Arcosa, Inc. (ACA) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to Arcosa Inc.'s Annual Shareholder Meeting. At this time, the meeting will begin, and it is my pleasure to turn the floor over to your host, Mr. Rhys Best. Mr. Best, the floor is yours.

Thank you, Paul. Good morning, everyone, and welcome to Arcosa's Second Annual Shareholders Meeting. I'm Rhys Best, Chairman of the Board of Directors of Arcosa. I now call the meeting of shareholders to order. Shareholders may submit questions at any time during this meeting in the space provided on the virtual meeting site. A question-and-answer session will follow at the end of the meeting. Shareholders may also vote at any time prior to the closing of polls during this meeting by following the instructions on the virtual meeting site. It is not necessary to vote online if you've already voted, unless you wish to change your vote. I would like now to introduce you to the company's President and Chief Executive Officer, Antonio Carrillo; Chief Legal Officer, Bryan Stevenson, who will be participating in today's meeting. The directors of the company are attending online or via telephone as well. Ms. Michelle Vopni, Partner of Ernst & Young, the company's independent auditor, is participating virtually. [ Mr. Bob Johnson ] is representing Broadridge Financial Solutions and will serve as the Inspector of Elections and is participating virtually as well. Mr. Stevenson, Chief Legal Officer of Arcosa, will serve as Secretary of this meeting. He will now report on the mailing of the notice of this meeting and the presence of a quorum.

Thank you, Mr. Chairman. On or about March 24, 2020, notice of this meeting was mailed to all shareholders of record as of March 9, 2020, the record date for shareholders entitled to vote at this meeting. A copy of this notice and an affidavit of mailing will be incorporated in the minutes of this meeting. A list of shareholders entitled to vote at this meeting has been available at the company's principal office for the past 10 days and is available at this meeting on the website used to access this meeting upon request. At this time, we have received a preliminary tabulation of the votes from Broadridge Financial Solutions and determined that 44,446,347 shares of the company's common stock, representing 92% of the shares outstanding and entitled to vote at this meeting are represented in person or by proxy, constituting a quorum for the purposes of this meeting.

Thank you, Bryan. A quorum being present, this meeting is declared open to proceed with business. All matters of business specified in the notice of the Annual Meeting of Shareholders or at the direction of the Board of Directors. The first item of business is the election of Class II Directors. The information about each of them is set forth in the proxy statement. I hereby declare them duly nominated. The second item of business is the advisory vote to approve named executive officer compensation. The third item is the ratification of the appointment of Ernst & Young as the company's independent registered public accounting firm for the current fiscal year. Information about each of these items is in the proxy statement. We now turn to the voting portion of the meeting. The polls have been open throughout this meeting. All shareholders entitled to vote at this meeting have the ability to do so online. If you are a shareholder entitled to vote and have not yet voted or if you want to change your previously cast vote, please do so via the website, choose to access this meeting. It is not necessary to vote online if you have already sent in your proxy, unless you wish to change your vote. On Tuesday, April 28, we released our first quarter earnings press release and we provided an update of our company's business activities on our earnings conference call on April 29. For further information about the company's business status, please review the recently filed earnings release quarterly report Form 10-Q. The polls are about to close. So if you have not yet voted, please do so. [Voting]

I now declare the voting closed and ask the inspector of elections to tabulate the results. Mr. Stevenson, would you please report the preliminary results of the battle -- balloting?

Mr. Chairman, I've received a preliminary tabulation of the ballots from Broadridge Financial solutions. And based on that tabulation, I am pleased to report that each of the nominees for Class II Director has received a majority of the votes cast with respect to his election and therefore, has been elected to the Board of Directors. With respect to the advisory vote to approve named executive officer compensation, approximately 97% of the shares represented at this meeting voted in favor of the proposal. Therefore, the proposal is approved by nonbinding advisory vote. With respect to the Board's proposal to ratify the appointment of Ernst & Young as the company's independent auditor for 2020, approximately 99% of the shares represented at this meeting voted in favor of the proposal. Therefore, the appointment of Ernst & Young is ratified. The final results of the stockholder vote will be reported in a current report on Form 8-K filed sometime after this meeting.

Thank you, Bryan. In accordance with Mr. Stevenson's report, I hereby declare the nominees of -- for Director have been elected, and the shareholders have approved proposals 2 and 3. We now come to the part of the agenda for general questions. I now invite you to ask any questions you may have regarding the company and its business. Please follow the instructions provided on the virtual meeting site to submit questions. Questions and comments must be relevant to the business of the company. While Mr. Stevenson gathers these questions from the virtual meeting site, Mr. Carrillo will make a -- will provide a quick update on our company's response to the recent coronavirus 19 (sic) [ COVID-19 ] pandemic. Antonio?

Thank you, Rhys. The health and safety of our employees and other stakeholders is our most important priority. We have put in place safeguards at our plants and offices to comply with CDC standards and other guidelines. These safeguards include: implementing social distancing processes in all facilities and remote working procedures for all offices; increased frequency of deep cleaning workspaces and common areas; reinforce hand washing and infection control training; processes to track and manage employees who report or have COVID-19 symptoms or exposure; taking actions to screen, limit or prohibit nonessential visitors to facilities; the elimination of nonessential travel and many other measures. Arcosa's business support critical infrastructure sectors as defined by the Department of Homeland Security's, cybersecurity and infrastructure security agency standards. These critical sectors are deemed essential to infrastructure, and our plants have continued operating to meet our customers' needs. With that update, we are now ready to turn to Mr. Stevenson, who has gathered the questions for the question-and-answer portion of this meeting.

We have one question asking when the results of the election will be posted, and that will be posted in a Form 8-K filed after this meeting. That is the only question.

There being no further questions and the question-and-answer portion completed, this concludes our business, and I now declare the annual meeting of shareholders of Arcosa adjourned. Thank you all for your attendance.

Thank you, ladies and gentlemen. This does conclude today's shareholder meeting. Thank you for your participation, and have a wonderful day.