Axalta Coating Systems Ltd. (AXTA) Earnings Call Transcript & Summary

Welcome to the 2020 Annual Meeting for Axalta Coating Systems. Our host for today's call is Robert Bryant, President and CEO. [Operator Instructions] I will now turn the call over to your host. Mr. Bryant, you may begin.

Good afternoon, and welcome to Axalta Coating Systems' 2020 Annual General Meeting of Members. I'm Robert Bryant, Axalta's President and CEO. It's my pleasure to welcome you here today for this meeting, which will be co-hosted by Mark Garrett, Axalta's Independent Board Chair; and me. We're also joined today by other members of Axalta's Board of Directors and members of the executive management team. Brian Berube, Axalta's SVP, General Counsel and Corporate Secretary, will serve as Secretary for today's meeting. Broadridge Financial Solutions, represented today by Linda Piscadlo, has been duly appointed as the inspector of election. I want to thank you for joining us today. We're hosting our virtual meeting as a result of the public health and travel safety concerns relating to the coronavirus or COVID-19 pandemic; and the advisories or mandates of federal, state and local governments and related agencies in an effort to protect the health and well-being of Axalta's shareholders, employees, directors, partners and communities. I will now turn the meeting over to Brian Berube, our General Counsel and Corporate Secretary.

Thank you, Robert. I can report that Broadridge has delivered an affidavit of mailing with respect to this meeting. Furthermore, the 2019 annual report to members containing Axalta's 2019 audited financial statements and the independent auditor's report is available in the meeting web portal and on the Investor Relations section of our website. The notice of Annual General Meeting sets forth the 3 proposals to be voted upon today and the Board's recommendations with respect to those proposals. Axalta has retained American Stock Transfer & Trust Company, LLC as registrar and transfer agent and Broadridge financial services to tabulate the votes and act as inspector of election for today's meeting. Please note that copies of the 2019 annual report, including the financial statements and the 2020 proxy statement, were mailed on or about March 20, 2020, to all members as of the record date and will be incorporated into the minutes of this meeting. March 6, 2020, was the record date for determining the members entitled to vote at today's meeting. Axalta's transfer agent has provided a certified list of members as of the record date, which is available on the meeting web portal. Based upon data provided by the inspector of election, I confirm a quorum is present; and turn the meeting over to our independent Board Chair, Mark Garrett.

Thank you, Robert and Brian. I declare the meeting duly and lawfully convened, and the meeting is now open and ready for business. There are 3 items of business to be presented and voted upon by members of today's meeting. No other matters will be acted upon by members today because none was submitted by the deadlines specified in Axalta's bylaws. This year's proxy statement contains information about the deadlines for director nominations and proposals for next year's meeting. The first item of business today is election of one Class III director for a term ending at the 2021 Annual General Meeting of Members, myself, Mark Garrett. The proxy statement contains information about my background. The other continuing directors are Robert Bryant, William Cook, Deborah Kissire, Elizabeth Lempres, Robert McLaughlin and Samuel Smolik. The second item of business is the appointment of PricewaterhouseCoopers LLP as Axalta's independent registered public accounting firm and auditor until the conclusion of the 2021 Annual General Meeting of Members; and delegation of authority to the Board of Directors of the company, acting through the Audit Committee, to fix the terms and remuneration thereof. The appointment of PricewaterhouseCoopers is discussed in the proxy statement. With us today by phone, representing PwC is [ Elle Escopo ], a partner in PwC's Philadelphia office. The third item of business is to approve the compensation of the company's named executive officers. This proposal is a nonbinding advisory vote. The company's executive compensation is discussed in the proxy statement. Axalta's executive compensation program emphasizes performance-based compensation to promote achievement of specific strategic goals. This is designed to align executive compensation with and to drive member value. The Board of Directors asks that you approve this advisory vote on executive compensation. The nominations and proposals I have just described are properly before the meeting for a vote of the members at the instruction of the Board of Directors. The polls are now open. Any member who has not voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the directions provided. Members who have sent in proxies or voted via phone or Internet and do not want to change their vote do not need to take any further action. We will now pause for approximately 30 seconds to allow members to vote or change their vote. [Voting]

Now that everyone has had the opportunity to vote, I now declare that the polls are closed. Next item on the agenda is the preliminary report of the inspector of election. The inspector of election has determined preliminarily that the director nominee was elected, having received the required plurality of the votes cast. PricewaterhouseCoopers LLP's appointment as Axalta's independent registered public accounting firm and auditor until the conclusion of the 2021 Annual General Meeting of Members; and delegation of authority to the Board of Directors of the company, acting through the Audit Committee, to fix the terms and remuneration thereof, was approved, having received the required majority of the votes cast. The resolution concerning the advisory vote on executive compensation was approved, having received the required majority of the votes cast. These results are subject to final verification and audit. The actual results will be reported in a Form 8-K to be filed with the SEC within 4 business days after the end of this meeting and posted to Axalta's website. The business portion of our meeting is now concluded, and the Annual General Meeting is adjourned. Robert Bryant, our CEO, will now make a few brief remarks.

Thank you, Mark, and thank you to our Board, management team and members for attending Axalta's 2020 Annual General Meeting. We're all operating in unprecedented times as a result of the COVID-19 pandemic. First and foremost, Axalta is focused on protecting public health and the health and safety of our employees, customers and partners, consistent with guidance issued by relevant authorities, while continuing to safely satisfy customer demand. Where possible, our employees are working remotely. And we have instituted global travel restrictions for all employees. We have taken steps to promote social distancing and have instituted robust on-site hygiene practices and restrictions on visits to our facilities. Our entire team has been actively evaluating the impact of the COVID-19 pandemic on Axalta, our customers and the global economy. And we continue to take steps to address the impacts on our business. I invite you to learn more about Axalta's first quarter 2020 results at our earnings call scheduled for May 6, 2020. Details can be found on the Investor Relations section of Axalta's website. I wanted to thank everybody for attending our Annual General Meeting, and our meeting is now concluded.

This now concludes the meeting. Thank you for joining, and have a pleasant day.