CBRE Group, Inc. (CBRE) Earnings Call Transcript & Summary

Good morning, and welcome to the 2021 Annual Meeting of Stockholders of CBRE Group, Inc. At this time, I would like to turn the meeting over to Mr. Brandon Boze. The floor is yours, sir. You may begin when you're ready.

Thank you. Good morning, ladies and gentlemen. My name is Brandon Boze. I'm the Chair of the Board of Directors of CBRE. Joining me today is Bob Sulentic, our CEO. On behalf of the rest of the Board of Directors, we are pleased to welcome you all to the 2021 Annual Meeting of Shareholders. I will serve as Chair of today's meeting; and Larry Midler, our General Counsel and Corporate Secretary, will act as the secretary of the meeting. At this time, I would also like to the members of our Board of Directors who will be standing for reelection. Their backgrounds and qualifications are described in detail in the proxy statement you received for today's meeting. In addition to Bob and myself, our current directors standing for election are: Beth Cobert, Regi Gilyard, Shira Goodman, Chris Jenny, Gerry Lopez, Oscar Munoz, Laura Tyson and Sanjiv Yajnik. We are also joined by several members of management, including our CFO, Leah Stearns. Also joining us today are independent auditors, KPMG LLP. I would now like to turn it over to Larry, who will present an overview of today's agenda and the rules of procedure for the meeting. Larry?

Thank you, Brandon. At this time, I would like to review for the stockholders the agenda for today's meeting and the procedure for submitting questions. On the bottom right corner of the screen is the Q&A button where stockholders can enter questions at any point during the meeting. When you're entering your question, please remember to include your name and company with a question. Out of consideration for others, please limit yourself to 1 question. Stockholder questions or remarks must comply with our rules of procedure. The rules of procedure can be found at the bottom right-hand corner of the web portal under material. We appreciate your cooperation with those rules. If your question does not relate to a specific proposal, we will hold it to the general Q&A session after the formal portion of the meeting is adjourned. As described in the agenda for today's meeting, we will begin with the presentation of the 3 management proposals. We will introduce them all at once. We will then respond to questions about any of the 3 management proposals. We will then discuss the stockholder proposal. The stockholder proponent will have up to 3 minutes to present the stockholder proposal. We will then respond to any questions relating to the stockholder proposal. After the presentation of the proposals, we will close the pulse. Once the polls are closed, we will announce the preliminary vote results, and the meeting will be adjourned. After the formal portion of the meeting is completed, we will conduct a question-and-answer session. In accordance with the procedures for this meeting, the recording of these proceedings is prohibited. We will now turn the business to be conducted at today's meeting -- turn to the business to be conducted at today's meeting. Thank you, Mr. Boze.

Thank you, Larry. It is now 10:03 a.m. Central Time, and I hereby call this meeting to order. The polls are now open and will remain open until I announce that the polls are closed. Any stockholders who have not yet voted or wish to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or previously voted via the telephone or Internet and do not want to change their votes do not need to take any further action. The Board of Directors has fixed the close of business on March 22, 2021, as the record date for determination of stockholders entitled to receive notice of and to vote at this meeting and a list of stockholders is available on the web portal for your review. As of the record date, there were 336,301,387 shares of our common stock outstanding and entitled to vote. The proxy materials for the annual meeting were first distributed and made available to stockholders on April 5, 2021, and Broadridge Financial Solutions has provided an affidavit certifying to the timely mailing of the proxy materials to all stockholders of record as of the record date. The inspector of elections has certified that there is a sufficient quorum for all business to be conducted at this meeting. We will now turn to the management proposals for consideration by the stockholders. The first item is the election of directors. The Board has nominated each person named in the proxy materials for election as directors at this annual meeting to hold office until the 2022 Annual Meeting of Stockholders and until his or her successors are duly elected and qualified. The second item is to ratify the appointment of KPMG as the company's independent registered public accounting firm for 2021. The third item is an advisory resolution to approve named executive officer compensation. The Board recommends that stockholders vote for the management proposals for the reasons stated in the proxy statement. If you have any questions or comments regarding any of the 3 management proposals, please enter your questions into the web portal now. Mr. Midler, do we have any questions submitted by stockholders on any of the 3 management proposals?

We do not have any questions relating to the management proposals.

Thank you, Larry. So we will now have a presentation of the stockholder proposal. Proposal 4 voted on at today's meeting. Operator, is Ms. [ Kam Franklin ] on the line?

Yes, sir, she is, and her line is open.

Okay. Ms. Franklin.

Can you hear me?

We can, and you may proceed to present proposal 4.

Thank you. Proposal 4, special shareholder meeting improvement, John Chevedden. Shareholders ask our Board to take the steps necessary to amend the appropriate company governing documents to give the owners of a combined 10% of our outstanding common stock the power to call a special shareholding. This proposal topic won 42% support at the 2020 CBRE Annual Meeting. This was most likely majority support from the shares that have access to objective proxy voting advice. Unfortunately, most small shareholders do not have access to objective proxy voting advice. Management is thus getting a free ride on the backs of the small shareholders who do not have assets to objective proxy voting advice and are then forced to rely on the self-serving management recommendation. Management talks about discussions with shareholders on this proposal topic. It is important to emphasize such a discussion process is not transparent, has no objective oversight and pens 100% on the honor system. It currently takes 30% of the shares that normally vote at the CBRE annual meeting to call for a special shareholder meeting. It would be hopeless to expect that the shareholders who do not even vote would be candidates to take the cumbersome procedural steps to ask for a special shareholder meeting. And in the past year, there has been a dramatic development that makes shareholder meetings so much more difficult for shareholders, the avalanche of barebones online shareholder meetings that make it difficult for shareholders to be heard at a special shareholder meeting. For instance, AT&T management will not even allow shareholders to speak at the 2021 AT&T online shareholder meeting. Shareholders best need greater flexibility in calling for a special shareholder meeting to make up for this law. Please vote yes, special shareholder meeting improvement, proposal #4. Thank you very much.

Thank you, Ms. Franklin, for those comments. The Board of Directors recommends that stockholders vote against this proposal for the reasons stated in the proxy statement. Mr. Midler will now take questions on the stockholder proposal. Are there any?

We do not have any questions related to the stockholder proposal.

Thank you, Larry. That concludes the items to be voted upon in this meeting. If you have not done so already, please vote now on the web portal. And I will pause for a moment to give stockholders a bit of time to vote if they have not done so and wish to do so now. [Voting]

It is now 10:09 a.m. Central Time, and I declare that the polls are closed. I have been advised by the inspector of elections that based on a preliminary report of the inspector of elections that each person nominated as Director has been elected; the appointment of KPMG has been ratified; the advisory resolution on executive officer compensation has been approved; and the stockholder proposal regarding the ability to call a special stockholder meeting has failed. Please note that these results are preliminary, and the official report of the inspector of elections will be filed with our corporate records and reported on Form 8-K filed with the U.S. Securities and Exchange Commission. As there are no further matters to be raised at this meeting, I will entertain a motion to adjourn this meeting now.

I move that the meeting be adjourned.

I second.

All in favor?

Aye.

Aye.

Okay. The formal portion of the meeting is now adjourned. At this time, we would like to entertain any general questions. Please adhere to the guidelines for questions that Mr. Midler previously outlined. Mr. Midler, do we have any questions?

Yes, we do. And I will proceed to read. There are 3 questions. Number one, which is more important, share buybacks or increasing the dividend? And I'm going to pass that to Leah Stearns, our CFO.

Thank you, Larry. Historically, we have been focused on retaining capital to ensure that we have ample liquidity to support our growth initiatives with -- at CBRE. So we believe the flexibility that has been inherent in our share repurchase program and utilizing it to return capital to shareholders at the appropriate time when we don't have alternative uses has been the best and most optimal way for us to leverage a capital return strategy for CBRE.

Thank you, Leah.

The next question is, please give examples of product innovations in the past 6 months. And Bob Sulentic, our CEO, will be answering the question.

Thanks, Larry. I want to start by noting that we have 3 reportable segments in the business. Our Advisory segment, our Global Workplace Solutions segment, which is our outsourcing business and our Real Estate Investments segment. I'll give an example for each one. In our Advisory segment, we have engaged with our partner, Industrious, a flex space provider to come up with an approach to provide flex solutions to our occupier clients that we think will allow for that business to grow more rapidly than it would have otherwise grown, and in turn, our value in that business will grow, and that will be reflected in our income statement. If you look at our GWS business, that's where we house our project management work. We have a number of initiatives underway with project management to take advantage of the opportunity associated with sustainability to do work for our clients that we think will materially impact our profitability as early as later this year and certainly in a big way by next year. In the Real Estate Investment management business, we have both our investment management and our development business. We've come up with an approach to capitalizing our development work that we believe will allow us to extract more profit from the development work we do, which has been growing significantly and also control the assets that we develop in our investment management business so that we have enduring fee streams that will impact our income statement for years to come.

Thank you, Bob. The final question received is what are examples of cost-cutting measures that were taken in 2020?

I'll take that. We had 2 components to our cost management approach in 2020. First was our response to the COVID crisis and really responding to ensure that our business was appropriately sized from an overall cost perspective as a result of the reduction in demand from our clients. That was our first wave of cost management that was taking out certain levels of sales support and what we would consider to be temporary cost actions like reducing travel and entertainment expense and other sales related costs. In addition to that, prior to COVID, we had already worked towards establishing as part of our global and corporate strategy specific transformation initiatives that would seek to reduce the bureaucracy and size of our overall management structure. And that transformation work was taken on in the second half of 2020, and that really took the form of multiple initiatives particularly around reducing the span -- or increasing the span of control, reducing the layers of our management structure within CBRE, but also looking to consolidate and optimize our underlying operating structure for certain components of our operational business. So it was multiple initiatives, some were temporary, but the majority were permanent in nature. And we are benefiting from those in 2021 as we're seeing margin expand as demand returns back to 2019 levels.

Thank you, Leah. Mr. Boze, there are no more questions, and I do want to note that we did not receive any questions that were not answered at this meeting. And we have closed now the open Q&A.

All right. Thank you, Larry. I want to thank everyone for attending today's meeting and for all of your continued support of CBRE. We look forward to speaking with you again at our next earnings call. Thank you.

The meeting has now concluded. Thank you for attending. At this time, you may now disconnect. Enjoy your day.