. And then Matt, last question on GNA, and this is, I'm sure related to the investments, but GNA looking at salaries and office and legal is, I think it was up something like 37% this quarter. It's been running up 20 in the 30s or high 20s for, this would be the fourth quarter. Is that, so that now would be like a year of much higher growth in G&A. Is that something you expect to temper over the course of the year as you start to lap some incremental investments you've been making over the last six months or nine months? The growth rate itself, not the dollars of G&A, but starting to see that G&A increase slow?

Yeah, I would think so. Like we, I mean, you know, we've had such a massive increase in the past two years and now we're catching up kind of thing and making sure that we have the right teams in place and the right talent in place to continue to deliver what we've been delivering and grow beyond that.

Okay. Maybe one last question. There's more info in the disclosures now, which is great. And you broke out partner managed within services revenue. And that was down year over year. Is there another partner services project to replace what's rolling off currently? I assume something is rolling off given just the dollars, the revenue dollars are down significantly year over year.

Yeah, there are ones. And again, Some of the ones that I mentioned earlier when Dave McFadgen was asking about the state of the market, we've got contracts. It's just the pause to start as there's more testing happening just to try and shape the creative into a big hit.

Got it.

But there are coming up.

Okay. Well, maybe we'll learn in December. And I guess... Yes, yes. I got your last question. I know you aren't willing to give guidance. I think you told us at one point that fiscal year – I always forget what year we're in, given the reporting schedule. Fiscal year 22 was a build year for Thunderbird, and it was a build year. It was really impressive revenue growth. It still managed some EBITDA growth, but not much. How would you characterize fiscal year 23?

You know, 20, I think we're ramping up towards 24, which is our big star in the sky. But, you know, we're continuing our very healthy trajectory is what I would say.

Thank you. Did we lose everyone?

okay thanks operator the next question you're welcome the next question comes from the line of chris middleton with middleman brothers i'm sorry you may proceed thanks for taking the question just a quick um follow-up on the margin question um is a canadian dollar versus the us dollar is there a an obvious net effect um strong dollar you know weak i mean i'm just trying to figure out if The changes in your mix of production across the border that you've alluded to have altered that or if there's some kind of natural hedge in terms of your sales versus costs.

Yeah, there's often somewhat of a natural hedge because a lot of our contracts are in U.S. dollars, and we do have the LA studio, obviously, which is in U.S. dollars. And then we always budget on an estimated exchange rate and then try to hedge that as much as possible with the timing of the customer payments and things like that. It doesn't really have anything to do with the margin, though, on it. That's more of where the work is being performed and the timing of the production.

Okay. So it's not like you would have a sense that a stronger Canadian dollar would necessarily be a major detriment to the business?

No. Okay. Oftentimes we do benefit sometimes when the Canadian dollar is a little bit weaker with all of our U.S. clients. because we lock in at a rate.

Got it. Thank you.

Thank you for calling in.

Thank you. This concludes our call today. If you have any questions, please call 1-604-683-3555 or email investors at thunderbird.tv. Thank you.