Aris Mining Corporation (ARIS) Earnings Call Transcript & Summary

It's Robert Metcalfe speaking. Welcome to the Annual General and Special Meeting of Shareholders of Gran Colombia Gold Corporation. My name is Robert Metcalfe, and I am the Lead Independent Director of the Board of Directors of the corporation. In accordance with the corporation's articles, I will be acting as Chairman of the meeting, of course, with your consent. As noticed -- as noted in the notice of meeting and according to the management information circular, due to the current COVID-19 crisis and as part of the corporation's social responsibility and preparedness plans in response to the COVID-19, this year's annual general and special meeting is available online using LUMI meeting platform, which allows registered shareholders to vote in real time as well as submit questions and comments to be read and addressed at the meeting. [Operator Instructions] I would direct you to the management information circular for more information regarding the LUMI meeting platform. With me attending virtually, we have Lombardo Arenas, our chief -- our corporation's Chief Executive Officer; Serafino Iacono, our Executive Chairman; Mike Davies, our Chief Financial Officer; and Amanda Fullerton, our Vice President and Legal and Assistant Secretary; as well as Jaime Perez Branger; Mónica De Greiff; and De Lyle Bloomquist from the Board of Directors. We will deal with the formal business of the meeting before providing a brief presentation of the corporation's business. I have appointed Amanda Fullerton to act as Secretary of the meeting and would now ask Amanda, as our Secretary, to provide certain details of the meeting. Thank you, Amanda.

Thank you, Robert. This meeting of shareholders is called pursuant to the notice of meeting dated April 22, 2020. Unless there is an objection, I will dispense with reading of the notice of meeting. I confirm that the notice calling this meeting; the accompanying management information circular; financial statements for the year ended December 31, 2019; and the former proxy were mailed on May 1, 2020, to shareholders of record at the close of business on April 15, 2020. I have tabled these documents prior to the meeting. The affidavit of mailing in connection with the mailing of these documents is also available for inspection and will be annexed to the minutes to the meeting. The Chairman has appointed TSX Trust Company as Scrutineer for the meeting, represented today by Christopher de Lima and Rebecca Prentice. The scrutineer's report on attendance has been completed and indicates that a quorum is present in person or virtually or represented by proxy.

The -- those having been properly given and a quorum being present, I declare the meeting with the regulatory called and properly constituted for the transaction of business as set out in the notice of meeting. I direct that the scrutineer's report on attendance and all other matters be annexed to the minutes of this meeting. Accordingly, the meeting will now come to order.

We will conduct the vote for each resolution by way of ballot cast on the LUMI meeting platform and those submitted by proxy. I understand that the scrutineers have tabulated all the votes received prior to voting cutoff. If you have previously voted, you do not need to vote again when prompted. By voting again, you will revoke any previous vote made prior to voting cutoffs. We will now open the voting for all of the resolutions, and voting will remain open until shortly after the last resolution is presented. Once voting has closed, we will then announce the results for each resolution presented. Particulars of the votes cast on all matters may be obtained after the meeting on the corporation's SEDAR profile. I now declare the polls open on all matters before the meeting. The first item of business is the presentation of the audited consolidated financial statements for the corporation for the fiscal year ended December 31, 2019, together with the report of the auditor thereon, which are available on the Lumi dashboard page. With the consent of the meeting, I will dispense with the reading of the auditor's report. Next item of business is to fix the number of directors of the corporation at 7 for the ensuing year.

I move to approve such resolution. May I have a seconder for the motion?

Yes. Mr. Chairman, it's Mike Davies, and I second the motion.

Thank you, Mike. Is there any discussion? I hear no discussion on that issue, on that matter.

If you have not already voted, please do so now on this motion. The next item of business is to nominate and approve the election of the following individuals as directors of the corporation and to hold office until the next Annual Meeting of Shareholders or until their respective successors are elected or appointed: Serafino Iacono, Miguel de la Campa, De Lyle Bloomquist, Mónica De Greiff, Hernan Martinez, Robert Metcalfe and Jaime Perez Branger.

I move to approve such resolution. May I have a seconder for the motion?

Yes. It's Mike, and I second the motion.

Thank you very much. Is there any discussion? I hear none.

If you've not already done so, please vote now on this motion. The next item of business is the reappointment and compensation of auditors for the ensuing year. KPMG LLP has been proposed for reappointment as auditor for the corporation for the 2020 fiscal year or until a successor is appointed at remuneration to be set by the Board of Directors of the corporation.

I move to approve such resolution. May I have a seconder for the motion?

Yes. I'll second the motion.

Thank you, Mike. Is there any discussion? I hear none.

Thanks, Robert. If you have not already done so, please vote now on this motion. The next item of business is a resolution to reapprove the stock option plan of the corporation, which was last approved by shareholders on June 22, 2017, as more particularly described in the management information circular and refer to hereafter as a stock option plan resolution. I note that as disclosed in the notice of the corporation dated May 26, 2020, the stock option plan has been amended to provide that, among other things, the aggregate number of common shares reserved for issuance pursuant to the options shall not exceed 9% of the outstanding common shares at the time of the Gran's given option. Unless the aggregate number of common shares, then reserve for issuance pursuant to any other share compensation arrangement, and definition of eligible person has been amended to remove nonemployee directors as plan participants. In order for the stock option plan resolution to be approved, it must be approved by a simple majority of the votes cast by shareholders present in person or virtually or represented by proxy. Unless there is an objection, I will dispense the reading of the stock option plan resolution allowed. I now ask for a motion that the stock option plan resolution, the full text, which is set out on Pages 12 and 13 of the management information circular and as further modified by the previously mentioned amendments to the stock option plan, be approved.

I move to approve the stock option plan resolution. May I have a seconder for the motion?

It's Mike. I'll second the motion.

Thank you, Mike. Is there any discussion on this motion? I hear none.

Thank you. And if you've not already done so, could you please vote now on this motion. The final item of business is a resolution to approve the exercise or conversion by 2176423 Ontario Ltd. and any of its associates and affiliates of up to 1,786,958 warrants and the corresponding issuance of up to 1,786,958 common shares by the corporation as more particularly described in the management information circular and referred to hereafter as the warrant resolution. In order for the warrant resolution to be approved, it must be approved by a simple majority of the votes cast by shareholders present in person or virtually or represented by proxy. Unless there is an objection, I will dispense with the reading of the warrant resolution allowed. I now ask for a motion that the warrant resolution, the full text of which is set out on Page 14 of the management information circular, be approved.

I move to approve the warrant resolution. May I have a seconder for the motion?

Yes. I'll second the motion.

Thank you. Is there any discussion on this motion? I hear none at this time.

Thank you, Robert. If you have not already done so, please vote now on this motion. The voting has previously been enabled for all of the previous motions. If a shareholder has not yet voted, please do so now. Voting will be closing shortly. We'll give you a few moments to complete your voting. [Voting]

Voting has now closed. Sorry. Robert?

Thank you. That's fine. The scrutineer has advised that a requisite majority of votes cast by shareholders virtually, present or represented by proxy, have been voted in favor of all the resolutions put forward to date and declare: one, the resolution to set the number of directors at 7, approved; the nominees for directors of the corporation elected, approved; a resolution to reappoint KPMG LLP as the corporation's auditors at the remuneration to be set by the Board of Directors of the corporation has been approved; the stock option plan resolution has been approved; and the warrant resolution has also been approved, effective immediately. Thank you. That concludes the formal business brought before the meeting as set out in the notice of meeting. Is there any other formal business that anyone present wishes to bring to the attention of the meeting? If there is no further business to be brought before the meeting, I would ask for a motion that the formal portion of the meeting be terminated.

I move that the meeting now be terminated. May I have a seconder for the motion?

Yes. I'll second the motion.

Okay. All in favor, say aye.

Aye.

Opposed, if any? I hear none. Motion carried. I declare the motion carried as this Annual General and Special Meeting of Shareholders of the corporation is now concluded. I would now like to take this opportunity to introduce Lombardo Arenas, our Chief Executive Officer, and he will now provide a brief presentation of the corporation's business. So thank you very much all for attending. And Lombardo?

Yes. Can you hear me?

Yes. We can hear you.

Can you hear me?

Yes. We can.

Okay. All right. Well, thank you for joining us this morning for our 2020 annual shareholder meeting. And the pleasure is mine. This is my second consecutive year that I sit at this meeting. And you have seen in our results, 2019 was another successful year for Gran Colombia. This is the best year in the last 7 years. In 2020, we are dealing with continued challenges, operational challenges, [ and BP ] challenges. But really, the challenge associated with the COVID-19 has proved to be quite challenging. These are unprecedented times, and we have adapted and we're really monitoring in order to continue operating while maintaining the health and safety of our people and the communities in which we live and operate. Our staff in Toronto, Medellin and [ Bogota ] has continued to work remotely. And Segovia and Marmato, our continuity programs remain and intact. At Segovia, for example, we have been operating around 95% of normal since we've [ acted ]. At Marmato, we are starting to get more workers coming to work, and we expect that June will show improved production results. In Marmato has been a little bit difficult because the plant is -- the municipalities where the workers live are a little bit far from where the facilities are located. And the municipalities established a quite strict protocol to comply with the requirements of the COVID-19. So it has been difficult for the one, which is going to reach the work site. We -- of course, in this pandemic, we continue to limit our discretionary spending to preserve our liquidity. It appears that the states associated with COVID-19 are going to be making plays through the summer. And although we are operating, we won't be updating our annual guidance at this point. For example, May, I've been in Segovia, a very good month. We were, as you know, around 99% of the target. The production target was a very good month. In Marmato, we have seen lots of progress. We expect that in June, we are going to be around the target, the production target. We will continue to report our monthly production to meet our inventory form on our progress. Drilling is ongoing at both Segovia and Marmato. Also, in Marmato, the [ BFS ] that we've installed [indiscernible] and we are on track to have the result at the end of the month. In summary, despite the challenges of coronavirus, the fundamental of our business is very strong. And in this improved oil price environment, we believe we are continuing to create value to our shareholders. Thank you for listening.

Thank you very much, Lombardo. At the moment, we don't have any questions. [Operator Instructions] Otherwise, I believe the meeting will be terminated after this. There doesn't appear to be any questions. So Robert, I'll hand it over to you.

Okay. This terminates our meeting today, our special -- general meeting and special meeting of shareholders. And I'd like to take this opportunity to thank all those attending and the full management for being so attentive to the company as well as the directors. So that is the termination of this meeting. So thank you very much for attending. Thank you.

Ladies and gentlemen, this concludes today's conference call. Thank you for participating. You may now disconnect.