Centrus Energy Corp. (LEU) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. I'd like to call the 2020 Centrus Energy Annual Meeting of Stockholders to order. My name is Mikel Williams, and I'm Chairman of the Board and will be presiding over this meeting. It is my pleasure on behalf of the directors and the officers of Centrus to express our appreciation to you for attending this meeting. The agenda and rules of procedure for the meeting are located on the web portal. In the interest of an orderly session, I'll follow these rules and ask everyone participating to do so as well. There will be time for questions or comments from stockholders following the formal part of this meeting. [Operator Instructions] A note that only stockholders may submit questions. Although the meeting is being recorded, no one attending via webcast is permitted to use any audio recording devices to record any portion of the meeting. I'm joined today by Daniel Poneman. Dan is President and Chief Executive Officer of Centrus as well as a member of the Board. Also joining us today at our meeting are the other members of the Centrus Board, a nominee for the Board, senior officers of the company and other employees of the company. Let me take a minute to introduce the members of the Board and the nominee for the Board who are present on the call today. Additional information concerning the principal occupation of the directors, their experience and other matters that may be of interest is contain -- is as contained in the proxy statement. The current members of the Board nominated to continue serving on the Board are Michael Diament, Thomas Jagodinski, Bill Madia, Patricia Jamieson and Neil Subin, in addition to Dan and myself. We have also one additional individual nominated to join the Board, that's Tina Jonas. Also present on the call is one other Board member. Tetsuo Iguchi has been elected as a director by the holders of the company's Class B common stock. And before I get started with the business portion of the meeting, there are a few procedural items that I would like to review and mention. Based on the proxies received, a majority of the shares outstanding and entitled to vote as of our April 20 record date are present at this meeting. Accordingly, we have a quorum. The polls for voting on all matters are hereby opened at this time. Later in the meeting, I'll announce their closure. There are 4 items of business to be voted on at this meeting. Information regarding these items is as set forth in the proxy statement as mentioned. The first is to elect the 8 director nominees for a term of 1 year. The second proposal, to approve the Section 382 Rights Agreement as amended. The third is to hold an advisory vote to approve the executive compensation. The fourth proposal is to ratify the appointment of PricewaterhouseCoopers LLP as the company's independent auditors for 2020. And then lastly, to transact any other business as may properly come before the meeting or any adjournments thereof. If you wish to vote during this meeting, you may do so where indicated on the web portal. If you have already voted by proxy, you need not vote today unless you would like to change your vote. Please note that if you're voting during the meeting, your vote must be submitted prior to the closing of the polls. Let me run through the proposals again. The first order of business is proposal 1, and that is the election of the directors. Again, the 8 nominees, whose names and qualifications are as set forth in the proxy statement, are hereby nominated for election as directors of the company for a 1-year term. The next order of business is proposal 2, the approval of the Section 382 Rights Agreement as amended. Stockholders are being asked to approve the Section 382 Rights Agreement to protect the company's net operating losses as disclosed in the proxy statement. This item is hereby submitted to stockholders for approval. The next order of business is proposal 3, the advisory vote on the executive compensation. Stockholders are being asked to approve the compensation of the company's named executive officers as disclosed in the proxy statement. The vote is advisory and therefore, not binding on the company. This item is hereby submitted to the stockholders for approval. The next order of business is the proposal to ratify the appointment of PricewaterhouseCoopers to serve as Centrus' independent auditors for the 2020 fiscal year. Brian Kerrigan from PwC is the engagement partner on the Centrus account this year. He is also present on the call today to answer any questions you may have of him. The Audit and Finance Committee has selected PwC as Centrus' auditors for 2020, and their ratification and appointment is hereby submitted to the shareholders for approval. Now there are no other proposals to be submitted to the stockholders beyond those 4. So let me proceed. Also present on the call is Jim Raitt. Mr. Raitt has been appointed to serve as the inspector of elections at this meeting. He is a representative of Broadridge Financial Services. Thank you, Mr. Raitt for your help today. If you are voting via the web portal, please finish submitting your vote now. Again, if you have already voted by proxy, you do not need to vote today unless you'd like to change your vote. [Voting]

There being no further voting ballots, the polls are now closed at 10:08 a.m., June 17, 2020. So I will look at the tally here. Okay. Fantastic. I've received a report from the inspector of elections. I'm pleased to report that the stockholders approved the election of the 8 nominees for director, the Section 382 Rights Agreement as amended, the nonbinding advisory vote on the executive compensation and the proposal ratifying PwC as the company's independent auditors for 2020. Ladies and gentlemen, this concludes the formal business of the meeting and I declare the meeting adjourned. So the floor is now open for any general questions or comments from stockholders. [Operator Instructions] I'll now take a brief hold to allow for any questions. Okay. There are no questions that have come forward. And so ladies and gentlemen, this concludes our meeting. Thank you for participating and expressing your interest in the company. And we look forward to next year's annual meeting as well.