Crown Holdings, Inc. (CCK) Earnings Call Transcript & Summary

[Audio Gap] Annual Meeting of Stockholders. I would now like to introduce Mr. Timothy Donahue.

Thank you. Good Morning, everyone, and welcome to the 2021 Annual Meeting of Shareholders of Crown Holdings Incorporated. My name is Tim Donahue, and I am the Chief Executive Officer of Crown. I want to thank you all for your participation today. Your interest in the company is greatly appreciated. As you know, in light of the global coronavirus pandemic, we are conducting this year's meeting as a live webcast virtual-only meeting for the safety of our shareholders and employees. Our Chairman, Mr. John Conway, has designated me to lead today's meeting, which is duly convened, properly organized and competent to transact business. At the outset of the meeting, I would like to introduce you to the other directors of the company who are participating today in addition to myself and Mr. Conway: Richard Fearon; Andrea Funk; Stephen Hagge; Rose Lee; Josef Müller; James Miller; Craig Owens; Caesar Sweitzer; Jim Turner; William Urkiel; and Dwayne Wilson. Also joining us today are Tom Kelly, our Chief Financial Officer; Adam Dickstein, our General Counsel and Corporate Secretary; Kazi Islam of PricewaterhouseCoopers LLP; and Andrew Dewar of Broadridge Financial Solutions. Our inspectors of elections today are our Assistant Corporate Secretaries: Rosemary Haselroth and Michael Rowley. I'd like to start by discussing our agenda for the meeting. First, our Corporate Secretary will address a few procedural items. I, then, will present the 3 proposals that are subject to a vote and will address relevant written questions from shareholders about the items on today's agenda, subject to time constraints. Shareholders can submit questions throughout the meeting on the virtual meeting web portal by typing them into the field labeled Ask a question, and clicking, Submit. The question portal is now open and will remain open until just before the close of voting. Once the question-and-answer session is over and the voting on the proposals is completed, we will announce the preliminary results of the voting. The formal meeting will then be adjourned. Tom Kelly and I will then end up with some remarks about the business. We will now begin the meeting. Mr. Dickstein, if you, please.

Hello, everyone, and thank you for joining us. This meeting has been called pursuant to the company's March 15, 2021, notice. The record date for this 2021 annual meeting of shareholders is March 2, 2021. Only shareholders of record as of March 2, 2021, are entitled to vote at today's meeting. And pursuant to the bylaws of the company, each shareholder of record is entitled to 1 vote for each share of common stock held by that shareholder as of the record date. A list of shareholders of record as of the record date is available for inspection by shareholders using the registered shareholder list link found on our virtual meeting web portal. Proxies for the meeting were solicited on behalf of the Board of Directors of the company. Based on the affidavit received from the company's tabulation agent, Broadridge Financial Solutions, we have present by attendance or by proxy a sufficient number of shares to constitute a quorum. A notice of this meeting, along with related proxy and annual report materials, was mailed or otherwise made available on March 15, 2021, to shareholders of record as of the record date, and Broadridge Financial Solutions has provided the company with an affidavit to that effect. A copy of this affidavit and materials will be part of the company's record of today's meeting. I would also like to take this time to remind those in attendance that certain matters discussed today during the meeting and thereafter may be forward-looking statements subject to risks and uncertainties that could cause actual results to differ materially from those discussed. Additional information concerning factors that could cause actual results to vary is contained in the company's latest annual report 10-K, which is on file with the SEC and other public filings. I now turn the floor back to Mr. Donahue.

Thank you, Mr. Dickstein. We will now provide time for voting on each of the 3 proposals on our agenda. Shareholders who have mailed their proxies or who have already voted via the Internet or by telephone and who do not want to change their votes 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 by using the Vote Here tab on our virtual meeting web portal, which has been available for voting since the start of the meeting. I will now briefly describe all of the proposals and will then address any relevant written questions pertaining to the proposals that may have been received through our virtual meeting web portal. After the question-and-answer ends, the polls will be closed. The first order of business is the election of each of the company's 13 nominees to serve as directors until the 2022 Annual Meeting of Shareholders. The nominees who have been nominated by the Nominating and Corporate Governance Committee of the Board of Directors are as follows: Mr. John Conway; Mr. Timothy Donahue; Mr. Richard Fearon; Ms. Andrea Funk; Mr. Stephen Hagge; Ms. Rose Lee; Mr. James Miller; Mr. Josef Müller; Mr. Craig Owens; Mr. Caesar Sweitzer; Mr. Jim Turner; Mr. William Urkiel; and Mr. Dwayne Wilson. The second order of business is the ratification of our Audit Committee's appointment of PricewaterhouseCoopers LLP, an independent registered public accounting firm, as our independent auditor for the fiscal year ending December 31, 2021. Although the submission to shareholders of the appointment of PricewaterhouseCoopers is not required, the company's Audit Committee believes it is appropriate to submit this matter to shareholders to allow a forum for shareholders to express their views with regard to the Audit Committee's selection. The third order of business is a nonbinding advisory vote on the compensation of the company's named executive officers as disclosed in the company's proxy statement, also known as say-on-pay vote. The company concurrently conducts say-on-pay votes on an annual basis. That concludes our description of the 3 proposals on our agenda. We will now close the window for submission of written questions. We will take a moment to review any questions, and then we'll resume shortly. Mr. Dickstein, are there any questions from the shareholders?

No questions today.

Thank you. That concludes the Q&A period, and we will now move on to voting. Any shareholders and proxies who desire to vote or change their vote and have not yet done so should do so now. We will close the polls in 1 minute. [Voting]

Okay. The polls are now closed as of 9:43 a.m. Eastern Time on April 22, 2021. I will now turn back to Mr. Dickstein to read the preliminary voting results. Mr. Dickstein?

We have received the preliminary voting tabulations from Broadridge Financial Solutions. The inspectors of elections advised me that based on those results: number one, each named director Nominee indicated in proposal one has received a majority of the votes cast and has been elected; number two, proposal two, the ratification of PricewaterhouseCoopers as the company's independent auditor has been approved by a majority of the votes cast; proposal three, the advisory vote on the compensation of the company's named executive officers has been approved by a majority of the votes cast. The final results of today's meeting will be reported on a Form 8-K filed within 4 business days of this meeting. I now turn the floor back to Mr. Donahue.

Thank you, Mr. Dickstein. Given that there are no other items of business presented, this concludes the formal portion of the 2021 Annual Meeting of Shareholders. The meeting is now hereby adjourned. Thank you all for your attendance and participation here today. Tom Kelly and I would now like to briefly review our full year 2020 and first quarter 2021 performances with you.

Just allow me a moment to bring this slide show up. Okay.

We have posted and you should be able to access a short slide presentation to follow our review. Before we begin, we want to express our continued appreciation to our employees and partners, whose dedication and commitment continue to be instrumental to our success. Our best wishes also to all of you for your continued safety as we progress through the COVID-19 pandemic. During the review, we may make forward-looking statements, projections and/or references to non-GAAP measures, and investors are reminded to refer to the caption Forward-looking Statements in our Form 10-K filed for the year ended December 31, 2020, and in subsequent filings. On Slide 3, we have recast the company's sales profile by region and product line to account on a pro forma basis for the recently announced sale of the company's European Tinplate businesses. The company will have 45% of its sales based in North America with 65% of global sales and 75% of global EBITDA being generated by our beverage businesses. After the sale of the European assets, we still maintain a very diverse business, both geographically and product wise. Our global beverage can business maintains leading positions in many global markets, including some of the fastest-growing developing markets. Importantly, we remain committed to safety and environmental stewardship and have dedicated significant human assets to the continued development of these initiatives. Turning to Slide 4. 2020 was a record year for the company. We commercialized significant new global beverage can capacity and we recorded 4% global beverage and 7% global food can unit volume growth during the year. Importantly, we converted this growth into record earnings and free cash flow, allowing us to reduce our leverage to less than 4x. Our outlook for 2021 is even brighter, and we are off to a great start. We posted our first quarter 2021 results this past Monday. And we are happy to report to you that, again, we achieved record results with $1.83 per share in earnings for the first quarter. We also initiated and paid our first dividend in more than 20 years during the first quarter. We have announced additional capacity expansion projects for the company's beverage can business as we continue our multiyear program to commercialize new capacity to support our customers' growing brands. Beverage cans made from infinitely recyclable aluminum are the increasingly preferred packaging choice of our customers and consumers alike, and we expect Crown will realize 10% unit volume growth this year. Proceeds from the recently announced sale of the European assets will be used to reduce debt levels, continue investing for beverage can growth, and to also buy back common shares under our recently Board approved $1.5 billion share repurchase authorization. I will now turn it over to Tom Kelly to review Slide 6. Tom?

Thank you, Tim, and good morning. On Slide 6, in the upper left section, you see that our adjusted earnings per share increased at a 4-year compound annual growth rate of 9% from 2016 to 2020 with the improvement in 2020 alone at 16%. Our Americas Beverage segment alone grew over $200 million during this period. And on the top right, we're off to a great start in 2020 -- a great start in 2021, with first quarter adjusted earnings up over 60% versus the prior year, with significant improvement in all operating segments. On the bottom left, we have a 5-year progression of EBITDA, including a 2021 estimate, for illustration purposes only as if we had the European Tinplate business for the entire year. And on that basis, we have a 4-year compound annual growth rate of 10%. And lastly, we have generated over $5.5 billion of cash from operations over the last 5 years that we've used to reduce leverage and fund beverage can capital expansion projects. And I'll turn it back to Tim.

Thank you, Tom. In conclusion, we are happy to report that your company has never been healthier and prospects for future earnings and cash flow growth have never been brighter. After the sale of the European assets, we maintained 2 global -- 2 large global franchise businesses, beverage and transit packaging. We continue to grow your company. And importantly, we are converting this growth into higher earnings and free cash flow to not only deleverage but also return significant value to you, our fellow owners of the company. This ends our agenda for the day. Thank you all for joining us, and we look forward to welcoming all of you at our virtual investor event on May 27, 2021, where we look forward to providing you more detail and the outlook for our businesses. Bye now.

Thank you. The Crown Holdings 2021 Annual Meeting of Shareholders has now come to an end. Thank you for attending. You may now disconnect.