CSG Systems International, Inc. (CSGS) Earnings Call Transcript & Summary

Welcome to the 2021 Annual General Meeting of CSG's shareholders. I will now like to introduce the first presenter, Mr. Don Reed, Chairperson of the Board for CSG.

Thank you, operator, and good morning, good afternoon, depending on your time zone, and welcome to everybody who is participating online with us today. I am Don Reed, Chairman of the Board of Directors, and it is a pleasure to welcome you to the 2021 Annual Meeting of Stockholders of CSG Systems International, Inc., which is being held virtually again this year. I will also serve as Chairman of this meeting. The purpose of today's meeting is to consider the following proposals: one, to elect 4 Class III directors; two, to approve on an advisory basis compensation of the company's named executive officers; three, to ratify the appointment of KPMG LLP as the company's independent registered public accounting firm of fiscal 2021; and four, to transact any other business that has properly come before this meeting or any adjournment or postponement of this meeting. At this time, I would like to introduce our Board members in attendance via telephone: David Barnes, Chairman of our Audit Committee; Ron Cooper, Vice Chair and Chairman of our Compensation Committee; Marwan Fawaz, Chairman of our Nominating and Corporate Governance Committee; Brian Shepherd, our Chief Executive Officer; Dr. Rajan Naik; Janice Obuchowski; Frank Sica; Haiyan Song; Silvio Tavares; Jim Unruh; and Lily Yang; and our executive officers, Rollie Johns and Ken Kennedy; as well as Greg Cannon, our Corporate Secretary; David Johnson, our Assistant Corporate Secretary; and Lou Larsen, Broadridge, who will serve as the inspector of election. And also with us are several members of the company's senior management team, including Liz Bauer, Senior Vice President and Chief Marketing and Customer Officer; and Patricia Elias, Senior Vice President and Chief People and Places Officer. Also joining the meeting via telephone are Drew Blossom and Michael Ensz from KPMG LLP, company's independent registered public accounting firm. After we have formally opened the meeting, we will consider the items on the agenda in the order I have outlined. During the meeting, stockholders participating online are welcome to submit questions through the virtual meeting platform by typing your question into the "submit a question" field and checking 'submit'. Questions pertaining to meeting matters will be answered following the formal portion of the meeting, subject to time constraints. Any questions pertinent to meeting matters that cannot be answered due to time constraints will be posted online and answered on CSG's website under the Investor Relations section. We shall now proceed with the business of the day. At this time, I would like to turn the meeting over to Mr. Cannon, who'll conduct the formal part of the annual meeting.

Thank you, Mr. Reed. Ladies and gentlemen, on behalf of the Board of Directors and management of the company, I want to welcome each of you to the 2021 Annual Meeting of Stockholders of CSG Systems International, Inc. Today's meeting is a virtual meeting and is being conducted through a live webcast. This allows stockholders to participate in today's meeting regardless of physical location. You should be able to see on your screen in the virtual meeting portal a Q&A section where you may submit questions and a voting link where stockholders can vote their shares online at the appropriate time. The time and place of this meeting has been fixed by resolutions adopted by the Board of Directors on February 18, 2021. Stockholders of record as of the close of business on March 25, 2021 are entitled to vote at this meeting in accordance with those resolutions. Each share of capital stock held of record on that date is entitled to 1 vote. Lou Larsen, a representative of Broadridge, has been appointed to act as the inspector of election to examine proxies. He has signed an oath as inspector of election for this meeting, which will be filed with the records of this meeting. The polls will open when the first matter is called to a vote and will remain open until I announce that the polls are closed. You may vote your shares during the meeting online through the virtual meeting platform. You will need the 16-digit control number included on your proxy card or voting instruction form. If you previously voted, that will not limit your right to vote online during the meeting through the virtual meeting platform, and your online vote will supersede the vote that you submitted previously. No online votes, ballots or proxies or revocations of or changes to online votes, ballots or proxies will be accepted after the polls are closed. We will announce the voting results on each matter following the tabulation of the voting. I have received an affidavit from Broadridge Financial Solutions, Inc. certifying the due and proper mailing to each stockholder entitled thereto of the notice of the meeting, proxy statement and form of proxy. Copies of the notice of meeting, proxy statement and form of proxy, together with an affidavit as to the mailing thereof, have been incorporated into the minute book of the company and are available for inspection by any stockholder. A certified list showing all persons who are stockholders of the company as of the close of business on March 25, 2021, is available online for inspection. I'd like to ask Lou Larsen, the inspector of election, to state the number of shares present at this meeting.

The inspector of election has determined that no less than a majority of the issued and outstanding shares of common stock of the company represented via webcast or by proxy at today's virtual meeting. Accordingly, a quorum is present, and the formal business of the meeting may proceed.

Thank you, Mr. Larsen. On the basis of the report of the inspector of election, a quorum is present. I will now review the proposals. Each of the proposals will be presented and discussed in the order set forth in the proxy statement. The polls are now open for voting and will remain open until I announce that the polls are closed. The first item on the agenda today is the election of 4 Class III directors of the company to serve for a term of 3 years or until their respective successors are duly elected and qualified. The Board of Directors' nominees for the 4 Class III directors are: Brian A. Shepherd, Frank V. Sica, Silvio Tavares and Lily Yang. Each of these individuals are to serve until the annual meeting to be held in 2024 or until their successor is duly elected and qualified. The next item on the agenda is the consideration, as an advisory vote, the company's executive compensation for our named executive officers. The third and last item on the agenda is the ratification of KPMG LLP as the company's independent auditor for fiscal 2021. Because no stockholder proposals for consideration at the annual meeting were received, there are no other items to be considered at the annual meeting. If you have already sent or given a written proxy or if you have voted over the telephone or Internet, you do not need to vote at this time unless you wish to revoke your written proxy or prior vote. If you have not previously voted by proxy or if you wish to change your vote, you may cast your vote using the link entitled Voting on the lower right-hand side of your screen. We'll pause here for a moment to allow for shareholders to submit their votes online. [Voting] I declare the polls are now closed. Will the inspector of election please report the results of the vote?

Based on the preliminary tabulation of votes, the nominees for election as Class III directors of the company have been duly elected. Compensation of the company's named executive officers has been approved on an advisory basis, and the appointment of KPMG LLP as the company's independent registered public accounting firm for fiscal 2021 has been ratified.

Thank you, Mr. Larsen. The final report of the inspector of election will be filed with the minutes of this meeting. I will file with the records of the company the list of stockholders and the ballots cast at this meeting and the proxies presented at the meeting. Within 4 business days, the company will file a Form 8-K with the SEC disclosing the specific voting results of the matters voted on at this meeting. As there are no other matters that have properly come before this meeting for consideration, this concludes the formal business of the meeting, and the formal part of this meeting is now adjourned. At this time, I will turn the meeting back over to Mr. Reed to continue with the agenda.

Thank you, Mr. Cannon. We will now take questions from stockholders related to annual meeting [ matters ]. Please submit your questions through the virtual meeting portal. Are there any questions from stockholders related to matters properly before this meeting?

Mr. Reed, I can report that there are no questions from stockholders related to matters properly brought before the meeting at this time. I would like to now turn the call back over to Mr. Reed.

Thank you, Mr. Cannon. That concludes our question-and-answer session. Annual General Meeting of CSG has now come to an end. Thank you very much for joining us today. We are grateful for your interest and continued support of CSG. You may now leave the virtual meeting.