Amerant Bancorp Inc. (AMTB) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Shareholders of Amerant Bancorp, Inc. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Frederick Copeland, Chairman of Amerant Bancorp. Mr. Copeland, the floor is yours.

Thank you. Good morning. I'm Frederick Copeland, and as Chairman of the Board of Directors, I'm pleased to welcome you to the 2021 Annual Meeting of Shareholders of Amerant Bancorp, Inc. On this occasion, as the country and the world continues to deal with the consequences of the COVID virus pandemic, we are holding this meeting, as we did last year, in a virtual-only format. Before we start with our official business, I would like to express on behalf of our Board and management, our gratitude to Rosa Constantino and Tony Villamil, 2 of our long-standing directors, who have communicated to the company their intent not to stand for reelection in today's annual meeting. Both Rosa and Tony have made significant contributions to the Board and to the company over many years, and I'd like to thank them for their dedication to the company and their wise counsel. Also, I'd like to welcome Dolores Lare to her first annual meeting as a director. Mrs. Lare was appointed to the Board in April having served for many years in prominent leadership roles in other financial institutions. She brings significant experience as a senior officer in bank operations and digital platforms to our Board. Finally, as you know, Millar R. Wilson has retired from his role as Amerant's CEO and will continue, fortunately, as a Board member. And Mr. Jerry Plush became the new Vice Chairman and CEO in March. Millar was CEO of the company and the bank for over 10 years and oversaw a significant growth during that period as well, importantly, as the transition of our company from a private to a publicly traded institution. We are pleased that he has agreed to continue as a director. It's a little -- it is now a little after 8 a.m., and I am calling the meeting to order. Ivan Trujillo, our Chief Legal Officer and Corporate Secretary, will act as secretary of the meeting. I would also like to take this opportunity to introduce the other members of our Board here with us today. Our Chief Executive Officer Jerry Plush; and directors, Miguel Angel Capriles, Rosa Constantino, Pamella Dana, Dolores Lare, Gustavo Marturet, John Quill, Tony Villamil, Guillermo Villar, Gustavo Vollmer and Millar Wilson. In addition, I would like to introduce our 4 senior officers of the company: our Chief Operations Officer Alfonso Figueredo; our Chief Business Officer Miguel Palacios; our Chief Risk Officer Alberto Capriles; and our Chief Financial Officer Carlos Iafigliola. Also, present today and representing RSM US LLP, our independent registered public accounting firm, are John Sproull and Carlos Bravo, RSM Partners. Jeannette Rocha of Computershare Trust Company, the company's transfer agent, is present today and has been appointed to serve as the inspector of elections. Our company has been provided with an affidavit by Computershare certifying that notice of today's meeting was mailed to shareholders on April 27, 2021. A list of shareholders of record as of April 15, 2021, and entitled to vote at this meeting has been open for inspection for 10 days prior to this meeting and is available for inspection for shareholders during this meeting. The inspector of election has reported that as of the 29,001,645 outstanding shares of the company's Class A common stock and 8,845,779 outstanding shares of the company's Class B common stock outstanding as of April 15, 2021 record date, 26,347,601 Class A shares or approximately 91% of Class A shares outstanding and 6,631,967 Class B shares or approximately 75% of the Class B shares outstanding are represented in person or by proxy. The company's Class A common stock shareholders are entitled to 1 vote per share on each matter to be voted on at the meeting. The company's Class B common stock shareholders are entitled to 1/10 of a vote per share, voting together with the Class A common stock shareholders only on proposal 2, that is to ratify the appointment of RSM US LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021. With the total votes of the shares of Class A common stock represented at today's meeting in person or by proxy, we have constituted a quorum with respect to Proposal 1, to elect directors to serve until the 2022 Annual Shareholders Meeting. Combining the total votes of the shares of Class A common stock and the shares of Class B common stock represented at today's meeting, we have also constituted a quorum with respect to Proposal 2. Having confirmed that we have a quorum for both proposals, the agenda for today's meeting is available in a link in the virtual meeting site. It is our intention to conduct this meeting in accordance with that agenda. [Operator Instructions] We intend to answer pertinent questions asked or submitted during the meeting following our official business as time permits. Our first item of business is Proposal 1, the election of directors. The following 10 nominees are standing for reelection to the Board: Frederick Copeland, Gerald Plush, Miguel Capriles, Pamella Dana, Dolores Lare, Gustavo Marturet, John Quill, Guillermo Villar, Gustavo Vollmer and Millar Wilson. Information with respect to the 10 nominees is set forth in the proxy statement. Our second item of business is Proposal 2, the ratification of RSM US LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021. Management's statement of support of this proposal is set forth in the proxy statement. If you've already voted by proxy, you do not need to take any further action to vote your shares, unless you wish to change your vote. If you are logged into the virtual meeting as a shareholder and wish to revoke your proxy and vote your shares electronically during the virtual meeting or if you have not voted, you may do so by clicking on the Cast Your Vote link on the virtual meeting site. Please proceed to vote, if you wish to do so, at this time. We will now pause for 1 minute to allow for electronic quoting. [Voting]

The time is 8:11 a.m., and the polls are closed. I'm now asking the inspector of election to tabulate the votes. I will now report preliminary results of voting. The inspector of election has reported: one, that each of the nominees for director named in the proxy statement received the affirmative vote of a plurality of votes cast by the company's Class A shareholders and has therefore been duly elected; and two, that the Class A and Class B shareholders have ratified by the affirmative vote of a majority of votes, the appointment of RSM US LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2021. Our formal business has therefore been concluded, and I declare this portion of the meeting adjourned. We will be pleased to answer questions asked or submitted by the shareholders through the meeting center site. At this time, the company or RSM will answer questions by the shareholders. Are there any shareholders on the phone waiting to ask the question or were there any questions submitted in writing?

Catherine, were there any -- are there any shareholders waiting on the phone to ask questions?

There are no questions on the phone line.

Okay. There were no questions submitted in writing either.

Okay. There being no questions, we thank you all for attending and for your continued support of our company. Our meeting has therefore concluded. Thank you very much.

This concludes the meeting. You may now disconnect.