Harvard Bioscience, Inc. (HBIO) Earnings Call Transcript & Summary

Good afternoon, everybody. It's a pleasure to welcome you to the 2021 Annual Meeting of Stockholders of Harvard Bioscience, Inc. I am James Green, President, Chief Executive Officer and Chairman of the Board of Directors of the company. I will act as Chairman of the meeting. Thank you for joining us today. We're excited to be once again hosting our meeting using a virtual format this year, which allows us to enhance safety of meeting participants, be more inclusive and reach a greater number of our stockholders. We have stockholders attending via the web portal and the toll-free number that we have provided. As is our custom, we will conduct the business portion of the meeting first and answer questions at the end of the meeting. Though we may not be able to answer every question, we will do our best to provide a response to as many as possible. In keeping with the digital approach to this year's meeting, it is now shortly after 11:00 Eastern Daylight Time on May 18, 2021, and this meeting is officially called to order. I would like to start by acknowledging the other directors of the company present today: Katherine Eade, Alan Edrick, Thomas Loewald, Bertrand Loy. I'm also pleased to note that John Kennedy and Susan Steele, who are not standing for reelection, are though also present at the meeting. It's my pleasure to introduce our Chief Financial Officer, Michael Rossi, who has been appointed to act as inspector of elections. Mr. Rossi has taken the oath of inspector of elections earlier today. Additionally, in attendance today are our independent auditors and our outside legal counsel: Bill Hildebrand and Leanne Cote of Grant Thornton, our independent auditors. And for our outside legal counsel, we have Honghui Yu of Olshan Frome Wolosky. An agenda for the meeting has been posted to the web portal. It is our intention to follow the agenda so that the purposes of the meeting may be achieved in an orderly and expeditious fashion. We request that only record holders of shares of Harvard Bioscience common stock as of the close of business on March 24, 2021, and their duly appointed proxies address the formal portion of the meeting. Immediately following the formal portion of the meeting, which will address matters required by law, you will have an opportunity to comment and ask questions that are germane to the purpose of the meeting. Only validated stockholders may ask questions in the designated field on the web portal. Please note that this meeting is being recorded. However, no one attending via the webcast or telephone is permitted to use any audio recording device. We will now proceed with the formal business of the meeting. Ms. Yu, who is acting as secretary of the meeting, informs me that Notice of the Meeting was sent to all stockholders of record as of the close of business on March 24, 2021, the record date for this meeting. Only stockholders of record on that date are entitled to vote at this meeting. Mr. Rossi, who has been appointed inspector of elections by the Board of Directors of the company, he will assist in the conduct of the election. To assist in record keeping, we will assume that all stockholders who have signed and returned a proxy card or previously voted by phone or Internet, even though present, intend to vote their shares as previously voted, unless such stockholders vote through the web portal today. I will now ask the inspector of elections to inform us whether a quorum is present.

Thank you, Jim. As of the record date, there were 39,927,257 shares of common stock outstanding and entitled to vote. 19,963,629 shares constitute a quorum. Substantially in excess of that number are represented at this meeting either in person or by proxy.

Thank you. I, therefore, declare that a quorum is present. The first order of business on the agenda is the presentation and discussion regarding the proposals presented for approval or ratification at this meeting of stockholders. The first proposal is the election of 1 Class III Director nominated by the Board of Directors for a 3-year term, such term to continue until the Annual Meeting of Stockholders in 2024 and until such director's successor is duly elected and qualified or until his earlier resignation or removal. As set forth in the proxy statement made available to stockholders in connection with this meeting, the Board of Directors has nominated Alan Edrick as the Class III Director of the company. The affirmative vote of a plurality of the votes cast at this meeting is required for the election of the nominee. Each stockholder that is entitled to vote is entitled to vote for or withhold his or her vote from the nominee. The second proposal is the ratification of the appointment of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2021. The affirmative vote of a majority of the votes cast at this meeting is required for the ratification of the appointment of Grant Thornton LLP. On this proposal, each stockholder that is entitled to vote is entitled to voted for, against or abstain. The third proposal is the approval of the Harvard Bioscience, Inc. 2021 Incentive Plan. The affirmative vote on a majority of the votes cast at this meeting is required for the approval of this proposal. On this proposal, each stockholder that is entitled to vote is entitled to vote for, against or abstain. The fourth proposal is the approval by a nonbinding advisory vote of the compensation of Harvard Bioscience's named executive officers. The affirmative vote of a majority of the votes cast at this meeting is required for the approval by a nonbinding advisory vote of this proposal. On this proposal, each stockholder that is entitled to vote is entitled to vote for, against or abstain. If a stockholder would like to make a comment regarding any of the proposals, please submit your comments through the web portal. We'll give a few seconds to wait and see if anything comes in here. There being no further discussion regarding the proposals, we turn to the second order of business. I now declare the polls open for a vote of the stockholders on each proposal. Any stockholder who has not yet voted or wishes to change their vote may do so by clicking on the Voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote do not need to take any further action. [Voting]

Now that everyone has had the opportunity to vote, I now declare the polls closed for the 2021 Annual Meeting of Stockholders. The inspector of elections has informed me that a plurality of votes cast at this meeting either through the web portal or by proxy has been voted in favor of the election of Alan Edrick as the Class III Director. I, therefore, declare that Alan Edrick is hereby elected as the Class III Director for a 3-year term, such term to continue until the Annual Meeting of Stockholders in 2024 and until his successor is duly elected and qualified or either his earlier resignation or removal. The inspector of elections has also informed me that a majority of the votes cast at this meeting either through the web portal or by proxy has been voted to ratify the appointment of Grant Thornton LLP. I, therefore, declare that the appointment of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2021, has been ratified. The inspector of elections has also informed me that a majority of the votes cast at this meeting either through the web portal or by proxy has been voted to approve the Harvard Bioscience, Inc. 2021 Incentive Plan. I, therefore, declare that the Harvard Bioscience, Inc. 2021 Incentive Plan has been approved. The inspector of elections has also informed me that a majority of the votes cast at this meeting either through the web portal or by proxy has been voted to approve by a nonbinding advisory vote the compensation of Harvard Bioscience's named executive officers. I, therefore, declare that the compensation of Harvard Bioscience's named executive officers has been approved. There being no further business to come before this formal portion of the meeting, I hereby declare the formal portion of this meeting adjourned. I thank you for your participation. We will now move on to the general question and comment period. We will take stockholders' questions as they are being entered today on the web portal and will only answer questions that are germane to the purpose of this meeting. Please note, we will attempt to answer as many questions as time provides. We will now give it about a minute to see what kind of questions come in. So just hold for a second here. I note that there are no further questions at this time. The Annual General Meeting for the Shareholders of Harvard Bioscience has now come to an end. Thank you for attending. You may now leave.