Intrepid Potash, Inc. (IPI) Earnings Call Transcript & Summary

May 19, 2020

New York Stock Exchange US Materials Chemicals shareholder_meeting 9 min

Earnings Call Speaker Segments

Operator

operator
#1

Good day, ladies and gentlemen, and thank you for standing by. Welcome to the Intrepid Potash annual meeting. At this time, I would like to turn the conference over to Mr. Bob Jornayvaz. Sir, please begin.

Robert Jornayvaz

executive
#2

Good afternoon, ladies and gentlemen, and welcome to the 2020 Annual Meeting of Stockholders of Intrepid Potash, Inc. I am Bob Jornayvaz, President, CEO and Chairman of the Board of Directors and I will preside over this meeting. Due to the public health impact of the coronavirus COVID-19 outbreak and to the support and health and well-being of our directors, employees, stockholders and other stakeholders, we're hosting the annual meeting as a virtual meeting this year. We appreciate your attendance, your interest and most importantly your support of Intrepid. I now call the meeting to order. And for your reference, the agenda and rules of conduct have been posted on the online annual meeting portal. We ask that you please follow these rules so that we may have an orderly meeting. You may also submit written questions during the meeting and cast your vote on the online portal. Before we start the formal business of the meeting, I would like to introduce our directors and executive officers joining us on this webcast annual meeting today. Present today are Directors Hugh E. Harvey, Jr., Chris A. Elliott, Barth E. Whitham, J. Landis Martin and Mary McBride. As previously announced, after many years of service, Mr. Martin is retiring from the Board, effective after the meeting today. We are greatly appreciative of his many years of diligent service to Intrepid and wish him well in the future. In addition, also present, as I mentioned, is Mary McBride, who will join the Board in place of Mr. Martin effective today. We truly look forward to the end of the coronavirus so that we may appropriately take Lanny and his wonderful wife Sharon out to dinner and present them with a gift exhibiting our incredible gratitude for his many, many years of solid guidance and advice. I cannot tell you how much he's meant to Hugh and myself. Also present at the meeting are the following executive officers of the company: Brian Stone, our Chief Operating Officer; and Matt Preston, our Vice President of Finance. Kyle Smith, our General Counsel and Secretary, will act as Secretary of the meeting. [ Jan Castillo ], a representative of Broadridge financial services, has been appointed to act as Inspector of Election for this annual meeting. Bob Dennis and [ Blake Chastain ], representatives from KPMG LLP, are also present today. They will be available to answer questions concerning the company's financial statements. Our agenda. As noted in the agenda, we will conduct today the official business of the annual meeting. During the meeting, we will answer questions that may have been submitted by stockholders through the annual meeting portal that relate to the business of the meeting. Any other questions or any questions that are not answered can be addressed to our investor relations as specified in the rules of conduct. We will now proceed to the business portion of the meeting. This portion is the proof of notice of our meeting and the report on our quorum. As stated in the notice of meeting and proxy statement previously provided to you, the record date for voting at this meeting was the close of business on March 20, 2020. The Secretary has delivered an affidavit of distribution to show that notice of this meeting was properly given. The Inspector of Election has examined the proxies received and stockholders present at this meeting and reports that more than 76% of the total shares of common stock entitled to vote at this meeting are represented at this meeting. Therefore, a quorum is present, and we will now proceed with the business. Please note that a list of stockholders as of the record date is available for inspection during the entire time of this annual meeting on the annual meeting website. Proposals. The time is now 10:05 a.m. Denver time, and I declare that the polls are now open for each matter to be voted on at this meeting. All stockholders entitled to vote at this meeting have the ability to do so online. If you are a stockholder entitled to vote and have not yet voted or if you want to change your previously cast vote, please do so via the online portal for this meeting. Please remember again that if you've already voted by proxy, it is not necessary to vote again. After voting has been completed on all matters on the agenda, we will close the polls. The first matter to be voted upon is the election of 2 Class III directors nominated by our Board of Directors to serve 3-year terms expiring at the end of 2023 Annual Meeting of Stockholders. The nominees are Hugh E. Harvey, Jr.; and myself, Robert P. Jornayvaz III. The Board of Directors recommends the election of each Class III director nominee. If there are any nominations or directors or proposals from the portal, we will move to the additional script. Having seen none, we will move on to the second item of business, which is the ratification of the KPMG LLP as the company's independent audit firm for 2020. The Board of Directors recommends that the stockholders approve this proposal. The final item of business is to vote to approve the compensation of the company's named Chief Executive Officers (sic) [ executive officers ] as disclosed in the proxy statement pursuant in the compensation disclosure rules of the SEC. The Board of Directors recommends stockholders approve this proposal. No stockholder proposals or other director nominations for consideration at the annual meeting were received, and therefore, there are no other items to be considered at this meeting. I will now pause for a few seconds to allow for any questions on the online portal on the matters to be voted upon at this meeting and allow for all stockholders to submit their votes. [Voting]

Robert Jornayvaz

executive
#3

Having heard no questions or received no questions -- Matt Preston has indicated that we have received none. I declare the polls are now closed at 10:08 Denver time and ask that the Inspector of Election collect and tabulate the votes. We will now report the results of the voting. Based on the preliminary tabulations of the Inspector of Election, we are happy to announce that the Class III director nominees have been duly elected. The appointment of KPMG LLP as the company's independent registered public accounting firm for 2020 has been ratified, and the compensation of our named executive officers has been approved on an advisory basis. Within 4 business days, the company will file a current report on a Form 8-K with the SEC disclosing the specific voting results for the matters voted on at this meeting. Adjournment. As there is no other formal business to be addressed, our program for the day has concluded, and I declare that the 2020 Annual Meeting of Stockholders is hereby adjourned. Thank you all for attending today's meeting and for your continuing support for the company.

Operator

operator
#4

Thank you for -- ladies and gentlemen, thank you for participating in today's conference call. This concludes the program. You may now disconnect. Everyone have a wonderful day.

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