Kinaxis Inc. (KXS) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. Welcome to all shareholders. My name is Ian Giffen, and I am Chair of Kinaxis. I will act as chair of this meeting. And it is my pleasure to welcome you this morning to our virtual shareholder meeting. Instructions on how to ask questions will appear on your screens. But as with any technology, unexpected glitches may occur, but our service providers for this platform at Lumi are very experienced at running this type of meeting and will provide us with all the necessary assistance. Shareholders will have the right to ask questions on the items of business. [Operator Instructions]. It is best to submit questions before the start of the meeting but you can submit questions at any time. Moderator will collect the questions and vet them to make sure they are appropriate. This is normal meeting protocol. The moderator will aggregate questions that are similar. So your question may be paraphrased but it is submitted to the meeting. These questions will be presented to me and will be read aloud for the benefit of participants before responding. Once we've completed the formal business of the meeting, there will also be an opportunity for shareholders to ask questions of management. I now call this meeting to order. I'm very pleased to present the following company executives who have joined us today: John Sicard, Chief Executive Officer; Blaine Fitzgerald, Chief Financial Officer; and Jamie Hollingworth, Chief Legal Officer and Corporate Secretary. 2021 was a year of continued success for Kinaxis fueled by a record number of new customer additions, together with the continued trend of strong renewals and expansions. On behalf of your Board, I would also like to take this opportunity to thank the Kinaxis management team and all of our employees around the world for their unrelenting efforts in achieving this success. At this time, I would like to commence the formal part of the meeting. I appoint Jamie Hollingworth, our Chief Legal Officer, Corporate Secretary, to act as secretary at this meeting. I appoint TSX Trust Company, our registrar and transfer agent representatives, Nicole Silvera and Megan Rocha to act as scrutineer. The scrutineer will report on the shareholders present and the number of securities represented in person and by proxy at this meeting to compute the votes cast by ballot and report to me on these matters. At this year's meeting, we'll address the following matters, which are generally dealt with at annual meetings. Presentation of financial statements, the election of directors, the appointment of auditors. We'll then address 1 special matter, being the adoption of a resolution approving an amendment to Kinaxis' share unit plan. And similar to last year, we will also have a say-on-pay advisory vote for shareholders to demonstrate our commitment to strong corporate governance and open communication with shareholders. The scrutineer has provided me with a preliminary report on attendance, I declare that a quorum is present and the meeting is properly constituted for the transaction of business. I will now take a few moments to address voting procedures. Only registered voters -- registered shareholders as of May 2, 2022, which was the record date to the meeting, or duly appointed proxy holders are entitled to ask questions or vote upon matters at the meeting. A shareholder that is voted by proxy should not vote at the meeting unless they want to change their proxy vote. If a shareholder submitted voting instructions via a form of proxy, such instructions will be revoked if that shareholder logs into the meeting and votes his [ card ] or its shares. A person must vote shares that he, she or it represents by proxy in accordance with the instructions given in the proxy. We will conduct the votes on the matters before us by a poll. On a poll every shareholder and proxy holder, entitled to vote on the matter has one vote in respect of each share entitled to be voted on the matter and held by that person. The poll will be open for resolutions at the same time. This will allow you to vote on each resolution immediately or wait until conclusion or discussion on each resolution prior to casting your vote. Voting is now open on all resolutions. We'll announce the voting results after all the resolutions have been considered. As previously noted, shareholders and proxyholders may make comments or ask questions appropriate to each resolution, but on general matters, comments will be addressed during the question-and-answer period following the formal portion of this meeting. The notice calling this meeting together with the former proxy and management information circular have been made available to all of the shareholders of Kinaxis entitled to vote at the meeting. Accordingly, I will dispense with the reading of the notice of the meeting. I now present to the meeting the audited consolidated financial statements of Kinaxis for the fiscal year ended December 31, 2021. These materials are available on the TSX Trust Company website and under Kinaxis SEDAR directory. There will not be a formal vote on the financial statements. If any shareholder has any questions or comments regarding the financials, we'll be pleased to address them during the question-and-answer period following the meeting. The next item of business is the election of 8 directors. The nominees for election as directors were identified in the management information circular. I will now entertain a motion nominating those persons identified by management as directors of the company.

I nominate each of John Ian Giffen, Robert Courteau, Gillian Jill Denham, Angel Mendez, Pamela Passman, Elizabeth Betsy Rafael, Kelly Thomas, John Sicard, as a director of the company to hold office until the close of the next Annual Meeting of Shareholders, or until his or her successor is elected or appointed.

I second the motion.

Thank you. As there have been no further nominations, would someone please move the adoption of this resolution.

So moved.

I second the motion.

Thank you. Are there any questions regarding the election of directors before moving to a vote?

There are no questions at this time.

Thank you. I now call for a vote on the motion with all shareholders and proxy holders, please enter your votes in Lumi? While the votes are being calculated, I will proceed with the remaining items on the agenda. The next item of business is the appointment of auditors. Would someone please move the adoption of a resolution approving KPMG LLP as auditors of the company until the next annual meeting of shareholders or until their successors are appointed.

So moved.

I second the motion.

Thank you. Are there any questions regarding the appointment of the auditors before moving to a vote?

There are no questions at this time. Thank you.

I now call for a vote on the motion. Would all shareholders and proxy holders, please your vote in Lumi. While the votes are being calculated, I will receive with the remaining items on the agenda. The next item of business is the adoption of a resolution approving an amendment to the company's share unit plan. We are proposing to amend our share unit plan to increase the maximum number of shares reserve for issue from treasury by 1.25 million to access shares. The decline will otherwise remain the same. This increase is necessary as our Board wishes to continue to shift some of the focus of our equity compensation program to share units and in particular, to share units that have performance conditions. Further information about the share unit plan, a summary of the proposed amendment and the full text of the resolution and respect thereof are set out in the management information circular. Would someone please move the adoption of the resolution approving the amendment to the company's share unit plan?

I move that the resolution approving an increase to the maximum number of Kinaxis shares that may be issued under our share unit plan as set out in the management information circular be passed.

I second the motion.

Thank you. Are there any questions regarding this resolution?

There are no questions at this time.

Thank you. I now call for a vote on the motion. With all shareholders and proxy holders, please enter your votes in Lumi. While the votes are being calculated, I will proceed with the final item on the agenda. The final item of business is the advisory say-on-pay vote. Would someone please move the adoption of a resolution on an advisory basis, accepting the company's approach to executive compensation?

So moved.

So I second the motion

Are there any questions regarding the resolutions.

There are no questions at this time.

Thank you. I now call for a vote on the motion. With our shareholders and proxy holders, please enter your votes in Lumi. Voting will be closed in a few moments. Please ensure you have entered your votes until Lumi. [Voting]

Voting is now closed. Based on the preliminary report of the scrutineers, proxies were received from a sufficient number of shares relative to the votes cast at the meeting such that I declare that all the resolutions have been carried. The final report on attendance and voting results will be provided after the conclusion of the meeting. I request that the final report of the scrutineers be attached to the minutes of the meeting. Is there any further business? As there is no further business, we somewhat please move that the formal portion of this meeting be terminated?

So moved.

I second the motion.

Thank you. I declare that the meeting is terminated. We will now proceed with the question-and-answer session. Are there any questions for management at this time?

There are no questions at this time.

As there are no further questions, we will now wrap up this question-and-answer session. Thank you for joining us today, and we look forward to seeing you in person next year. Thank you.