Innovative Aerosystems, Inc. (ISSC) Earnings Call Transcript & Summary

Good morning. I'm Geoffrey Hedrick, Chairman of the Board of Innovative Solutions and Support. As a Presiding Officer, I hereby call to order, and welcome you to the 2021 Annual Meeting of Shareholders of Innovative Solutions and Support. On behalf of the company, I would like to thank the many shareholders, who have evidenced their confidence in the management by sending in proxies. I want to also thank those shareholders, who are joining our virtual Annual Meeting today for your participation and interest. We believe in engaging with our shareholders, and given the uncertainty caused by the ongoing coronavirus outbreak, we hope that this live webcast meeting will maximize the participation of our shareholders, while being mindful of the safety of everyone in attendance. At the conclusion of the Annual Meeting, management will answer any questions with shareholders regarding the business. I would like -- I would now like to take an opportunity to introduce the other members of the Board of Directors of the company or in attendance of the meeting today: Glen R. Bressner, Managing Director, Managing Partner, Activate Venture Partners; sitting in for Win Churchill today is Roger Carolin, Venture Partner, SCP Private Equity Partners, L.P.; and Robert E. Mittelstaedt, Retired Dean W.P. Carey School of Business, Arizona State University. Also, Shahram Askarpour, our President; and Relland Winand, our Chief Financial Officer are present today. In addition, present today are Grant Thornton LLP, the company's independent audit firm is Mr. Sean Denham; also present and represent our legal firm is John LaRocca from Dechert LLP. The company has appointed Jane Ludlow of Broadridge Financial Services, Inc., our stock transfer agent to act as Judge of Election.

Good morning. This is Jane Ludlow, the Judge of Election.

A copy of the judge's oath of office will be filed and made a part of the minutes of the meeting as Exhibit A. Mr. Bressner will serve as Secretary of the meeting. We will now begin the meeting. I call on Mr. Bressner to present certain items in consideration with holding of this meeting. Glen?

Thank you, Geoff. A list of the shareholders of record, who are entitled to vote at this meeting, which has been prepared in accordance with Pennsylvania corporate law and the company's bylaws is available on our virtual meeting website under the heading Registered Shareholder List. Together with copies of the notice of the annual meeting and the proxy statement, the letter to the shareholders, proxy cards and the company's annual report on Form 10-K for the fiscal year 2020. They are available for inspection by any shareholders during the course of this meeting. An affidavit as to the mailing of the notice of availability of proxy materials on March 5, 2021, to shareholders of record as of February 18, 2021, is available also and will be filed with and made a part of the minutes of this meeting as Exhibit B. The rules governing the conduct of the meeting today are available on the virtual meeting website under the heading Rules of Conduct.

Thank you, Mr. Bressner. For the purposes of voting at this meeting, proxies have been solicited by the Board of Directors of the company and the shares owned by these stockholders or shareholders may be voted and represented at this meeting pursuant to these proxies. Ms. Ludlow, could you please -- do you have a quorum present today to conduct -- for the conducting of business?

Yes, Mr. Chairman. They've been deposited with the secretary proxies solicited by the Board of Directors, signed by shareholders of the company entitled to vote at this meeting. In excess of 50% of the company's shares are represented at the meeting, either by their attendance on this webcast or by proxy.

A quorum being present, we will now move to the actual business of the meeting. If any of you would like to view the proxy statement during the meeting, it is available on our virtual meeting website under the heading Proxy Statement. I have a motion to waive the reading of the notice of the Annual Meeting of Shareholders.

I move that the reading of the notice of Annual Shareholders Meeting be waived.

I second the motion.

All in favor of this motion are requested to indicate by saying, aye; all oppose, nay.

Aye.

Aye.

Aye.

Aye.

The motion is carried. And accordingly, the reading of the notice of the Annual Meeting is waived. I believe that that concludes our procedural business. As you will note from the Proxy Statement, there are 2 items of business to be voted on today. I will open the floor for consideration of the first item of business as listed in the notice of the Annual Meeting, the election of 5 directors. After the nominations of these directors is presented, those of you who have not submitted proxies, may vote. Please note that each director may be voted on separately. I call upon Mr. Churchill and Roger Carolin. Mr. Churchill is still not in the meeting, to make nominations for directors of the company.

Yes. This is Roger Carolin. I nominate Geoffrey S. M. Hedrick, Winston J. Churchill; Roger A. Carolin, Robert E. Mittelstaedt, Jr.; and Glen R. Bressner to serve a term of 1-year ending with the Annual Meeting of Shareholders in 2022 and until his respective successor is duly elected and qualified.

I second the nomination.

I declare that the nominations for elections of directors are closed. Is there any discussion of nominations for director? And as much as the discussion of the nominations of directors is complete, I will open the floor to the second item of business on the agenda. As listed in the notice of the annual meeting, the appointment of Grant Thornton LLP as company's independent registered public accounting firm for the next fiscal year ending September 30, 2021. I call upon Mr. Bressner to make a motion to ratify the appointment of Grant Thornton.

I move that the appointment of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending September 30, 2021, be ratified.

I second the motion.

Is there any discussion of the appointment of Grant Thornton LLP? And as much as the discussion from the appointment of Grant Thornton LLP is now complete, I declare polls open for voting. Shareholders in attendance who have not voted or who wish to vote or change their vote may do so by clicking the link provided on your virtual meeting website. Any shareholder who has already voted and does not want to change his vote, need not take any action -- any further action. [Voting]

The polls are now closed. The Judge of Election will now give a report.

Thank you, Mr. Chairman. I report the preliminary results of the voting as follows. All directors have received a majority of the votes cast and have been elected to serve a 1-year term and until their successors are duly elected and qualified. And the appointment of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending September 30, 2021, has been ratified. Thank you.

Thank you. Is there any other additional business to be brought before the meeting? There being no further official business, I will entertain a motion for adjournment.

So moved.

I second the motion.

All those in favor of the motion to adjourn, please say, aye.

Aye.

Aye.

Aye.

All oppose, say nay. The motion is carried. The Annual Meeting is hereby adjourned. And I will now take any questions you might have regarding the business. Before I begin, however, I would like Mr. Winand, our Chief Financial Officer, to read our safe harbor message to the benefit of everyone at the meeting.

Thank you, Mr. Chairman. We advise you that the discussions today may include forward-looking statements as that term is defined under the Private Securities Litigation Reform Act of 1995. Our forward-looking statements include any information we provide on future business operations or regarding the future financial performance of the company. All forward-looking statements mentioned are subject to risks and uncertainties that could cause the actual results to differ possibly materially from those contained in the forward-looking statements. Some but not all of these risks and uncertainties are discussed from time to time in the company's press releases and security filings with the SEC, particularly in our Form 10-K. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Thank you.

Are there any comments or questions from anyone in the audience today? [Operator Instructions]

Yes. We have a question from Rick Teller. Are we making any progress with OEMs other than Beechcraft and Pilatus, to have them at our autothrottle as standard or operational equipment?

We're in -- the answer is -- thank you for the question. Yes, we are in discussions with at least 2 OEMs for advancing our autothrottle.

Okay. So we have something from Rick Teller. Given the safety benefits of the autothrottle, are we making any progress with aircraft insurance carriers and having them give discounts to owners of autothrottle equipped airplanes? I can -- do you want me to answer that, Mr. Hedrick?

Why don't you do that?

Yes. So we have been in discussions with underwriters. We have sent them a lot of information, we have talked to them. But as of -- right now, they just don't seem to show a lot of interest. We continue on that, but the underwriters, for some reason, just don't -- I don't know, they just haven't gone forward with anything. So... I guess that's -- I don't see any more questions.

There are no further comments or questions from the audience. Thank you for your attendance today. This is Geoffrey Hedrick. I appreciate your attendance. Bye-bye.