Alexander's, Inc. (ALX) Earnings Call Transcript & Summary

We will now begin the Alexander's, Inc. Annual Meeting.

Will the meeting please come to order? Good morning, everyone. Ladies and gentlemen, I am Steven Roth, Chairman of the Board of Directors of Alexander's, Inc. On behalf of the directors and officers of Alexander's, I am pleased to welcome all of you to our 49th Annual Shareholders Meeting as a public company. This year, due to the public health and safety concerns of COVID-19, we are using a virtual meeting format with [ audio own ]. In the midst of these unusual circumstances, our virtual meeting accessible to all of our shareholders, regardless of physical location, allows you to participate in the meeting, submit questions and comments and vote your shares online [ via the ] polls. As we meet today, we are in the midst of the COVID-19 pandemic, the global health and economic crisis of enormous and historic proportions. At Alexander's, as our first priority, we are following strict protocols and taking all measures to protect our employees, our tenants and our communities. We pray for the health and safety of all, and we commend and admire the talent and courage of our health care providers. In their honor, the Crown of 731 Lexington Avenue, our Bloomberg Tower, is now flying scrubs blue. During the crisis, our properties are open, and by rightsized operating teams, we're doing a remarkable job of keeping them open, safe and sanitized. We are grateful to our teams. They have our thanks, and we wish them and everyone good health and stay safe. I am joined by audio webcast with the following other officers. Matt Iocco, our Chief Financial Officer; Joe Macnow, our Treasurer; as well as Alan Rice, Corporate Secretary of the company, who will serve as secretary of the meeting. My fellow Board members are participating in the meeting via audio webcast and are available to answer questions as appropriate. Representatives from our registered public accounting firm, Deloitte & Touche LLP, are all on the webcast. As chair of the meeting, I have adopted an agenda that will govern the order of the business and the rules of conduct for the meeting. Copies of the agenda and rules of conduct are available on the virtual meeting site. The rules of conduct also govern the Q&A session. Mr. Secretary, was the Notice of Meeting duly mailed?

Thank you, Mr. Roth. Joanne Vogel of Broadridge Financial Solutions, Inc. has certified that Broadridge distributed the notice of mailing and that it was properly mailed. A copy of the affidavit of mailing is in my possession. I therefore declare that the Notice of Meeting has been duly given.

This document will be identified as having been presented to the meeting. Mr. Secretary, would you please advise us of the number of shares the holders of which are represented at this meeting?

Mr. Roth, as of the record date, the close of business on March 16, 2020, there were 5,107,290 shares of common stock outstanding and entitled to vote at this meeting. Based on last night's voting results, there are represented at this meeting the holders of not less than 4,934,532 shares or approximately 96.61% of the shares entitled to vote at this meeting.

I declare a quorum present and the meeting is ready for business. Ms. Patricia Hoffman has been appointed as the inspector of election of this meeting. I have before me her signed oath to execute impartially her duties as inspector. I would like to present the agenda for the meeting. First, I will introduce to you the directors of the company. Second, we will submit for stockholder consideration the election of 3 Class II directors for a term of 3 years. Third, we will submit for the ratification by stockholders of the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm for the current fiscal year. Fourth, we will submit for stockholder consideration a nonbinding advisory resolution on executive compensation. Fifth, we will conduct a question and discussion period regarding the business and affairs of the company. Questions and comments are welcome as set forth pursuant to the procedures set forth in the rules of conduct available on the virtual meeting site. The question-and-answer period will be limited to 15 minutes. Stockholders should limit their questions and comments to items properly brought before the meeting in accordance with the company's bylaws or that otherwise pertain to the company's business and affairs. In order to give as many stockholders as possible the opportunity to ask questions, we ask that you please limit yourself to one question per topic. Up to 2 minutes will be allocated to read each question. Questions will be taken in the order received. Sixth, meeting will be adjourned. During the question-and-answer part of the meeting, I and other Alexander's representatives may make statements that constitute forward-looking statements. These are statements other than historical events or statements of current condition and relate to future events, such as the prospects of our business or a particular property or strategy. Forward-looking statements are not historical facts, but instead represent only our best judgment regarding future events, many of which by their nature are inherently uncertain and outside our control. It's possible that Alexander's actual results may differ materially from the results indicated in the forward-looking statements. Furthermore, the current COVID-19 pandemic may have an unanticipated impact on our results. For a discussion of some of the factors that could affect Alexander's future results, see our annual report on Form 10-K for the fiscal year-ended December 31, 2019, and our quarterly report on Form 10-Q for the quarter ended March 31, 2020. Additionally, I and other Alexander's representatives may make reference to certain non-GAAP financial measures. You can find the presentation of the most directly comparable financial measure calculated in accordance with GAAP and a quantitative reconciliation of the non-GAAP and GAAP financial measures in our 2019 annual report on Form 10-K or our quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2020. These are posted on our website at www.alx-inc.com. I also ask that when you ask questions, you bear in mind that our responses may be limited by considerations imposed by the requirements of the Securities and Exchange Commission's Regulation FD. Now as the preliminaries are over, I would like to introduce the other members of the Board of Directors of Alexander's present today via audio webcast at this virtual stockholders' meeting. They are Russell B. Wight, Jr., a Partner at Interstate Properties; David M. Mandelbaum, a Partner at Interstate Properties; Wendy A. Silverstein, formerly Chief Investment Officer, Real Estate for WeWork Companies Inc.; Mandy Puri, an Independent Private Equity Consultant; Dr. Richard R. West, Dean Emeritus, Leonard N. Stern School of Business, New York University; Thomas R. DiBenedetto, President of Boston International Group, Inc., And Arthur I. Sonnenblick, formerly Senior Managing Director of Cushman & Wakefield, Inc. We will now turn to the nomination for election of 3 Class II directors, each to serve for a term of 3 years and until their respective successors are duly elected and qualified.

Mr. Chairman, I, Joseph Macnow, nominate Thomas R. DiBenedetto, Mandakini Puri and Russell B. Wight, Jr. to serve as Class II directors of Alexander's, Inc. until the Annual Meeting of Stockholders in 2023 and until their respective successors are duly elected and qualified.

Mr. Chairman, I, Matthew Iocco, second such nominations.

Thank you. No notice of additional nominations having been given pursuant to Alexander's bylaws, the nominations are closed. The next item on the agenda is the submission for the ratification of the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm for the current fiscal year. As noted previously, representatives of Deloitte & Touche LLP are here with us today via audio webcast. May I have a motion to submit for ratification the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm with regard to the current fiscal year.

Mr. Chairman, I, Joseph Macnow, so move.

Mr. Chairman, I, Matthew Iocco, second the motion.

Thank you. The next item on the agenda is the approval of a nonbinding advisory vote on executive compensation as set forth in our proxy statement for this annual meeting. May I have a motion to approve this resolution?

Mr. Chairman, I, Joseph MacNow, so move.

Mr. Chairman, I, Matthew Iocco, second the motion.

Thank you. The polls are now open and will remain open until the conclusion of the question-and-answer period. If you previously voted by proxy and do not wish to change your vote, your vote will be cast as you previously instructed, and no further action is needed. If you are a record holder and wish to change your vote or if you have not yet voted using our electronic voting system or by sending in a proxy card, you may cast your vote via electronic ballot at proxyvote.com. If you are listening to this meeting via webcast, you will notice a link to the voting site proxyvote.com on the right-hand side of your screen. In order to access proxyvoting.com -- proxyvote.com rather, you will need the control number you received with your proxy materials prior to this meeting. If you received your proxy materials by postal mail, the control number can be found next to the label. If you received your proxy materials by e-mail, the control number is included in that email. If you do not indicate the number of shares you intend to vote on your electronic ballot, your electronic ballot will automatically represent a vote in respect of all shares that you are entitled to vote at this meeting. I will now entertain questions and comments while voting is being completed. Please note, you may submit questions at any time prior to the end of the Q&A session. In this Q&A, we will do our best to answer as many questions as we can. A replay of this meeting will be posted on our Investor Relations website shortly after the meeting.

Good morning. We have the first question. What do you have available in the credit market in case Alexander's needs additional funding?

We do not have a line of credit. We do have several unfinanced assets that we could finance, one of which, in fact, the apartment house in Rego that we are in the market to finance now. By the way, we do have $450 million of cash balances as well. Next question, please.