McEwen Inc. (MUX) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Shareholders of McEwen Mining Inc. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Rob McEwen, Chairman and Chief Owner. Mr. McEwen, the floor is yours.

Thank you, operator. This year, our annual meeting will be a bit different from prior years. We will be conducting the formal portion of our meeting today, while the presentations from myself and our management team, which you have come to expect, will be held in conjunction with our first quarter earnings call that will be on Tuesday, May 19, at 11 a.m. Eastern. All of our directors are online attendance today -- in online attendance today, and many of our officers are also in online attendance. I will now hand the formal part of the meeting over to Carmen Diges.

Thank you, Rob, and thank you to all our shareholders and guests who have joined us today. It's very strange not to be able to see you and speak to you as we usually do, but thank you again for coming. My name, as many of you know, is Carmen Diges, and I am the General Counsel and Corporate Secretary of McEwen Mining. At Rob's request and in accordance with our bylaws, I will act as Chairman for the meeting; and Andrew Iaboni, Vice President, Finance, of the corporation will act as Secretary for the meeting. A representative from Computershare who will be acting as the Inspector of Election for this meeting is also in attendance. As you've no doubt figured out, today's virtual-only meeting is a live audio webcast. As we believe in engaging with our shareholders, we hope that this virtual meeting will maximize the participation of shareholders regardless of their location. This technology enables us to reach a larger audience and safely hold our meeting while battling the threat of COVID-19. Thank you again very much for everyone who's participating in our virtual meeting online today. I call your attention to the agenda and the rules of conduct set forth in this meeting. They were made available to each shareholder in the Filed section in the lower left of your screen. Today, we will consider the election of directors for the ensuing year and the ratification of appointment of our independent accountants. For convenience, certain persons have been asked to propose and second the resolutions. You do not need to vote if you've already voted by proxy, unless, of course, you wish to change your vote. All owners of record as of the close of business on March 23, 2020, are entitled to vote at this meeting. Those wishing to vote would have received a ballot when they registered with the inspector and will need to sign in using the link provided online and their 15-digit control number provided on the proxy card or notice of availability of proxy materials previously received. [Operator Instructions] Our President -- I'm sorry. Our Vice President of Corporate Development, Stefan Spears, I almost gave you a promotion there, will be managing questions for this meeting. Any questions pertaining to the business of the meeting will be addressed today. And any additional questions posed today that don't deal with the election of directors and the appointment of our auditors, we will save and will be addressed at our first quarter earnings call anticipated to be held at 11:00 a.m. Toronto Time on Tuesday, May 19, 2020. A complete list of the owners of McEwen Mining as of the record date for the meeting, March 23, 2020, as required by Colorado law, has been on file at McEwen Mining's office and was open to inspection by any owner at the corporation's principal office and upon request by e-mail since March 24, 2020. The list is also available online for inspection by any owner during this meeting. An affidavit from Computershare Trust Company, our stock transfer agent, attesting that the notice of this meeting, proxy statement, annual report on Form 10-K and proxy were mailed -- made available to all shareholders of record as of March 23, 2020, in a matter prescribed by law on March 31, 2020. Copies of these documents are available today to any owner who would like them. If you would like a copy of the annual report or the proxy statement, the links are provided online. There are a total of 359,985,871 shares outstanding and entitled to vote at this meeting. And I have received the interim inspector's report on attendance. Our articles require 1/3 of the outstanding shares entitled to vote at this meeting for a quorum. And on that basis, I declare that a quorum is present for this meeting. I also declare that this meeting is duly convened. The first item of business is the appointment of the election judge. I have appointed Computershare Trust Company of Canada to act as election judge and Inspector of Election for the purposes of tabulating votes at this meeting. The next item of business is the approval of the minutes of our last meeting held on May 23, 2019. Copies are available for inspection by any interested owner. With your consent, I propose we dispense with the reading of these minutes. Is there any objection. You may submit objections or questions online by clicking on the messages icon in the upper right corner of meeting center screen. We'll just pause for a moment to give people a chance.

No questions or objections have been raised.

Thank you, Stefan. The polls have been open for voting since March 31, 2020, and will remain open until 5:00 p.m. Eastern Time today, as declared in our proxy statement regarding this meeting. We will vote on these matters by online ballots and provide an interim results on voting on each item of business today. And we believe, management believes, it has sufficient proxies to carry each of the proposals. And as such, the outcome is expected in favor of management's recommendations. If you did not vote by proxy and intend on voting at the meeting and you have not yet been informed on the procedure for online voting, please read the online voting instructions available to shareholders in the Filed section on the lower left of your screen. The first item of business is the election of directors to serve until the next annual meeting of owners and until their successors are duly elected and qualified. The Board of Directors have fixed the current number of directors at 9. Mr. McEwen, McEwen Mining's Chairman and CEO, will now recognize the 9 persons nominated for election to the Board of Directors. Rob, I think you are on mute.

Yes. I apologize for that. I was on mute. The Board has nominated the following persons to serve as directors of the corporation to hold office until the next annual meeting of McEwen Mining and until their successors are duly elected: Allen Ambrose, Michele Ashby, Leanne Baker, Richard Brissenden, Robin Dunbar, Gregory Fauquier, Dr. Donald Quick, Michael Stein and myself, Robert McEwen.

Is there a second to the nominations?

I second the nominations.

Thank you, [ Mahila ]. The corporation has received no other nominations for directors in the manner prescribed by the corporation's bylaws. I, therefore, declare that nominations for directors are closed. Is there any discussion regarding this matter? If so, again, please communicate using the messages icon on your screen, and we'll take a brief pause to allow people to do so.

No questions or points of discussion have been raised.

Thank you. We'll now move on to the next item of business. The remaining item of business before this meeting is the ratification of the appointment of Ernst & Young LLP as auditors and independent registered public accountants of the corporation for the year ended December 31, 2020. The Audit Committee of the Board of Directors has approved the appointment of Ernst & Young LLP and recommends ratification of their appointment. Robert McEwen will make the necessary motion to approve the auditors.

Thank you, Carmen. I move that the following resolution be adopted: resolved, that the appointment of Ernst & Young LLP as the corporation's independent registered public accountants for the year ending December 31, 2020, be ratified and approved.

Thank you, Rob. Is there a second to the motion?

I second the motion.

You've now heard the motion. Is there any discussion regarding this matter? Once again, you could communicate using the messages icon on your screen, and we'll pause briefly.

No questions or points of discussion have been raised.

Thank you. We'll now move on to the next item of business. Once again, to remind everyone, if you've not voted or wish to change your vote, you may do so now by clicking on the link provided online. Any shareholder who has already voted and does not want to change their vote now need to take no further action. The online voting will remain open for a few minutes until the top of the hour or 5:00 p.m., as we've stated earlier. [Voting]

The final tally of the vote and report on ballot of the election judge will be published on the SEC website and on SEDAR within 4 business days of the meeting and in the minutes of the meeting, as we always do. But based on the preliminary review of the votes cast, the election judge has informed me that all nominees for the Board of Directors have been elected and the appointment of Ernst & Young LLP as the company's auditors has been ratified. We will safeguard any ballots, proxies, affidavit of mailing, oaths and certificate and report of inspector and statement with the records of this meeting. On the basis of that, I am pleased to announce that Rob McEwen, Allen Ambrose, Michele Ashby, Leanne Baker, Richard Brissenden, Robin Dunbar, Gregory Fauquier, Dr. Donald Quick and Michael Stein have been elected as the corporation's directors. Further, the proposal to ratify the appointment of Ernst & Young LLP as the corporation's independent registered public accountants for the year ended December 31, 2020, is approved. Thank you. Are there any other items to be considered at this owners' meeting? If not, I would entertain a motion to terminate the meeting for McEwen Mining.

I hereby move that the meeting be terminated.

I second that motion.

Unless anyone is opposed, the formal portion of this meeting is now terminated. Again, we'll pause and give everyone an opportunity.

There is no opposition to this motion.

Thank you, Stefan. I declare the meeting terminated. As we indicated earlier, we are only conducting the formal portion of the meeting today. We would kindly ask you to hold all questions for our officers and our directors regarding our business until our first quarter earnings call anticipated to be held at 11:00 a.m. Toronto Time on Tuesday, May 19, 2020. On behalf of the directors and the officers this year, I know I speak for everybody when I say that we all miss being able to visit with you, spend time with you and speak with you as we normally do and address all of your questions in the context of this meeting, but we look forward to seeing you again virtually on Tuesday and providing an update on our quarter. Thank you very much for your attention. And hopefully, we'll see each other soon.

Okay...

This concludes the meeting. You may now disconnect.