Lightspeed Commerce Inc. (LSPD) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. My name is Dax Dasilva, Founder and Executive Chair of the Board of Directors of Lightspeed. On behalf of management, Board of Directors and all of our employees, I would like to welcome you to the Annual and Special Meeting of the Shareholders of Lightspeed. The company's meeting is being held virtually this year to reduce the company's environmental footprint. I'll begin by introducing the people with me. We have the pleasure of having with us today Mr. Jean-Paul Chauvet, our Chief Executive Officer and a member of our Board of Directors; Mr. Patrick Pichette, Lead Independent Director of our Board of Directors and a member of our Audit Committee and our Compensation, Nominating and Governance Committee; Ms. Dale Murray, the Chair of our Compensation, Nominating and Governance Committee; Ms. Nathalie Gaveau, a member of our Compensation, Nominating and Governance Committee and our Risk Committee; Mr. Rob Williams, the Chair of our Risk Committee and a member of our Audit Committee; Ms. Asha Bakshani, our Chief Financial Officer; Mr. Dan Micak, our Chief Legal Officer and Corporate Secretary; and a team from the TSX Trust Company, the company's transfer agent and this meeting's scrutineers. Mr. Paul McFeeters of our Board cannot be with us today. Before we begin, I would like to say a few words about the proceedings of this meeting. Please note that only registered shareholders of subordinate voting shares of record as of June 5, 2023, or their duly appointed proxy holders are permitted to participate and vote at this meeting. Following the formal portion of the meeting, time permitting, the members of management here with me today will be able -- will be available to answer your questions. Although the majority of this meeting will be held in English, please feel free to address the meeting in English or in French. A live translation is also available for the participants of this meeting. Shareholders who wish to communicate with members of the Lightspeed team here with me or with each other or who wish to present or ask a question in respect of a motion may do so using instant messaging on the Lumi virtual interface. As this meeting is held virtually, we think it is necessary to set a few rules for the orderly conduct of the meeting. Questions can be submitted by any registered shareholder or duly appointed proxy holder using the instant messaging service of the Lumi virtual interface. [Operator Instructions] Questions will only be addressed during the question period at the end of the meeting. Any questions regarding procedural matters or directly related to the motions will be addressed during the meeting where appropriate. Questions or comments containing inappropriate language, profanities, hostilities or that are otherwise disruptive to the orderly conduct of the meeting will not be answered. We may also not answer questions which were already answered or that are redundant or repetitive. For the purposes of the meeting today, voting on all matters will be conducted by a single electronic ballot as requested by certain shareholders of the company in advance in accordance with the company's bylaws and the Canada Business Corporations Act. Registered shareholders and duly appointed proxy holders will be asked to vote on each business item after the presentation of all business items. When you are asked to vote, a voting icon will appear at the top of your screen. Click on it to access the voting panel. I would like to point out that the discussion during today's meeting may contain forward-looking information about Lightspeed's outlook, objectives and our strategies to achieve them. These statements are based on assumptions and are subject to important risks and uncertainties. The company's actual results could differ materially from any expectations discussed. A disclaimer regarding forward-looking information is on the current slide and can also be found in Lightspeed's public disclosure record available on our website, SEDAR and EDGAR. We will now proceed with the formal portion of today's meeting. I call to order the Annual and Special Meeting of the Shareholders of Lightspeed. In accordance with Lightspeed's bylaws, I will act as Chair of the meeting, and Mr. Micak will act as secretary of the meeting. In addition, I appoint our registrar and transfer agent, TSX Trust Company, to act as scrutineers for this meeting. The scrutineers will report on the number of subordinate voting shares represented in person and by proxy at this meeting, tabulate the votes and report the voting results. The matters to be discussed on the agenda of today's meeting are set out in the management information circular dated June 28, 2023. This year, again, the company used the notice-and-access regime enabled by Canadian securities laws to make available its meeting materials and sent a notice with all relevant information in that regard to all shareholders on or about June 30, 2023. As mentioned in such notice, the circular and the notice of meeting are available to shareholders on TSX Trust Company's online platform, on our website and under the company's profile on SEDAR and EDGAR. Accordingly, I will dispense with the reading of the notice of meeting. Our transfer agent, TSX Trust Company, has attested to the proper mailing of the applicable meeting materials. I direct that a copy of all meeting materials will be kept by the secretary with the records of the meeting. I received the scrutineers' report on attendance at the meeting. The scrutineers' report indicates that at least 2 persons entitled to vote at the meeting and holding in aggregate at least 25% of the shares entitled to be voted at the meeting are attending the meeting themselves or by proxy. Consequently, the quorum requirements in the company's bylaws are met. A copy of the scrutineer's report on attendance will be filed with the records of the meeting. Before we proceed to the passing of resolutions, I would like to briefly comment on the voting procedures. Each shareholder entitled to vote at today's meeting is entitled to one vote per subordinate voting share held by them with respect to all matters to come before the meeting. For the purposes of the meeting today, voting on all matters will be conducted by a single electronic ballot. Registered shareholders and duly appointed proxy holders will be asked to vote on each business item after the presentation of all such business items. When you are asked to vote, you will receive a message on the Lumi virtual interface requesting you to register your votes. You will only have a certain amount of time to do so. After you register your votes for all business items of today's meeting, the transfer agent will compile the votes in respect of each business item. You should know that proxies lodged before this meeting allow management of the company to cast a significant number of votes. Based on the number of shares represented at this meeting, the members of management here with me today will be able to determine the outcome of all motions that will go to a vote today. I may therefore declare the motions, which will go to a vote today carried even though all the votes may not have been counted or a final report may not yet be available. I shall do this to keep the pace of the meeting. To further expedite the formal part of the meeting, Mr. Jean-Paul Chauvet as a shareholder of the company, has agreed to move all motions on the formal agenda today in advance; and Mr. Dan Micak, a shareholder of the company, has agreed to second the motions on the formal agenda today in advance. As such, all motions on today's formal agenda have been duly moved and seconded in advance to ensure the efficient conduct of the meeting. I now declare that this meeting was properly called and duly constituted for the transaction of business. The first item of business is the presentation of the company's consolidated financial statements for the fiscal year ended March 31, 2023 as well as the auditor's report thereon. These financial statements and the auditor's report were included in the company's annual report and were made available to shareholders under our profiles on SEDAR and EDGAR on May 18, 2023, and on TSX online platform on or about June 30, 2023. I would ask the secretary to include in the minutes of this meeting the consolidated financial statements for the fiscal year ended March 31, 2023 and the auditor's report thereon. Please note that we will entertain any questions with respect to the financial statements in the general question period only. We now move to the next item on today's agenda. The second matter to be acted upon is the election of Lightspeed's directors. The Board of Directors has determined that the number of directors to be elected at this meeting shall be 7. The term of office of the directors to be elected at this meeting begins today and shall continue until the next annual meeting of shareholders or until such time as their successors have been duly elected or appointed. The management information circular contains information on all 7 nominees recommended for election as directors. All of the nominees are currently members of our Board of Directors. Registered shareholders and duly appointed proxy holders may vote for each proposed director nominee individually. Each of the following persons for election has been duly nominated to act as a director of the company until the next annual meeting of shareholders: Patrick Pichette, Dale Murray, Jean-Paul Chauvet, Nathalie Gaveau, Paul McFeeters, Rob Williams and myself, Dax Dasilva. The affirmative vote required for electing as directors each of the proposed nominees is a simple majority of the votes cast at the meeting. Each of the persons nominated here has confirmed that he or she is prepared to serve as a director if elected by the shareholders, and each of the nominees qualifies under the provisions of the Canada Business Corporations Act and the bylaws of the company to serve as a director. The company has not received notice from any shareholder of other nominations of persons for election as a director of Lightspeed pursuant to the bylaw of the company relating to advanced nominations of directors. Notice of any such nominations was required to be delivered to the company on or before June 24, 2023, being 40 days prior to this meeting. As such, I hereby declare the nominations closed. As mentioned at the beginning of this meeting, voting today will be conducted by a single electronic ballot. We will, therefore, continue with the next item of business, and you will be prompted to vote on the election of each director after all items of business on today's agenda have been presented. The third matter to be acted upon is the appointment of the directors of the company, the appointment of the auditors of the company for the ensuing year and authorizing the directors of the company to fix the remuneration of the auditors. The Audit Committee and the Board of Directors recommend the reappointment of our incumbent auditors, PricewaterhouseCoopers LLP, as the auditors of the company for the ensuing year. It has been duly moved that prior PricewaterhouseCoopers LLP be appointed as auditors of the company until the next annual meeting of shareholders and that the Board of Directors be authorized to fix their remuneration. As mentioned at the beginning of this meeting, voting today will be conducted by a single electronic ballot. We will, therefore, continue with the next item of business. The fourth matter to be acted upon is the nonbinding advisory resolution on the company's approach to executive compensation. The company is committed to ensuring that its shareholders fully understand the objectives, philosophy and principles that the Board has applied in its approach to executive compensation decisions and to providing shareholders executive compensation disclosure that is clear and comprehensive. The full text of the resolution to be adopted by the shareholders of the company is set forth on Page 20 of the management information circular. As set under the management information circular, in order for the resolution to be passed, it must be approved by at least a majority of the votes cast by the shareholders attending this meeting or represented by proxy. Since this is an advisory vote, the results will not be binding on the Board or the Compensation, Nominating and the Governance Committee. However, the Board and the Compensation, Nominating and Governance Committee will take into account the outcome of the advisory vote when considering future executive compensation decisions. It has been duly moved that the advisory nonbinding resolution on the company's approach to executive compensation be approved. As mentioned at the beginning of this meeting, voting today will be conducted by a single electronic ballot. We will, therefore, continue with the next item of business. The fifth and last matter to be acted upon is the ordinary resolution of shareholders of the company approving the renewal of the company's amended and restated omnibus incentive plan and all unallocated options, rights and other entitlements thereunder. The full text of the resolution of shareholders to be approved as set forth on Schedule B of the management information circular and the background and rationale to such approval is set forth on Pages 21 and 22 of the management information circular. As set out in the management information circular, in order for the resolution to be passed, it must be approved by at least a majority of the votes cast by the shareholders attending this meeting or represented by proxy. It has been duly moved that the resolution approving the renewal of the company's amended and restated omnibus incentive plan and all unallocated options, rights and other entitlements thereunder be approved. As mentioned, voting today will be conducted by a single electronic ballot. We will now proceed with voting on today's business items, being the election of 7 directors to sit on the Board of Directors of the company, the appointment of the auditors of the company, the nonbinding advisory resolution on the company's approach to executive compensation and the renewal of the company's amended and restated omnibus incentive plan and all unallocated options, rights and other entitlements thereunder. You will now be prompted to register your vote in respect of such decision items. [Operator Instructions] We will wait a few moments for the completion of the electronic ballots and then we'll move on with the remainder of the meeting. We will provide registered shareholders and duly appointed proxy holders approximately 1 minute to complete the electronic ballots. Once voting is completed, I would ask that the scrutineers compile the report regarding the results of voting on all business matters. We will reconvene in a few moments with the scrutineers' report and the voting results. [Voting]

Thank you for waiting. I received the scrutineers' report and confirm the following: each of the 7 nominees have been elected as directors of the company to serve until the next annual meeting of shareholders or until their successors are elected or appointed; the appointment of PricewaterhouseCoopers LLP as the auditors of the company has been approved, and the Board of Directors has been authorized to fix their remuneration; the nonbinding advisory resolution on the company's approach to executive compensation has been approved; the resolution of shareholders of the company approving the renewal of the company's amended and restated omnibus incentive plan and all unallocated options, rights and other entitlements thereunder has been approved. The formal items of business as set out in the notice of meeting have now been dealt with. With the consent of the meeting, as there is no further business to come before it, I will hereby declare the formal portion of the meeting to be concluded. At this point, management will give a brief presentation, and then we would be happy to answer any questions registered shareholders or duly appointed proxy holders may have. I will invite the Chief Executive Officer, Jean-Paul Chauvet, to give the presentation.

Thank you, Dax. Good morning, everyone, and thank you for joining us today for our annual shareholder meeting. I am JP Chauvet, Lightspeed's Chief Executive Officer. Today, I want to take you through a brief presentation of our long-term strategy and the progress we have made so far. But before I begin, I wanted to highlight Lightspeed's mission. We are here to help entrepreneurs, creators, chefs and artists build their businesses, businesses that are the fabric of the communities they serve. We are here to make the complex simple, to remove the mundane activities that tax our customers' time and energy, to provide financial support where we can and to bring the power of our technology once reserved for only very large players to serve the SMBs that are so crucial to the vitality of our cities, towns and neighborhoods. Given the recent changes and challenges in the macroeconomic environment, we believe it's more important than ever to empower retailers and restaurateurs with technology that helps them do more with less. This is a mission that motivates myself and the thousands of employees at Lightspeed to come to work every day and give our best for our customers and our shareholders, and it's a mission that I'm very proud of. Historically and today, Lightspeed remains focused on creating value for our merchant customers. Our offerings allow them to better manage their inventory, analyze their businesses, accept payments, form stronger ties with their customers and use capital advances to help grow their businesses. But as we advance, we believe our organizations can extend its value proposition beyond our merchants to include suppliers and consumers. SMB merchants and their suppliers still live in a largely pre-digital era where manual workflows are time-consuming, inefficient and, in many cases, ineffective. Merchants do not have visibility into their suppliers' inventory levels, discovering new brands is left at trade shows and resellers and suppliers have little to no visibility on what is occurring at their customers' locations. All of this leads to too much or too little inventory in retail outlets, consumers that are unhappy with their retail experiences, too much discounting in physical retail and missed opportunities to maximize sales and profitability for both the brands and retail. Lightspeed's aim is to build a network that allows retailers to have much better insights and control over their inventory and ordering capabilities that allows brands to understand what is selling in the retail channels so they can better supply those channels and to give consumers the products that they are looking for when they enter a retail location. This is an ambitious goal, but we believe we have the people, technology and assets necessary to make this goal a reality. Today, I want to discuss 4 pillars of reaching that goal: product, payments, platform and profitability. First, on our products. Lightspeed has pursued an ambitious M&A strategy, putting together some of the best companies and people in our industry. I want to remind everyone of our strategy here. It has never been our intention to run multiple platforms and brands. Every acquisition has been integrated into two core product offerings, Lightspeed Retail and Lightspeed Restaurant. I'm really happy to report that we have achieved our goal of going to market with our two flagship products, Lightspeed Retail and Lightspeed Restaurant by the end of fiscal '23. Integrating our various technologies and people into two core platforms and one company has allowed us to simplify our organization and reduce costs. Earlier this calendar year, we undertook a restructuring that allowed us to eliminate 10% of our overall headcount. Although it was a difficult decision, this effort has resulted in a more cost-effective, responsive and agile organization better suited to meet the needs of our customers. These industry-leading platforms are the best we've ever shipped, and we are seeing very strong reception from our core customers of complex, high-volume SMBs. Secondly, payments. We launched Lightspeed Payments in our fiscal 2019. It has been a huge success. For the full fiscal year of 2023, 17% of our GTV was processed through Lightspeed Payments, and transaction-based revenues now account for the majority of our sales. Although we were generally happy with the progress of our payment solution, we felt that we needed to move faster. At the beginning of this current fiscal year, we launched our unified payments initiative that will make adopting payments mandatory for all new eligible and existing customers. Lightspeed Payments eliminates the need to reconcile two disparate systems, removes human error and gives our customers unprecedented data insights into their business. To help our customers make the transition, we are offering free hardware, technical support and contract buyouts. But what makes payments even more compelling is in the most cases, we offer payments processing at equivalent or lower rates than competition. We are in the early stages of our unified payments initiative, but are very encouraged with what we are seeing. Thirdly, platform. Last year, we announced the initial availability of Lightspeed Supplier Network in 3 key North American verticals: luxury, outdoor and sporting goods. Our supplier network aims to digitally connect merchants with brands and consumers. Lightspeed Supplier Network is our key strategic initiative and represents one of the most significant R&D investments. Our supplier network will fundamentally revolutionize the retail industry and distinguish us from the competition. The ability to search for products, enter orders and automatically upload inventory from the POS will save our merchants time and money. And for our suppliers, our goal is to provide them with valuable real-time sell-through information from our retail network. These features are currently rolled out to hundreds of customer locations, and we have received exceptional feedback in our efforts so far. We still have much work to do here, but likely supplier network represents a tremendous opportunity for us to fundamentally revolutionize our industry and deliver new revenue streams for our business. Finally, profitability. As a young ambitious company, we have been investing heavily in growing our businesses, and we have seen those investments bear fruits. But that meant enduring financial losses where we scaled our business and fully developed our platform. But as we mature, profitability becomes more and more important for both ourselves and our shareholders. In the end, profitability is what defines a successful business. The initiatives I just touched on all contribute to our profitability, consolidating our acquisitions into two core offerings make us a more cost-effective organization. Expanding payments adoption greatly increases our customer unit economics, and rolling out our supplier network should help improve our ability to win new customers and lower our sales and marketing expenses in the short term while providing new revenue streams in the long term. We believe adjusted EBITDA is an effective measure of our operating performance and it eliminates certain noncash and nonoperational items. For fiscal '24, we expect to be adjusted EBITDA breakeven or better for the full fiscal year. Since our company went public, we've had to navigate a devastating global pandemic and are now cautious over the challenges presented by the macroeconomic environment. There will always be challenges, but Lightspeed will thrive to help our customers face whatever challenges they meet. We will do so by naming them with technology that allows them to do more with less, to spend more time with their customers and to understand their businesses better so that they can not only survive but thrive in these challenging times. We believe the world needs SMBs to add color, character in life to our cities and neighborhoods. And despite the challenges we face, I am confident in our ability to execute and remain optimistic about the future. And with that, I will turn it back to Dax, who will open up the line for questions.

Thank you, JP. We will now answer any questions registered shareholders or duly appointed proxy holders may have. For each question we answer, we will summarize the question and read out loud the name of the person who asked such question, and if applicable, the entity such person represents. We would like to remind you that questions which are all or already answered or that are redundant may not be answered. Please limit your questions to topics of general interest for shareholders of Lightspeed and keep your questions short and to the point. [Operator Instructions] We will now give attendees a brief moment to type their questions. There being no questions, we are now concluding the question-and-answer portion of this meeting. On behalf of management, our Board of Directors and our employees, I would like to take this opportunity to thank everyone for being here today. I would also like to thank all of our shareholders for their commitment and continued support. We look forward to next year's meeting.