Air Industries Group (AIRI) Earnings Call Transcript & Summary

Good day, and welcome to the Air Industries Conference Call. Today's conference is being recorded. Air Industries Group safe harbor statement: Except for the historical information contained herein, the matters discussed in this presentation contain forward-looking statements. The accuracy of these statements are subject to significant risks and uncertainties. Actual results could differ materially from those contained in the forward-looking statements. See the company's SEC filings on Form 10-K and 10-Q for important information about the company and related risk. EBITDA is used as a supplemental liquidity measure because management finds it useful to understand and evaluate results, excluding the impact of noncash depreciation and amortization charge, stock-based compensation expenses and nonrecurring expenses and outlays, prior to consideration of the impact of other potential sources and uses of cash such as working capital items. This calculation may differ in method of calculation from similarly titled measures used by other companies. At this time, I'd like to turn the conference over to Mr. Luo Melluzzo, President and CEO. Please go ahead.

Thank you. We will go through the formal meeting and then open up the floor for discussion at the end of the meeting. May I have your attention? Ladies and gentlemen, welcome to the Annual Meeting of Stockholders of Air Industries Group. My name is Luo Melluzzo, and I am the CEO and President of Air Industries Group. I will -- I hereby call to order the 2021 annual meeting of stockholders of Air Industries. I will act as Chairman of this meeting. Michael Recca, our CFO, will act as Secretary. At the outset, I would like to thank those of you who normally attend our annual meeting for staying home and calling in. We would have preferred to have an open meeting where you could all attend. Given the concerns about COVID-19, we thought it appropriate to allow you participant by -- participate by phone to alleviate everyone's concerns. We will proceed directly to the formal part of the meeting. And when the meeting is over, open the floor for questions. Unfortunately, given the situation, the only officers of the company here today are me and Mike Recca, our CFO. Mr. Peter Descovich of Broadridge Issuer Solutions has been appointed an inspector of elections for the meeting and is online. Hopefully, you all have voted by proxy. There was mail to each stockholder of record of our common stock outstanding as of the close of business on April 29, 2021, a notice of meeting of stockholders together with a proxy statement and forms of proxy. As of the close of business on August 21, we had an outstanding of record 32,037,547 shares of common stock. Holders of common stock are entitled to 1 vote for each share owned. Therefore, the total number of votes that may be cast at this meeting is 32,037,547. For the meeting to proceed, we need a quorum, which is more than 50% of the number of shares outstanding as of record date or 16,018,7 [indiscernible] whether a quorum is present.

[indiscernible]

Thank you. Since a quorum is present, I declare the meeting is duly constituted and should proceed. [indiscernible] adjusted public accounting for ending December 31, 2021. In addition, we would consider any other business as may properly come before the annual meeting. All polls to be made by mail, telephone or electronic were required to have been received prior to the commencement of this meeting. Typically, the polls will open until the conclusion of this -- of discussion on the last item being voted on here today. Until the polls close, any stockholders may revoke or change his or her prior vote on any matter. However, upon closing of the polls, no ballots, proxies or votes nor any revocations or changes will be accepted. The first item of business to come before the meeting is the election of directors. The following 7 people have been properly nominated by the Board: Michael N. Taglich; Peter D. Rettaliata; Robert F. Taglich; David J. Buonanno; Robert C. Schroeder; Michael Brand; and Michael D. Porcelain. Is there any discussion?

No. Okay. Let's move on.

There being no discussion, I hereby call for a vote.

We'll tabulate everything after both. Yes, tell us what we ended up with.

The next item of business to come before the meeting is the ratification and appointment of the company's registered independent certified public accountants, Rotenberg Meril Solomon Bertiger & Guttilla, P.C., for the fiscal year ending December 31, 2021. Is there any discussion?

No.

There being no discussion, I hereby call for a vote.

Okay. Peter, what do you have for results?

You're still on?

Each of the nominees, as mentioned in the proxy statement, have been elected and the ratification of auditors has been approved.

Great. So the formal part of the meeting.

It's concluded. Okay. Is there any other business that may properly be brought before the meeting?

No. Voice votes are declared over.

Okay. He has tabulated the votes already.

He -- instead of giving us individual numbers, please just tell us what the results were. So we actually have the numbers. There's no change since last night's report, right, Peter?

There was a report that came out this morning.

Right. That's what I mean. Yes.

Yes. Since that cut off early this morning, I will prepare my final report and I will send that to you within half hour.

Okay. Great.

Excellent. Thank you. Now that the official business necessary for the meeting has been completed, I suggest that we have a voice vote to conclude that the meeting after which we will have a general discussion regarding the business of Air Industries. All those in favor of concluding this meeting, say yes. Any opposed, say no. [Voting]

I hereby call this meeting adjourned.

Okay. And now we can turn -- we can open it up to the people who have called in, if there are any questions. Operator?

[Operator Instructions] There are currently no questions at this time.

Excellent. Thank you for your time. I guess this meeting is concluded.

Yes. Thanks, again. Goodbye, Luo.

Thank you. Take care.

Stay well, everybody.

Thank you, Peter.

Thank you, Peter.

Thank you. Ladies and gentlemen, this concludes today's presentation. You may now disconnect.