Boralex Inc. (BLX) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Shareholders to Boralex Inc. Please note that today's meeting is being recorded. If you participate in today's meeting and disclose personal information, you will be deemed to consent to the recording, transfer and use of that information. If you disclose personal information of another person at today's meeting, you will be deemed to represent and warrant to Computershare and the corporation that you first obtain the requisite consent for the disclosure recording transfer and use of such personal information from all relevant persons.

Thank you, operator. Good morning, everyone. My name is Alain Rheaume, and I'm Chair of the Board of Boralex. My name is Alain Rheaume, Chair of the Board of Boralex. I would like to welcome you all to our shareholders annual meeting. I'd like to welcome all of you to our shareholders' Annual Meeting. Please note that this meeting will be conducted in French. However, any shareholder may ask a question in English, and we will be pleased to answer in English as well. Once again this year, we are holding the meeting virtually. The Board of Directors of Boralex believes that with the evolution of technology during the pandemic years, the virtual format has become more effective in reaching a maximum number of shareholders. We have also chosen this year to focus our efforts on the formal part of the meeting. Indeed, since communication forms, such as Investor Days, ESG panels and other events such as our quarterly web meetings are much more effective ways of communicating management's message to its shareholders. Today's meeting will not include a presentation by management on the corporation's outlook and financial results. 2022 took place against the backdrop of a global energy crisis and the desire to accelerate the development of renewable energies on the part of many governments around the world, which created many business opportunities for Boralex, including exceeding the growth objectives of its strategic plan, among other things, through well-targeted acquisitions --- the partnership entered into at the beginning of the year with Global Investment Management Manager Energy Infrastructure Partner, which has substantially increased for Boralex's financial flexibility. The development of several projects in Quebec, a significant advance in the United States and a business acquisition in the United Kingdom and the signing of an agreement with Hydro-Quebec and Énergir to develop 3 projects of 400 megawatts each on the Seigneurie de Beaupré territory. In addition, the Board of Directors has continued its efforts to improve its governance, in particular, by increasing the geographic, gender, ethnic and market experience diversity of the Board of Directors, by taking charge of the establishment and implementation of the CSR strategy as well as the promotion and monitoring of Boralex's actions in this regard and by supporting management in reviewing Boralex's management model, which is now based on geographical business units. All of this has been accomplished against the backdrop of ecological energy and financial upheaval, the Board of Directors is proud of the work accomplished. The current environment is more favorable than ever for the renewable energy sector, which puts Boralex in an excellent position for growth. Governments want to accelerate the energy transition to reduce their economy's GHG emissions and decrease their dependence on fossil fuels. High energy prices are leading more and more customers to protect themselves by signing long-term power purchase agreements. At Boralex, our flux cash flow -- discretionary cash flow and strong balance sheet enable it to exceed its ambitions. Boralex is more than ever a reference in its industry. I now call the meeting to order. I will act as chair of the meeting. Boralex's management representatives are present at this meeting with me. I'm here with Patrick Decostre, President and Chief Executive Officer; Bruno Guilmette, Executive Vice President and Chief Financial Officer; and Pascal Hurtubise, Executive Vice President and Chief Legal Officer. Pascal Hurtubise will act as Secretary of the meeting. I will first ask the secretary of the meeting, Pascal Hurtubise to explain some of the procedures for the meeting.

Thank you, Alain. As the meeting is held virtually via a live audio website, we feel it's necessary to establish a few rules to ensure the smooth running of the meeting. As described in the management proxy circular, the duly appointed proxy holders were required to register with our transfer agent to obtain a control number prior to this meeting in order to attend, vote and ask questions. Accordingly, only registered shareholders or their duly appointed proxy holders may participate, ask questions and vote at the meeting. All other proxy holders may attend the meeting as guests. Registered shareholders and duly appointed proxy holders who wish to submit a question or ask a question about a motion may do so using the instant messaging feature of the virtual interface. Please note that there may be a slight delay in the posting of communications received. When asking a question, please indicate your name, the entity you represent, if applicable. Questions will be addressed only during the question period at the end of the meeting. However, procedural questions or questions directly related to a motion before the meeting may be addressed during the meeting. Questions or comments that contain inappropriate language or disrupt the flow of the meeting will not be posted and will be ignored. Questions that have already been answered or that are redundant or repetitive will be ignored. For the purposes of today's meeting, all matters will be voted on by means of a single electronic vote. Registered shareholders and duly appointed proxy holders will be asked to vote on each item of the business after the end presentation of all such items, therefore, at only 1x. When invited to vote, you will receive a message on the virtual interface asking you to register your votes. You have enough time to vote on each item, but note that you will have a time limit to do so.

Thank you, Pascal. I would now direct the secretary to file the notice of meeting, the voting proxy form and the statutory declaration that these documents were mailed to the shareholders on March 30, 2023, and to retain them in the records of Boralex.

The documents are tabled, Alain.

Thank you, Pascal. Representatives of Computershare, Inc., the transfer agent and register of Boralex are acting as scrutineers for this meeting. They will be counting the proxy votes and votes cast online today. I'm advised that the report on the attendance at this meeting is now ready. I would ask them to please read it to us. Mr. Gilbert from Computershare, please?

Yes. Good morning, Mr. President, Chairman, the scrutineers to the services of the shareholders at Computer Inc. at Boralex Inc. now that there are at least 2 shareholders that are either present in person or by proxy, 69 million -- 73.9% of all the shares that have been issued for Boralex Inc. And I segmented document is signed by me and the scrutineer Jibe.

Thank you, Mr. Gilbert. I hereby declare the meeting duly convened and validly constituted to deal with the matters on the agenda. As mentioned by the secretary earlier, all ballots will be cast on all matters to be voted on using a single electronic ballot. At the appropriate time, you will receive a message on the virtual interface asking you to vote. You will have a limited time to do so. When all items on the meeting the meeting's agenda have been voted on, the scrutineers will tabulate the votes for each item. The next item on the agenda is the receipt of Boralex's consolidated financial statements for the year ended December 31, 2022, and the independent auditor's report. I would ask the Secretary to file the consolidated financial statements of Boralex for the year ended December 31, 2022, together with a report of the independent auditor thereon as well as the statutory declaration that a copy of such documents has been mailed on March 30, 2023, to all shareholders who have requested them.

The documents are table tonight.

Thank you, Pascal. The next item on the agenda is the election of the 11 nominees proposed by management for election of directors of the corporation. Under the advance notice bylaw adopted by the Board of Directors on March 1, 2018, and ratified by the shareholders on May 9, 2018. A process must be followed and certain deadlines must be met in order to nominate a candidate for director position as no other nominations have been made in accordance with this bylaw, only the nomination set forth and the management proxy circular will be voted on. May I -- May registered voter of [ Casa ] shares or a proxy holder of a holder of shares now make a motion for the nomination of the 11 proposed nominees?

My name is Pascal Hurtubise, shareholder. Mr. Chairman, I propose the nomination of each of the following persons for election as directors of Boralex. Mr. André Courville, Ms. Lise Croteau, Mr. Patrick Decostre, Mr. Ghyslain Deschamps, Mrs. Marie-Claude Dumas, Ms. Marie Giguère, Ms. Ines Kolmsee, Mr. Patrick Lemaire, Mr. Alain Rheaume, Mr. Zin Smati and Mrs. Dany St-Pierre.

Thank you, Pascal. Can a registered shareholder of Class A shares or a proxy holder of a holder of shares not make a motion for the election of each of these persons? Mr. Guilmette, perhaps.

My name is Bruno Guilmette, shareholder. Mr. Chairman, I move that each of the 11 nominees be elected as a member of the Board of Directors of Boralex until the next annual meeting or until its successor is elected.