Civeo Corporation (CVEO) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Shareholders of Civeo Corporation. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Richard Navarre. Mr. Navarre, the floor is yours.

Okay. Thank you, and good morning, everyone. I'm Richard Navarre, Chairman of the Board of Directors of Civeo Corporation, and I am a shareholder. Welcome to the reconvened 2020 Annual General Meeting of Shareholders. This meeting is being held online due to the public health impact of the COVID-19 pandemic and to support the health and well-being of our employees and our shareholders. The meeting will now come to order. To begin, we would like to introduce Civeo Corporation's directors and executive officers in attendance: Bradley J. Dodson, President, Chief Executive Officer and a Director; Ronald Blankenship, Director; Martin A. Lambert, Director; Constance B. Moore, Director; Charles Szalkowski, Director; Timothy O. Wall, Director; Carolyn J. Stone, Senior Vice President, Chief Financial Officer and Treasurer. A copy of the rules of conduct, which we will follow in carrying out the business of this meeting, is available on the annual meeting website. [Operator Instructions] All questions received before or during the meeting and our responses will be posted to our Investor Relations website. Thank you for your cooperation with these rules. Anita Basi from Computershare has been designated as the scrutineer. On the original meeting date of May 14, 2020, the scrutineer confirmed that the notice of Annual General Meeting and related proxy statement was mailed on April 16, 2020, to shareholders of record on March 25, 2020, and that a quorum was present at the meeting. The scrutineer has also confirmed that a quorum is present at this meeting. Pursuant to the articles of the company, the company is not required to give any notice of an adjourned meeting of shareholders when a meeting is adjourned for less than 30 days from the original meeting date. Therefore, this meeting is properly and legally reconvened. We will now proceed with the items presented in the proxy statement furnished to shareholders of record as supplemented by the supplemental proxy materials with the SEC on April 22, 2020, May 5, 2020 and June 5, 2020. The polls have been opened, and we will close the polls on all matters immediately after the presentation of today's proposals. If you wish to vote during the meeting, please follow the instructions on the meeting website before the polls close. If you have already voted in advance of the meeting, you do not need to vote again unless you wish to change your vote. Our first proposal is the election of the 2 directors named in the proxy statement to serve as Class III members of the company's Board of Directors until the 2023 Annual Meeting of Shareholders or until their successors are duly elected and qualified. The Board of Directors directly recommends that shareholders vote for the director nominees. Our second proposal is to ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for 2020 and until the next annual general meeting of shareholders and to authorize the directors of the company, acting through the Audit Committee, to determine the remuneration to be paid to Ernst & Young LLP for 2020. The Board of Directors recommends that shareholders vote for the proposal. Our third proposal is to approve the compensation of the company's named executive officers. This proposal is a nonbinding shareholder advisory vote. The Board of Directors recommends that shareholders vote for the proposal. Our fourth proposal is to approve an amendment to the 2014 equity participation plan of Civeo Corporation to increase the number of shares available for issuance thereunder by 10 million shares, subject to adjustment in accordance with the terms of the plan. The Board of Directors recommends that shareholders vote for the proposal. Our fifth proposal is to approve a consolidation or reverse share split of the issued and outstanding common shares of Civeo Corporation, whereby at the discretion of the Board of Directors, the outstanding common shares would be combined, converted and changed into a lesser number of common shares at a ratio to be selected by our Board of Directors in the range of 1:10 or 1:25 and related amendment to our notice of articles to effect a proportional reduction in the number of authorized common shares based on the selected reverse share split. The Board of Directors recommends that shareholders vote for the proposal. We will now pause to address any shareholder questions we have received relating to these proposals. Seeing no questions on the proposals, the polls are now closed. Ms. Basi, will you please report on the tabulation of the votes?

Based on the preliminary voting results regarding the election of directors, the 2 nominees for director named in the proxy statement received a majority of the votes cast by shareholders at the meeting, and each of those nominees received a greater number of votes for his or her election than votes withheld from his or her election. Based on the preliminary voting results regarding the auditor proposal, the majority of the votes cast by shareholders were voted in favor of the proposal. Based on the preliminary voting results regarding the approval of named executive officer compensation, the votes cast in favor of the proposal exceeded the votes cast against the proposal. Based on the preliminary voting results regarding the approval of the amendment and restatement of the 2014 equity participation plan, the votes cast in favor of the proposal exceeded the votes cast against the proposal. And based on the preliminary voting results regarding the approval of the reverse share split and notice of articles amendment, more than 66 2/3% of the votes cast voted in favor of the proposal.

Okay. Thank you. Based on the proxies and ballots received, the shareholders have elected the 2 nominees for director named in the proxy statement; ratified the appointment of Ernst & Young for 2020 and until the next annual general meeting of shareholders and authorized the directors of the company acting through the Audit Committee to determine the remuneration to be paid to Ernst & Young LLP for 2020; approved on an advisory basis the compensation of the company's named executive officers; approved the amendment and restatement of the 2014 equity participation plan; and approved the reverse share split and notice of articles amendment. This concludes the formal business for the meeting, and we are adjourned. We will now address any general shareholder questions we have received in accordance with the meeting's rules of conduct.

No questions have been submitted.

Having received no further -- okay. Thank you, Bradley. And with no further questions, this concludes our meeting, and thank you for participating.

This concludes the meeting. You may now disconnect.