DMC Global Inc. (BOOM) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to the 2021 DMC Annual Meeting of Shareholders. [Operator Instructions] It is now my pleasure to turn the floor over to your host, David Aldous, Chairman. Sir, the floor is yours.

Thank you very much and good morning. I'm David Aldous, Chairman of DMC Global, Inc. and would like to welcome you to the 2021 Annual Stockholders Meeting. Before I call the meeting to order, I would like to introduce our Board of Directors and nominees. They are: Ms. Andrea Bertone, Mr. Robert Cohen, Ms. Ruth Dreessen, Mr. Richard Graff, Mr. Michael Kelly, Mr. Kevin Longe, and Mr. Peter Rose. Mr. Yvon Cariou has retired as a director of DMC Global. Yvon was appointed to the DMC Board in 2006 and he has served as the company's President and CEO from 2000 to 2013. On behalf of the Board of Directors and the employees of DMC Global, I would want to recognize and thank Yvon for his tremendous service and many years of tireless contribution to the success of the company. We're also joined today by Michael Kuta, our Chief Financial Officer; and Ms. Michelle Shepston, our Chief Legal Officer and Secretary. Mr. Scott Clarke, audit partner; and Mr. Brett Seger, Senior Manager of Ernst & Young, the company's independent accountants, are also in attendance today. The meeting will now come to order. We will proceed with the formal business of the meeting as set forth in the notice of the meeting and the proxy statement. Will the Secretary please report at this time with respect to the mailing of the notice of the meeting and the share -- and the stockholders list?

I have at this meeting a complete list of the stockholders of record of the company as of March 18, 2021, the record date for this meeting. A duplicate record has been on file at the principal place of business of the company for the last 10 days, immediately prior to the date of this meeting, and has been available for inspection by any stockholder during that period at any time during all business hours. I also have an affidavit certifying that on or about April 2, 2021, a notice of this meeting was deposited in the United States mail to all stockholders of record at the close of business on March 18, 2021.

Christine Abbey of Computershare will act as inspector of elections at this meeting. The inspector's function is to decide on the qualification of voters, accept their votes and tally the votes cast. Many stockholders have already submitted their proxy. Are there any additional proxies to be submitted to the inspector of elections at this time? Will the Secretary report at this time with respect to the existence of a quorum?

I have been informed by the inspector of elections that proxies have been received for 15,029,489 of the 15,792,570 shares of common stock outstanding on the record date, which represents approximately 95% of the total number of outstanding shares. This constitutes a quorum for the transaction of business.

I hereby declare this meeting duly constituted for the transaction of all business. We'll now proceed with the formal business of the meeting. There are 3 proposals to be considered by the stockholders at this meeting. The first order of business is the election of the directors to serve until the 2022 annual meeting and until their successors are duly elected and qualified. The following individuals have been nominated as directors of the company: Mr. David Aldous, Ms. Andrea Bertone, Mr. Robert Cohen, Ms. Ruth Dreessen, Mr. Richard Graff, Mr. Michael Kelly, Mr. Kevin Longe and Mr. Peter Rose. The company's bylaws require that a stockholder provide advanced notice to the company of a stockholder's intent to nominate persons as directors. No such notice was received. Accordingly, I declare the nominations for directors closed. Is there any discussion? The next item of business is the nonbinding advisory vote on the compensation of our executive officers. Is there any discussion? The next item of business is the ratification of the appointment of Ernst & Young LLP as the company's independent accountants for the fiscal year ending December 31, 2021. Is there any discussion?

Because no further business is scheduled to come before the stockholders, I declare the polls for each matter presented to be voted on at this meeting open at 8:35 today, May 12, 2021. As there are no additional proxies or ballots received, we're ready to close the ballots at 8:35 on May 12, 2021, and we're officially closed for voting.

May I have the results of the voting?

The results of the voting are as follows: the nominations to elect David Aldous, Andrea Bertone, Robert Cohen, Ruth Dreessen, Richard Graff, Michael Kelly, Kevin Longe and Peter Rose as directors of the company have been approved. The advisory vote on the compensation of our executive officers has been approved. The appointment of Ernst & Young as independent accountants of the company for the fiscal year ending December 31, 2021, has been ratified. A full tally of the votes will be published in a Form 8-K that the company will file with the Securities and Exchange Commission within 4 business days of today's meeting.

Is there any other business to come before this meeting? This concludes the formal business portion of our meeting. Is there any opposition to adjournment? The meeting is now duly adjourned. Thank you very much.

Thank you, ladies and gentlemen. This does conclude today's event. You may disconnect at this time, and have a wonderful day. Thank you for your participation.