Gold Resource Corporation (GORO) Earnings Call Transcript & Summary

May 21, 2020

NYSE American US Materials Metals and Mining shareholder_meeting 12 min

Earnings Call Speaker Segments

Operator

operator
#1

Ladies and gentlemen, thank you for standing by. And welcome to the Gold Resource Corporation Annual Meeting.[Operator Instructions] Thank you. I would now like to hand the conference over to Jason Reid. Please go ahead.

Jason Reid

executive
#2

Thank you. Good morning, everyone. And welcome to Gold Resource Corporation's Annual Meeting. I am Jason Reid, Chief Executive Officer and President of Gold Resource Corporation. I'm also a Director of the company. Bill Conrad, our Chairman of the Board, has asked me to chair this meeting today, and I hereby call this meeting to order. I know the circumstances are very different this year due to the coronavirus pandemic and out of concern for safety, we are hosting our first ever virtual shareholder meeting. I welcome all of you joining us online Joining me on the call today on a virtual basis for social distancing reasons are Bill Conrad, Chairman of the Board of Directors; Alex Morrison; and Kim Perry; members of the company's executive management, including John Labate, our CFO; Jessica Browne, our VP Legal, General Counsel and Corporate Secretary; and Greg Patterson, our Vice President of Corporate Development. We also have Joe Adams, a representative of Plante & Moran; and Dave Babiarz, our outside legal counsel, available to speak if necessary. Before we commence the formal portion of the meeting, I'd like to touch on 2 housekeeping matters. First, on your screen, you should see a box on the bottom left-hand side that is designated for questions. If you have a question you would like to have answered, please use this box and type and submit your question. We will make every effort to answer your question as time permits. If you have a question that directly relates to any proposal, we ask you to submit those questions as soon as possible. Otherwise, we will attempt to answer general questions at the end of the meeting. If we do not get to your question, you can always reach directly to myself or Greg, and we can assist you further. There will be no presentation today in person -- like in-person annual meetings of years past, so I don't expect this meeting to last very long. The second thing is that when the polls open, any shareholder wishing to vote his or her shares, can do so by clicking the Click Here button on the bottom right-hand side of the screen. If you have already voted your shares, there is no need to vote again unless you wish to change your vote. We will now proceed with the formal part of the annual meeting. A complete list of shareholders as of the record date of March 23, 2020, was on file at the company's offices and open to inspection by any shareholder as required by Colorado law. The list is also available for inspection by any shareholder during this meeting. I now will ask our Corporate Secretary to report on the calling of the meeting and the presence of a quorum.

Jessica Browne

executive
#3

Ladies and gentlemen, I have an Affidavit from Broadridge attesting that on April 10, 2020, the annual report, the notice of this meeting and the proxy statement were mailed to shareholders as of the record date of March 23, 2020. On that date, there were outstanding and entitled to vote, 67,504,915 shares of the company's common stock. Shareholders who hold a total of at least 76% of the shares outstanding are present in person or by proxy. The company's bylaws require the presence of more than 1/2 of the outstanding shares entitled to vote. Therefore, a quorum is present for this meeting.

Jason Reid

executive
#4

On the basis of that report, I declare that the meeting is duly convened. I've also appointed Ms. Browne to serve as election judge for the purposes of tabulating votes at this meeting. She has executed her oath, which will be filed with the minutes of this meeting. The polls will now open for voting immediately after the introduction of the proposals and remain open until I declare them closed. Typically, we ask shareholders outside of management that attend the meeting in person to assist us with offering the proposals but given the limitations of the virtual meeting format, I'm going to rely on Ms. Browne and Mr. Patterson, each of whom are also shareholders of the company, to assist with the offering of motions for the proposals on the agenda. The first item of business is the election of directors to serve until the next Annual Meeting of Shareholders and until their successors are elected and qualified. For directors -- excuse me, 4 directors were nominated and the Board of Directors recommended voting for all 4 directors. The Chairman recognizes Greg Patterson to nominate 4 persons for election to the Board of Directors.

Gregory Patterson

executive
#5

Mr. Chairman, I nominate the following persons as directors of the company: Bill Conrad, Jason Reid, Alex Morrison and Kim Perry.

Jason Reid

executive
#6

Is there a second to the nomination?

Jessica Browne

executive
#7

I second the nomination.

Jason Reid

executive
#8

The company has received no other nominations for directors in the manner prescribed by the company's bylaws. I therefore declare that the nominations are closed. Are there any questions regarding the nominations for director? I don't see one. And so we will move on to the next item of business. The next order of business is the shareholder advisory proposal to approve the company's executive compensation program. The Board of Directors has recommended a vote for the approval of the executive compensation program. The Chairman recognizes Greg Patterson to make the motion concerning the proposal to approve executive compensation.

Gregory Patterson

executive
#9

Mr. Chairman, I move that the following resolution be adopted. Resolved that the compensation paid to the named Executive Officers of Gold Resource Corporation as described in the proxy statement sent to shareholders and disclosed pursuant to the rules of the Securities and Exchange Commission, be approved on an advisory basis.

Jason Reid

executive
#10

Is there a second to that motion?

Jessica Browne

executive
#11

I second the motion.

Jason Reid

executive
#12

Are there any questions regarding the advisory proposal to approve executive compensation? Seeing no questions, we'll move on to the next item of business. The next order of business is ratification of the appointment of the independent accountants who serve as auditors of the company, Plante & Moran, for the year ended December 31, 2020. The Board of Directors has recommended ratification of the appointment of Plante & Moran by the shareholders. The Chairman recognizes Greg Patterson to make the motion.

Gregory Patterson

executive
#13

Mr. Chairman, I move that the following resolution be adopted. Resolved that the proposal to appoint Plante & Moran, PLLC as the company's independent accountants for the year ending December 31, 2020, be ratified and approved.

Jason Reid

executive
#14

Is there a second to that motion?

Jessica Browne

executive
#15

I second the motion.

Jason Reid

executive
#16

Are there any questions regarding the proposal to ratify Plante & Moran as the company's independent auditors? Seeing no questions, we'll move on. There being no other proposals under consideration at this meeting, we will now open the polls to allow voting for the 3 proposals just discussed. As a reminder, you can vote your shares electronically in the lower right-hand side of your screen if you haven't already voted or if you have changed your mind. [Voting]

Jason Reid

executive
#17

Okay. I will now declare the polls for voting closed and upon our election judge -- call upon our election judge to report on the results of the vote.

Jessica Browne

executive
#18

Mr. Chairman, we are prepared to announce the preliminary voting results and after inspection and verification of any ballots cast during this virtual meeting, we will file the final detailed tabulation results in a report with the Securities and Exchange Commission on a Form 8-K within 4 days from today. We engaged Broadridge to tabulate the votes cast by proxy and here at the meeting, and we have received their initial tabulation report. I hereby report the following based on the preliminary tabulation results. Bill Conrad, Jason Reid, Alex Morrison, and Kim Perry, each have been elected to serve as directors until the next Annual Meeting of Shareholders or until their successors are elected and qualified. The proposal to approve on an advisory basis the compensation of the company's named executive officers was approved by approximately 96% of the votes cast at the meeting. And the proposal to ratify Plante & Moran, PLLC as the company's independent accountants for the year ending December 31, 2020, was approved with approximately 99% of shares voted cast in favor.

Jason Reid

executive
#19

Thank you. Thank you, Ms. Browne. I believe this concludes the proposals at the meeting. Is there any other business to discuss at this meeting? Seeing no questions relevant to the meeting. I'll move on to address the one outstanding question that I see on -- that has been submitted, and that question is: Approximately when will Nevada -- the Nevada mine reach maximum production? We're targeting a 40,000-ounce production year next year. So 2021. And in large part that's a function of just removing enough overburden on the Pearl -- the Isabella Pearl deposit. 80% of the mineral is in the Pearl. And as you've seen in recent announcements, we have reached the Pearl in the upper benches. So as we mine down on the Pearl, those benches will get larger, more mineral, and therein lies the ramp-up, which we should ultimately translate into a 2021 year of 40,000 ounces. So with that, and it appears there are no further questions or business to discuss. I will entertain a motion to adjourn the meeting.

Gregory Patterson

executive
#20

Mr. Chairman, I move to adjourn the meeting.

Jessica Browne

executive
#21

I second the motion.

Jason Reid

executive
#22

All in favor, say aye.

Jessica Browne

executive
#23

Aye.

Jason Reid

executive
#24

All right. The meeting is adjourned. Thank you, everyone, for joining the virtual annual meeting. It's always more fun to have it in person, but obviously, for reasons regarding the pandemic. We chose safety and chose to do the virtual meeting. So hopefully, next year, we're all in a different position, and we can all join together in person for the next annual meeting. Everybody be safe, and we look forward to updating you and all our shareholders as events unfold. Thank you very much. Have a good day.

Operator

operator
#25

Thank you. This does conclude today's conference call, you may now disconnect.

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