International Flavors & Fragrances Inc. (IFF) Earnings Call Transcript & Summary

Good morning and welcome to the International Flavors & Fragrances 2020 Annual Meeting of Shareholders. Please keep in mind that during today's remarks, IFF may be making forward-looking statements about the company's performance, which can be identified by such terms as expect, anticipate, believe, outlook, guidance, may or similar terms. These statements are based on how IFF sees things today and contain elements of uncertainty. Accordingly, these forward-looking statements should be evaluated with consideration given to the many risks and uncertainties inherent in IFF's business that could cause actual results and events to differ materially from what is discussed today. For more information about these risks and uncertainties, please refer to the cautionary statement and risk factor disclosures contained in IFF's filings with the SEC, including IFF's annual report on Form 10-K filed with the SEC on March 3, 2020. Some of today's Q&A may also discuss non-GAAP financial measures as defined in Regulation G, which exclude items that we believe affect comparability. The reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures is available on our website at ir.iff.com for full year 2019. Please welcome IFF's Executive Vice President, General Counsel and Corporate Secretary, Anne Chwat.

Good morning, ladies and gentlemen. My name is Anne Chwat, and I'm the General Counsel and Secretary of International Flavors & Fragrances. I would like to welcome all of you to the 2020 IFF Annual Meeting of Shareholders. As you know, in light of public health concerns related to COVID-19, we are broadcasting our meeting via live webcast. We at IFF would like to extend our best wishes to all that are impacted by the coronavirus. We know that these are unsettling times. If you have not already submitted your proxy or if you have submitted a proxy but wish to change your vote, you will be able to vote during the meeting by using the control number we have provided to you with the proxy materials through the virtual meeting website. You also will be able to submit questions using the control number. The agenda and rules of conduct appear on your screen on the virtual meeting website. We will conduct the meeting in accordance with these documents. Prior to today's meeting, Joanne Vogel of Broadridge Financial Solutions provided an affidavit showing that notice of the meeting was given to shareholders. As of the close of business on March 10, 2020, the record date of this meeting, IFF had 106,802,353 outstanding shares of common stock, each of which is entitled to 1 vote. The inspector of elections has informed me that, at this meeting, there are 88,827,781 shares of our common stock represented by proxy or in person, which constitutes 83.17% of the total shares entitled to vote. Therefore, a quorum is present. I will now quickly review the matters on today's agenda. Our Chairman and CEO, Andreas Fibig, will call the meeting to order. After taking care of some procedural matters, Mr. Fibig will introduce the members of our Board of Directors and members of the Executive Committee, who are in attendance today via telephone. We will then move on to: first, elect 11 members of the Board of Directors; second, ratify the appointment of PricewaterhouseCoopers as our independent registered public accounting firm for the 2020 fiscal year; and third, approve, on an advisory basis, the compensation of our named executive officers in 2019, which we refer to as Say on Pay. Following the vote, the formal portion of the meeting will be adjourned. Mr. Fibig will provide a brief business review, and then Mr. Fibig and our CFO, Mr. Rustom Jilla, will be available to take your questions. [Operator Instructions] Now I would like to introduce the Chairman of today's meeting, our Chairman and CEO, Andreas Fibig.

Thank you, Anne, and good day to everyone. I would also like to extend my best wishes to all that are impacted by the coronavirus, and thank all of you for joining us today. In keeping with the digital approach to this year's meeting, it is now shortly after 10:00 Eastern Standard Time on May 6, and this meeting is officially called to order. First, I would like to appoint Chris Woods of Broadridge Financial Solutions, Inc. as the inspector of elections, and Anne as secretary of this meeting. I now have the pleasure of introducing the other Board nominees who are standing for election today: Marcello Bottoli; Michael Ducker; David Epstein; Roger Ferguson; John Ferraro; Christina Gold; Katherine Hudson; Dale Morrison; Dr. Li-Huei Tsai; and Stephen Williamson. I would also like to thank each director for their contribution to the company. Now I would like to introduce the members of our Executive Committee: Rustom Jilla, Executive Vice President, Chief Financial Officer; Matthias Haeni, Divisional CEO, Taste; Nicolas Mirzayantz, Divisional CEO, Scent; Francisco Fortanet, Executive Vice President, Operations; Richard O'Leary, Executive Vice President, Integration Officer; Gregory Yep, Executive Vice President, Chief Global Scientific and Sustainability Officer; Susana Suarez, Executive Vice President, Chief Human Resources Officer; Vic Verma, Senior Vice President, Chief Information Officer; and Anne Chwat, our Executive Vice President, General Counsel and Corporate Secretary, whom you've already met. I want to personally express my thanks to the directors and Executive Committee for their support and commitment to the company and all of their contributions. The next order of business is a description of the matters being brought before this meeting. Anne, please describe in more detail the 3 matters being considered today.

Voting will begin after all items of business have been presented. The first item of business today is the election of directors. 7 -- sorry, 11 directors are being elected today to serve for a 1-year term. The nominees are listed on Pages 4 through 14 of our proxy statement. No other nominations were received. The Board recommends a vote for the following nominees: Marcello Bottoli; Michael Ducker; David Epstein; Roger Ferguson, Jr.; John Ferraro; Andreas Fibig; Christina Gold; Katherine Hudson; Dale Morrison; Dr. Li-Huei Tsai; and Stephen Williamson. The second item of business is to ratify the appointment of PricewaterhouseCoopers as our independent registered public accounting firm for the 2020 fiscal year. Our Audit Committee has selected PwC to be the company's 2020 independent accountant. Although shareholder ratification is not required, the Board is submitting the selection of PwC to shareholders for the ratification as a matter of good corporate practice. The third item of business is to approve, on an advisory basis, the compensation of our named executive officers in 2019, which we refer to as Say on Pay. These officers and the compensation arrangements being considered are identified in our proxy statement.

We will now put the 3 matters to vote. The polls are now open for voting. Any shareholder who hasn't 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. Shareholders 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 actions. [Voting]

Now that everyone has the opportunity to vote, I now declare the polls closed. Anne will now report the preliminary results of the vote.

Based on the preliminary tabulation by the inspector, an affirmative vote of the majority of the votes cast has voted for: one, the election of each of the nominees for director of the company; two, the ratification of the appointment of PwC; and three, the Say on Pay proposal. The final tabulation of all votes will be included in the minutes of the meeting and will be reported in the company's Form 8-K to be filed with the SEC.

Based on the preliminary results, I hereby declare that all of the nominees for director have been duly elected, the selection of PwC as the company's independent accountant has been duly ratified and the Say on Pay proposal has been approved. I congratulate the directors on their election and thank them in advance for their services during the upcoming year. I'm not aware of any other business that should be brought before this annual meeting. Therefore, I declare that the 2020 Annual Meeting of Shareholders is adjourned. I would like to express my appreciation to all shareholders that has participated today and all of the shareholders who submitted their proxies but were not able to attend today's virtual meeting. Directors, officers and employees of the company appreciate the loyalty and confidence of all of our shareholders. Let's go to the business review. Now that the formal portion of our annual meeting is complete, I want to spend a moment to review our 2019 performance and the combination of DuPont's N&B business, which we announced in December 2019. Before I do, let me start by remarking on the truly unprecedented time we find ourselves in around the world. Our world is working through challenges that we have not seen in our lifetime. Already this crisis has touched us in ways that will stay with us forever. To everyone on the front lines, from health care workers to transit workers and everyone keeping goods moving around the world, we thank you. I also need to say a very special thanks to the frontline workers of IFF. These teams have shown incredible dedication, ingenuity and compassion as they continue to play a role in keeping food, sanitation and medical products flowing. As you have likely seen through our communications, everyone at IFF had been hard at work, ensuring the well-being of our people while continuing to meet the needs of our customers. Our operations continue as we continue to deliver the creative solution that customers expect from IFF. I encourage you to review our website, where you can find much more information on how our business is operating through the challenges of the coronavirus. Next week, we will offer a more detailed view as part of our first quarter earnings announcement scheduled for Monday, May 11. Per our customary approach for these meetings, I will review our 2019's performance and the progress we have made in our Vision 2021 strategy. Overall, 2019 was a strong year for IFF. While we faced some challenges in 2019, including raw material cost increases and pressures on margins, we grew sales, increased operating profit and delivered on our commitment to reduce our leverage. We realized USD 5.1 billion in annual net sales, with an operating profit of USD 665 million and adjusted operating profit of USD 793 million. Thinking about our strategic journey, we have come a long way in achieving our goals. 5 years ago, we set out to reestablish IFF's leadership position and strengthening our value proposition for all stakeholders. Following a full year integrating the talent and technologies of legacy Frutarom into the IFF family, we have begun to realize the powerful potential of our combined capabilities that we have identified. With Frutarom, we now have the strongest innovation pipeline in IFF history. We have substantially expanded our capabilities in fast-growing categories such as food protection, inclusions, cosmetic active and health ingredients. Our late-in-the-year announcement of our agreement to combine with DuPont's Nutrition & Bioscience business represents the next leap forward for IFF as we advance toward delivering integrated solution as a stronger innovation and creative partner for our customers. Our combination with N&B will create a new global leader with an enhanced ability to deliver full-scale solutions to thousands of customers across a broad range of end-use markets, including food and beverage, home and personal care, and health and wellness. Upon completion in quarter 1, 2021, we expect our combined company will be valued well north of USD 30 billion, with a combined pro forma 2019 revenue of more than USD 11 billion and USD 2.6 billion of EBITDA, more than doubling where we are today. The progress we have made towards our Vision 2021 strategy is remarkable. We are poised to become a leader in our space. Not only that, we will be in a position to define the future as a partner with customers of all sizes to deliver truly integrated solutions. To close, we will share details on the IFF first quarter 2020 performance next Monday. And in the meantime, we are working hard to keep all people safe and healthy while managing our business responsibility during the pandemic. I congratulate the entire team, from our Board of Directors to my executive management team to the over 10,000 IFF colleagues around the world. Thank you for all the hard work and dedication and continuing to make this a great organization.

We now welcome any questions you may have. Mr. Fibig and Mr. Jilla will take shareholder questions that are being entered today on the web portal. Please note, we will attempt to answer as many questions as time allows. Questions that are applicable to the meeting will be addressed first. [Operator Instructions]

Great. So we have a question. "Good morning, Mr. Chairman. My name is Gerald Matthews from the United Brotherhood of Carpenters, the Carpenter Union pension funds with combined assets of $70 billion, have a collective ownership position of 126,000 shares of the company's common stock. As long-term investors, we commend the efforts of the company to address the difficulties being experienced by employees, customers and other important corporate stakeholders related to the COVID-19 pandemic. We appreciate the outline of the Vision 2021 strategic plan and the company's proxy materials. Could you briefly explain the process for Board engagement through strategy development? And while early, how the market disruptions associated with the pandemic may impact the company's strategic plan moving forward. Thanks, Mr. Chairman."

Mr. Matthews, thank you for your question. I can assure you -- ensure you that the Board is highly active in helping us to create a very sound strategy for the company. We have an annual process in place where we always review the strategy of the company. We look at the different options and the different scenarios and have very robust discussions around this. That's how we came up with the last 2 longer-term strategies for IFF, which we basically executed, and the last one is the 2021 strategy. Talking about the pandemic, it's a very important question, I believe, because we have looked at different scenarios, how that could have an impact on IFF. The good thing is to say that probably 80%, 85% of our portfolio is very resilient against many of these impacts, whether it is on the consumer fragrance business, or whether it's on the food segments and the flavor business, which are very essential to many people as they consume their food, in particular packaged food, in this environment and also in terms of hygiene. So we are very, very, very well placed. Despite that, we will give you, during the earnings call, much more of an idea where the different segments of the business will go in the next, next week. And I would like to ask Anne to supplement what we are doing to keep our employees safe and what we do in terms of our back-to-work policy. Anne, please.

Yes. We have created a very robust global crisis committee, several committees. I was looking for the right word, infrastructure, I guess. We have a core team that meets every day. We also report into the full executive team at least once a week but many times in between. And so the core team is global, multifunctional, and we've set sort of the high-level guidelines for the entire company. And really, our approach has been to work with the local sites and ensure our strategic intent is followed, which is, number one, employee safety, minimizing risks to our essential businesses and to ensure that we can continue to meet our customer needs while keeping everyone safe. So as we're looking now into returning to work as government requirements lift, we have put a very, very robust return-to-work playbook in place, where there are lots of security measures that are required at the local levels overseen by our country managers and our regional levels. So we ensure consistency. So we have very clear sanitation protocols, temperature taking, a number of commuting options. So it's very, very robust. Our main concern again is to keep everyone safe and not to move too fast. So we'll be moving in tiers and in phases as has been recommended by scientists around the world. So we feel good, and I know the Board feels good that we're really addressing this very carefully and strategically.

Thank you, Anne.

Paul, I believe there's no further questions in the queue.

Thank you, Mr. Bender. If there are no further questions, we thank you again for your participation today. We appreciate your interest in IFF and your support. Thank you again for joining us and stay healthy. Bye-bye.

Thank you. This does conclude today's teleconference. We thank you for your participation. You may disconnect your lines at this time, and have a great day.