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

Good morning, and welcome to the Arcosa Virtual Shareholder Meeting. I'd now like to introduce your first speaker, Chairman of the Board of Directors of Arcosa, Rhys Best.

Thank you. Good morning, everyone, and welcome to Arcosa, Inc.'s Annual Shareholder Meeting. I'm Rhys Best, Chairman of the Board of Directors of Arcosa. I now call the Annual Meeting of Shareholders to order. [Operator Instructions] 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's not necessary to vote online if you have already voted, unless you wish to change your vote. I'll now introduce to you the company's President and Chief Executive Officer, Antonio Carrillo; our Chief Legal Officer, Bryan Stevenson; and Corporate Secretary, Mark Elmore, who will be participating in today's meeting. The directors of the company are attending by telephone. Also, we have Michelle Vopni, Partner with Ernst & Young, the company's independent auditor, is participating virtually. [ Mr. Bob Johnson ], a representative of Broadridge Financial Solutions, will serve as the Inspector of Election and is participating virtually as well. Mr. Elmore will serve as the Secretary of this meeting. He will now report on the mailing of notice of this meeting and the presence of a quorum.

Thank you, Mr. Chairman. On or about March 23, 2021, notice of this meeting was mailed to all shareholders of record as of March 15, 2021, the record date for the shareholders entitled to vote at this meeting. A copy of this notice and an affidavit of a mailing will be incorporated into the minutes of this meeting. A list of the shareholders entitled to vote at this meeting has been available at the company's principal office for the past 10 days and is available on the website used to access this meeting. At this time, we have received a preliminary tabulation of the votes from Broadridge Financial Solutions and determined that 43,510,117 shares of the company's common stock, representing 90% 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.

A quorum being present, this meeting is declared open to proceed with its 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 our Class II and Class III directors. 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 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 used to access the meeting. It is not necessary to vote online if you have already sent in your proxy, unless you wish to change your vote. On Thursday, April 29, we released our first quarter earnings press release, and we provided an update on the company's business activities on our earnings call on February 30. For further information about our company's business status, please review our recently filed earnings release and quarterly report on 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 election to tabulate the results. Mr. Elmore, would you please report the preliminary results of the balloting?

Mr. Chairman, I have received a preliminary tabulation of the ballots from Broadridge Financial Solution. And based on that tabulation, I am pleased to report that each of the nominees for Class II and Class III director has received a majority of the votes cast with respect to his or her election, and therefore, has been elected to the Board of Directors. With respect to the advisory vote to approve named executive officer compensation, approximately 98% of the shares represented at this meeting voted in favor of the proposal. Therefore, the proposal is approved by a nonbinding advisory vote. With respect to the Board's proposal to ratify the appointment of Ernst & Young as the company's independent auditor for 2021, 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 some time after this meeting.

In accordance with Mr. Elmore's report, I hereby declare the nominees 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 the business. Please follow the instructions on the virtual meeting site to submit questions. Questions and comments must be relevant to the business of the company. While Mr. Stevenson gathers the questions from the virtual meeting site, Mr. Carrillo, our CEO, will provide a quick update on the company's releasing its 2020 sustainability report.

Thank you, Mr. Chairman. Arcosa is committed to integrating environmental, social and governance responsibility into our daily practices and long-term strategies. In support of that commitment, we have released our 2020 sustainability report, which can be found at our www.arcosa.com-sustainability. The report highlights the fundamental elements of the sustainability program at Arcosa, including people-focused programs and initiatives, environmental metrics, disclosures and conservation initiatives and the products that align us with a more sustainable future. The report highlights the strides we have taken to advance our ESG program. At the same time, we recognize this is a long journey, and we're just getting started. At Arcosa, our goal is to integrate sustainability into our daily practices as well as our long-term strategy. We invite you to download the 2020 sustainability report. With that update, we're now ready to turn to Mr. Stevenson, who has gathered the questions for the question-and-answer portion of the meeting.

Mr. Best, at this time, we have received no questions.

Since we've not received any questions from the virtual meeting, we will close that portion of the meeting. This concludes our business, and I now declare the Annual Meeting of Shareholders adjourned.

Thank you. The Annual Shareholder Meeting of Arcosa has now come to an end. Thank you for attending. You may now disconnect.