Amplify Energy Corp. (AMPY) Earnings Call Transcript & Summary

Welcome to the Amplify Energy Corporation 2021 Annual Meeting of Shareholders. I would like to introduce the first presenter, Chris Hamm, Chairman of the Board of Directors of Amplify Energy Corp.

Good morning, and welcome to the Amplify Energy Corp. 2021 Annual Meeting of Stockholders. I am Chris Hamm, Chairman of the Board of Directors of Amplify Energy Corp. During the course of the meeting, I may refer to Amplify Energy Corp. as Amplify, Amplify Energy or the company. In light of the ongoing global pandemic, Amplify determined that it was in the best interest of its stockholders to conduct this meeting virtually in order to provide greater access to those who may wish to attend. The agenda for this meeting has been set, which you should be able to see on your computer screen. We have implemented certain rules of conduct and procedures to facilitate the orderly transaction of business. You should be able to see a link to our rules of conduct and procedures in the bottom right corner of your screen under the Materials tab. I'd now like to introduce the following members of the company's Board of Directors, who are all in attendance virtually: Patrice Douglas; Randal Klein; Evan Lederman; David Proman; Todd Snyder; and Martyn Willsher. All members of the Board are candidates for election. Next, I'd like to introduce senior members of the company's management team who are with me here today: Martyn Willsher, President and Chief Executive Officer and Member of the Board; Jason McGlynn, Senior Vice President and Chief Financial Officer; Rich Smiley, Senior Vice President, Operations; Tony Lopez, Senior Vice President, Engineering and Exploitation; and Eric Willis, Senior Vice President and General Counsel. Also in attendance are [ Philip Pilcher ], a partner in the public accounting firm of Deloitte & Touche LLP, Amplify's independent auditor; [ Kristin Lundy ] and [ Robbie Hoskins ] from Deloitte's Houston office; and Rhonda Carroll, our inspector of election. Before I call the meeting to order, I'd like the company's General Counsel to cover a few housekeeping items. Eric?

Thank you, Chris. Let me first make a few procedural points regarding the annual meeting. First, we are recording this meeting, and you will be able to replay a recording of it for 1 year from the virtualshareholdermeeting.com website. Please wait a day or so to allow the recording to be uploaded. Second, you can use the Question box on your screen to submit questions at any time during the meeting. We ask that you allow -- we ask that you limit your remarks to one brief question or comment that is relevant to the annual meeting or our business, and that remarks are respectful of your fellow stockholders and meeting participants. Questions will be addressed in the Q&A portion of the annual meeting. We cannot guarantee that we will answer all questions. If we do not get to your question, we invite you to reach out to the company's management team for follow-up discussions. Third, if you are a stockholder as of the record date, you are able to vote during this meeting at any time once the polls have been opened through the presentation of the proposals until we close the polls. However, if you've already voted in advance by using an online ballot or a physical proxy card, a vote at this meeting will supersede your earlier vote. If you've already voted, you do not need to vote again. Fourth, in the event of any technical difficulties before the formal adjournment of the meeting, we may temporarily adjourn and reconvene in accordance with our bylaws. Chris?

Thank you, Eric. The 2021 Annual Meeting of Stockholders is hereby called to order. There are 4 items of business on today's agenda. Item 1 is the election of directors. Item 2 is the ratification of the appointment of the company's independent registered public accounting firm. Item 3 is the approval by nonbinding vote of the compensation of our named executive officers. And item 4 is the approval of the Amplify Energy Corp. Equity Incentive Plan. I will act as chairman of this meeting, and Eric will act as secretary. I'll now ask the secretary of the meeting to please present the affidavit of mailing of notice of meeting to the stockholders of the company and also report on the number of shares represented at this meeting.

The affidavit of mailing of notice of meeting states that the notice of Internet availability of proxy materials was mailed on April 7, 2021 to stockholders of record at the close of business on March 24, 2021, the record date for stockholders entitled to notice of and to vote at this meeting, which is in accordance with the bylaws of the company. As a result, this meeting is being held pursuant to proper notice. The affidavit of mailing of notice of meeting has been placed with the records of this meeting, along with the list of Amplify stockholders of record on March 24, 2021. A duplicate list has been on file at the principal place of business of the company for the last 10 days immediately prior to the date of this meeting and has been available for inspection by any stockholder during that period during normal business hours. We have present today at least 27,648,390 shares of common stock out of a total of 37,969,324 shares of Amplify Energy common stock outstanding and entitled to vote as of the record date. This represents approximately 73% of the company's outstanding shares of common stock. Since a majority of the company's shares is represented today, a quorum is present.

Thank you, Eric. Because a quorum has been established and is represented at the meeting, I declare this meeting to be duly convened for the purpose of transacting such business as may properly come before it and further described in the agenda. The Board of Directors has appointed Rhonda Carroll, a representative of Broadridge Financial Solutions, as the independent inspector of election. Ms. Carroll has previously taken an oath as inspector of election and will submit a report on the number of shares voted for each item presented to stockholders. It's now time to vote on the 4 items outlined in the proxy statement and on the agenda. The polls are declared open at 9:08 a.m. today, May 19, 2021. After the items to be acted upon at this meeting are presented and the votes on those items are reported, the preliminary results of the voting will be reported. The Board recommends a vote for each of the proposals. On behalf of the Board, I present the 4 proposals for consideration for the reasons contained in the proxy statement. If you previously voted by proxy, you do not need to vote today unless you wish to change your vote. We will now pause to allow stockholders to vote their shares. [Voting]

I now declare the polls closed at 9:09 a.m. today, Monday -- or Wednesday, May 19, 2021. The inspector of election has provided a preliminary report showing that each nominee has been elected to serve as a director of the company for a 1-year term, expiring at the 2022 Annual Meeting of Stockholders. The appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for 2021 has been ratified. The compensation of our named executive officers has been approved by a nonbinding vote. And the Amplify Energy Corp. Equity Incentive Plan has been approved. The inspector of election will furnish the secretary a written report of the final vote count with respect to the matters voted on today, which shall be included in the minutes of the meeting. The company plans to file a Form 8-K within 4 business days of this annual meeting to disclose the final voting results. That concludes the order of business outlined in the agenda today. The business portion of the meeting is now closed. I ask that Mr. Willis, one of the holders of proxies solicited by the Board, move that the meeting be adjourned.

So moved.

Do we have a second to this motion?

I second the motion.

All in favor, say aye. [Voting]

All opposed, say nay. I note that the management proxy holders have voted in favor of this motion. I declare the motion adopted. The formal portion of the meeting is now adjourned.

Thank you. The Amplify Energy Corp. 2021 Annual Meeting of Stockholders has officially concluded. Thank you for attending. You may now disconnect.