ATN International, Inc. (ATNI) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by, and welcome to the ATN International Annual Meeting of Stockholders. I would now like to hand the conference to your speaker today, Michael Prior, Chairman and Chief Executive Officer. Please go ahead, sir.

All right. Thank you, operator, and good morning all who have joined us. And welcome to the 2020 Annual Meeting of Stockholders of ATN International. This is also our first virtual meeting and one hopes the last. I'm Michael Prior, Chairman of the Board of Directors, and I will be presiding over this meeting. But we had hoped to be meeting in person, as in past years. The ongoing restrictions and gathering during the COVID-19 pandemics made this virtual meeting the best option to meet safely. At this time, I call the meeting to order. The polls are now open and will remain open until we read through the proposals. And also joining us on the line today are the following additional directors of ATN: Liane Pelletier, our lead Independent Director; Bernard Bulkin; James Eisenstein; Richard Ganong; John Kennedy; Pamela Lenehan; and Charles Roesslein. And Mary Mabey, Secretary of the company, will act as Secretary of the meeting and is with here with me. The Board of Directors has appointed Andrew Feinberg, ATN's Vice President of Accounting and Finance to act as Inspector of Elections. He has previously taken his oath as Inspector of Elections, which will be filed with the minutes of this meeting. And Robert Zidow, a representative from our auditors, PricewaterhouseCoopers LLP, is also with us on the line today. Rob will be available to answer questions concerning the company's financial statements. As noted in the notice and proxy statement previously provided to you, the record date for voting at this meeting was the close of business on July 24, 2020. And our first order of business is to determine whether the shares represented by proxy are sufficient to constitute a quorum for the purpose of transacting business. Ms. Mabey, do you have a report?

Yes. We are informed that approximately 97.5% of all shares entitled to vote are represented by proxy at this meeting. Based upon that percentage, a quorum is present and this meeting is now duly convened for the purposes of transacting business properly before it. Holders of record of common stock at the close of business on July 24, 2020, are entitled to cast 1 vote per share. If you have sent in your proxy card or have voted via telephone or Internet, your shares will be voted accordingly. Any shareholder who has not yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions.

The next order of business is a description of matters before this meeting. Once the matters have been presented, we will provide an opportunity for any questions and voting will remain live during the announcement of the proposals. Ms. Mabey?

The first proposal before the stockholders of the company is the election of 8 directors. Those nominees receiving more votes in favor of their election than opposed to their election will be elected as Directors. Directors elected today will hold office until the 2021 Annual Meeting of Shareholders and their successors are elected and qualified. The nominees qualifications are described in your proxy materials. The Board of Directors of the company recommends the following nominees: Dr. Bernard Bulkin, James Eisenstein, Richard Ganong, John Kennedy, Pamela Lenehan, Liane Pelletier, Michael Prior and Charles Roesslein. The second proposal is to approve on a nonbinding advisory basis, the compensation of our named executive officers. The third proposal is to ratify the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the company for the fiscal year ended December 31, 2020. The ratification of PwC requires the approval of a majority of shares present by proxy at this meeting. The Board of Directors recommends that you vote for the ratification of PwC as our independent registered public accounting firm. If any stockholder has a question regarding any of these proposals, please submit your questions through the web portal now and we'll give all stockholders just a moment to present their questions before moving on. [Voting]

And again, any questions can be submitted via the web portal and we'll be available to answer those questions in the next few moments.