Everspin Technologies, Inc. (MRAM) Earnings Call Transcript & Summary

Good afternoon, ladies and gentlemen, and welcome to the Everspin Technologies Annual Shareholder Meeting. At this time, the meeting will begin, and it is my pleasure to turn the floor over to your host, Darin Billerbeck. Sir, the floor is yours.

Good afternoon. My name is Darin Billerbeck, and I'm the Chairman of the Board of Everspin Technologies, Inc., and I'm very happy to welcome you to the Everspin Technologies, Inc. 2020 Annual Stockholders Meeting. The meeting will now officially come to order. The time is now 2:01 on Friday, May 22, 2020 and the polls are now open for voting on all matters to be presented. As you know, we are hosting today's meeting through a virtual online platform hosted by Broadridge. Before we proceed with the formal business of the meeting, I'd like to introduce you to members of the Board and the business team who are with us today. The other Board members with us virtually today are Kevin Conley, Larry Finch, Geoff Tate, Geoff Ribar, Stephen Socolof, Peter Hébert and Mike Gustafson. The officers of the company with us virtually today are: Kevin Conley, President and Chief Executive Officer; Matt Tenorio, Interim CFO; Sanjeev Aggarwal, VP Technologies R&D; and Troy Winslow, VP of Sales & Marketing. I would also like to introduce you to Dan Roder of Ernst & Young LLP, the company's independent registered public accounting firm; and Matthew Hemington of Cooley LLP, the company's outside legal counsel, who are also in attendance virtually and available to respond to the appropriate questions as needed. We will proceed with the formal business of the meeting in the order set forth in the notice of annual meeting and the proxy statement. We will first present the 3 proposals submitted for the approval by our Board. We will take questions related to the proposals after all the proposals have been presented, after which we will announce the preliminary results of the voting. As I mentioned earlier, the polls are open for voting on all matters to be presented. After I describe each item to be voted on and take any statements or answer any questions with respect to these proposals, we will close the polls. We will not accept ballots, proxies, revocations or changes after closing of the polls. If you have already submitted your vote by proxy and do not wish to change your vote, you do not need to vote now and your shares will be voted as previously instructed. If you intend to vote and have not already done so, you must submit your vote online now in order for it to be counted. If you have not voted, I encourage you to vote online now. [Voting]

Guests for the meeting will not be able to answer -- to be able to ask any questions. For stockholders who have joined the meeting using their 16 digit control number, to ask a question, click on the Ask A Question prompt on your screen to submit your question or comment online. We will try to answer questions submitted that are germane to the proposal and/or this meeting, and if we have time. Please submit your questions now to make sure they are received in a timely fashion for our reviews and response. Will the secretary please report at this time with respect to the mailing of the notices of the meeting and the stockholders' list.

I have at this meeting a complete list of the holders of record of the company's common stock on March 26, 2020, the record date for this meeting. A list of stockholders of record is available for inspection by stockholders of record during this meeting for any reason germane to the meeting. Please click on the Registered Stockholders button in your online portal to view the list. I also have an affidavit certifying that on April 14, 2020, a notice of annual meeting of stockholders of the company was deposited in the United States Mail to all stockholders of record at the close of business on March 26, 2020.

At this time, I'd like to introduce Matt Tenorio, our Interim Chief Financial Officer, who is present virtually. I am appointing Mr. Tenorio to act as the Inspector of the Election at this meeting. Mr. Tenorio has taken and subscribed the customary oath of office to execute his duties with strict impartiality. We will file this oath with the records of this meeting. His function is to decide upon the qualifications of the voters, accept their votes and when balloting on all matters is completed, to tally the final votes. Will the secretary please 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 14,208,016 of the 18,638,555 shares of common stock outstanding on the record date, which represents approximately 76.2% of the total number of shares outstanding. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.

We will now proceed with the formal business of this meeting. After all of the proposals have been described, we will answer any questions related to the proposals submitted online. As a reminder, we ask that any comments or questions during this portion of the meeting pertain only to these proposals. Please submit any questions as soon as possible for our review. There are 3 proposals to be considered by the stockholders at this meeting. The first item of business is the election of the 9 directors to serve until the next annual meeting of stockholders and until their successors are elected. The nominees for Director are: Kevin Conley, Geoffrey R. Tate, Darin Billerbeck, Lawrence G. Finch, Robert C. Foster, Michael B. Gustafson, Peter Hébert, Geoffrey Ribar and Stephen J. Socolof. The second item of business today is the ratification of the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as independent registered public accounting firm of the company for the fiscal year ending December 31, 2020. The third item of business today is the approval of the amendment to the certificate of incorporation to add a federal forum selection provision. That was the final proposal for today's meeting. We will now review if there are any questions submitted about the proposals before we close the polls. As a reminder, we will only review and answer questions at this time that pertains to the proposals. Please note that our discussion today may include forward-looking statements, and our actual results may differ materially from those discussed here. Additional information concerning factors that could cause such a difference can be found in our most recently filed quarterly report on Form 10-Q. Mr. Tenorio, are there any questions?

There are no questions.

Since there are no questions, at this time, 2:08, the polls are now closed for voting. May we have the results of the voting?

The report of the Inspector of Elections covering the proposals presented at this meeting is as follows: the proposal to elect the 9 directors of the company is carried; the selection of Ernst & Young LLP as independent registered public accounting firm of the company for the fiscal year ending December 31, 2020, is ratified; the amendment to the certificate of incorporation to add a federal forum selection provision is approved.

We expect to report our preliminary voting results or, if available to us on a timely basis, our final voting results on a current report on a Form 8-K to be filed with the SEC within 4 business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within 4 business days after the final results are known to us. This concludes our formal portion of today's meeting, and the annual meeting is now concluded.

Thank you, ladies and gentlemen. This does conclude today's shareholder meeting. Thank you for your participation, and have a wonderful day.