Ball Corporation (BALL) Earnings Call Transcript & Summary

Welcome to the 2020 Annual Meeting for the Ball Corporation. Our host for today's call is John Hayes, Chairman of the Board of Directors and CEO. [Operator Instructions] I would now like to turn the call to your host. Mr. Hayes, you may begin.

Great. Thanks, Ross, and good morning, everyone. This meeting will please come to order. Welcome to what should be a relatively short 2020 annual meeting of Ball Corporation shareholders. This meeting is being held solely to report the results of voting, which remains open for the next several minutes. This is John Hayes, Chairman of the Board of Directors and CEO of Ball Corporation. I do hope all of you are safe and healthy. We're hosting our first ever virtual shareholder meeting due to the global coronavirus pandemic and to ensure the safety of our shareholders and our employees. We are indeed living in unprecedented times, and our thoughts are with everyone who is impacted. Our agenda for this morning's meeting is as follows: first, a presentation of the Corporate Secretary's report, after which, I will present the 3 proposals that are subject to a vote; then we will allow a brief period for voting and we'll close the voting; finally, we'll address a couple of relevant questions from shareholders about items on today's agenda. Shareholders may submit questions during the meeting on the virtual web portal. The question portal will close just before the close of voting. I'll now turn it over to Mr. Charles Baker, Corporate Secretary.

Thank you, Mr. Chairman. Can you hear me okay?

Yes.

Thank you. I have the 4 million affidavit signed by Joanne Vogel, Manager of Broadridge Financial Solutions, Inc., certifying that commencing on March 16, 2020, and the transfer agent mailed and made available, proper notice of this meeting and instructions to access the corporation's proxy materials to each holder of common stock of record as of the close of business on March 5, 2020. Additional notice of the change of location to a virtual-only meeting was mailed or otherwise made available to shareholders prior to this meeting, and that was done about 4 weeks ago. They are present in person or by proxy for this meeting, 288,262,155 votes or 88.48% of the issued and outstanding common shares that are entitled to vote as of the record date of March 5, 2020. Mr. Chairman, there is a quorum present.

Terrific. Thank you, Charles. The meeting is lawfully convened and ready to transact business. There are in attendance today, the corporation's directors and officers and a representative from PricewaterhouseCoopers LLP, the corporation's independent registered public accounting firm. We will waive a reading of the minutes of the annual meeting of shareholders on April 24, 2019. The minutes are available on the virtual web portal for this meeting. Is there a motion for approval of the minutes?

Moved.

Is there a second?

Second.

All in favor approving those minutes, say aye. [Voting]

Those oppose, say no. The ayes have it and the minutes of the last annual meeting are approved. We will now conduct the official business of the meeting and will ask anyone who has not yet voted to do so now. Shareholders that have voted by proxies or have already voted by Internet or telephone and who do not want to change their vote do not need to take any further action. Any shareholder of record -- as of the record date who has not yet voted or who wishes to change his or her vote may do so now on the virtual meeting web portal, which has been open for voting since the start of this meeting. I will call for the report on voting by the inspector of election since the vote has been made by proxy, Mr. Charles Baker, Corporate Secretary, will report the results of the vote on the following items: number one, election of Ms. Ross; Ms. Sapp; Mr. Taylor; and Mr. Hayes as Directors to serve for the 3-year terms expiring at the 2023 annual meeting: number two, the voting of the ratification of the appointment of our auditors PricewaterhouseCoopers LLP as the independent registered public accounting firm for the corporation in 2020; and number three, approval by a nonbinding vote of the compensation of the named executive officers as disclosed in the 2020 proxy statement. Since the vote has been made by proxy, Mr. Baker will report the preliminary results on those matters voted on by shareholders and properly brought forth at this meeting. We will be reporting the final vote results in a Form 8-K to be filed within 4 business days. We will now take a short pause now for any final voting. [Voting]

Now that everyone has had the opportunity to vote, I declare the polls closed. Mr. Baker, do we have a preliminary voting result?

Yes, Mr. Chairman, we do, and we report as follows: on the election of directors, the 4 nominees have been elected to serve as directors for 3-year terms expiring at the 2023 annual meeting of shareholders. All nominees received at least 200,565,401 votes, which is 74% of those shares voting. Directors also received -- that was one Director and other Directors received approximately 79%, 80%, and in one case, 99%. So solid support for the directors. On the appointment of PricewaterhouseCoopers as the independent accountants for the corporation for 2020, that was ratified with 275,236,304 votes cast in favor or approximately 95.5%. And the proposal to approve by nonbinding vote, the compensation of the named executive officers as disclosed in the proxy statement was approved with 258,955,726 votes cast in favor or approximately 96% of those shares voting. Mr. Chairman, I turn it back to you.

Great. Thank you, Charles. That completes the scheduled items of business. We have had several questions come in that I'd be delighted to answer. They really fall into 2 categories. The first category is about our aluminum cups business, and I will summarize the several questions we received.

One question was asking about the status of the building of the manufacturing site in Georgia. And if COVID has interrupted progress for a fourth quarter completion date, what's the revised date set to open the plant? Another question is about, given that it's targeted to replace plastic solo cups have sales projections have been lower in the foreseeable future due to stadiums and concerts not being allowed or is all hopeful that these types of venue will be in full swing by in 2021? A related question was asking about are the targeted sales solely for Stadium concert venue? Are there plans to mitigate the potential fewer attended events due to social distancing by selling to the general public at supermarkets and such. And the last question related to all this is what will -- what all will be manufactured in the new Georgia plant? I'm happy to report, as we sit here today, we are on track and on target for a fourth quarter launch of our aluminum cups business in Georgia. I would also -- we are also quite encouraged because the letters of intent we've been signing with a variety of customers are at or even above our expectations at this point in time. So, so far, so good. Please also recall that it's not only just per stadiums and concert venues that we also have been in the process of developing a retail go-to-market strategy, which we have accelerated over the past several months. And that involves everything from on one side, the convenience and club stores to the whole other side online and everything in between, and as we have more updates as we go forward on that we will inform people, but we are quite excited about that. So it is not just about stadiums and concerts. It's too early to predict what 2021 looks like. But I think, given strong demand we've seen from our traditional customer base, the concerts and venues and those that are interested in selling through retail, we're quite excited about that. The last thing related to that is, this is -- this plant is being built solely for the manufacturer of aluminum cups. But I will remind everyone, it's on a broader campus in Rome, Georgia that also includes a beverage can manufacturing facility, which we're in the process of expanding as well, that should be online later this summer. And so far, it goes so good on that part. The second area of questioning was, the recent growth in the size of passive mutual funds corporate ownership interest in U.S. corporations has been dramatic, raising important public policy and corporate governance issues. Currently, BlackRock and Vanguard hold over 5% each of the company's outstanding shares. Does the Board see this growing ownership concentration is a positive or negative development as it regards long-term corporate planning and performance? And also are there potential conflicts of interest when a 5% holder is managing company retirement plan assets? Yes, it is a trend that's happening. I think we view this as neither a positive nor a negative. We take our corporate social responsibility very serious. In fact, I would argue that from a sustainability point of view. The reason why we've been in business for 140 years, and we're celebrating the 140 year anniversary this year, is because we've been focused on sustainability, whether that's social sustainability of giving back to the communities in which we live and operate and making sure that our employees have a safe and viable career at Ball Corporation, whether it's environmental, sustainability, that focusing on the footprint that we leave in making sure that as we move forward that we are making sure the earth is in a better place than it was prior to that. And then last but not least, is the economic sustainability because if you're not generating economic returns, then you're not going to be sustainable. So we take that very seriously. I think this whole move towards passive, as I said, is neither a positive nor a negative, but we have very active dialogues with all of our shareholders, whether it's passive or active funds, and so we will continue to do so. Regarding the question about potential conflicts of interest from a 5% holder is managing the company retirement plan assets. We don't believe there is. There is a very clear Chinese wall, if you want to call it that, between the investment side of some of these larger firms and the management side from a retirement plan asset perspective. So we don't believe that, but it's a fair question to be asking, and we continue to monitor and make sure that there is separation between those 2 sides of the various institutions we deal with. So those are the questions that we received. So we appreciate that. Are there any other items of business to come before the meeting? As I hear no other items of business, we will now adjourn. Is there a motion to adjourn?

Moved.

Is there a second?

Second.

Okay. All in favor of adjournment say aye. [Voting]

So those oppose, say no. The motion is carried. This meeting now stands adjourned. Thank you all for your participation, and please be well and be safe.

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