Nutrien Ltd. (NTR) Earnings Call Transcript & Summary

Good afternoon, everyone. My name is Richard Downey, Nutrien's Vice President, Investor Relations. Before the start of today's meeting, we would like to outline the agenda and various procedures and guidelines. In terms of the agenda, our Chair, Mayo Schmidt, will call the meeting to order and address various preliminary matters. This will be followed by a brief address from Chuck Magro, our President and CEO. The items of business to be voted on will then be moved to be followed by a formal discussion, if any, of those items and a brief general shareholder question-and-answer session. Registered shareholders and proxy holders of record are now able to submit comments or questions for formal discussion or the general Q&A session via the messaging platform on your screen. And the electronic ballot for voting is now available on your screen. You are encouraged to submit any comments or questions and complete your ballot in advance of the Q&A session. Voting will then close, and the Chair will report the voting results. During the formal discussion and Q&A portion of the meeting, comments or questions, including the legal name of the submitting shareholder or proxy holder will be read or allowed before being addressed. Comments or questions that are redundant or that have inappropriate language or otherwise unduly disruptive to the orderly conduct of the meeting will not be addressed. And general shareholder questions that are not part of the formal discussion of the meeting's items of business may not be addressed. If during the course of the meeting, we encounter any technical difficulties with the webcast, please remain logged on, and we will resume as soon as practical. Finally, I would like to remind everyone that today's meeting may include forward-looking statements. These statements are given as of today's date and involve risks and uncertainties discussed in our filings and securities regulators. A number of factors and assumptions were applied in the formulation of such statements, and actual results could differ materially. For additional information with respect to forward-looking statements, factors and assumptions, we direct you to Nutrien's public filings. I will now turn things over to Mr. Mayo -- or to Mayo, sorry.

Thank you, Richard. Good afternoon. And welcome to this Annual Meeting of Nutrien. My name is Mayo Schmidt, and I am the chair of the Board of Directors. And thank you, Richard, for outlining today's agenda, procedures and guidelines. So the meeting will now come to order. As Chair of the Board, I will act as Chair of the meeting. In the event I'm disconnected from the meeting as a result of technical issues, Mr. Magro will assume the role of Chair of the meeting. Mr. Bob Kirkpatrick, the Corporation's Corporate Secretary, will act as Secretary of the meeting. With the concurrence of the meeting, I appoint Nazim Nathoo and Kristine Calesso of AST Trust Company, Canada, to act as scrutineers. I have been informed by the scrutineers that we have shareholders present and represented by proxy who hold a sufficient number of shares to constitute a quorum. I therefore declare that there is a quorum at this meeting. The scrutineers' report will be kept by the Secretary with the records of the meeting. This year, Nutrien used notice and access to deliver its annual financial statements and media materials. And as a result, the Notice of Meeting and the management proxy circular are accessible on Nutrien's website and under Nutrien's profile on SEDAR and EDGAR. I received the affidavits of the publication of the record date for this meeting and of the distribution of the notice and access notice and the proxy form. I direct that a copy of the notice, together with the proof of service, be kept with the Secretary with the records of the meeting. I now declare the meeting regularly called and properly constituted for transaction of business. Chuck Magro, our President and Chief Executive Officer, will now provide a few comments.

Thanks, Mayo. Good afternoon, everyone. First of all, I hope you are all safe and well. I will take a few minutes to provide a short statement on Nutrien's business and strategy, recognizing upfront that we are living in unprecedented times. Also, we just released our first quarter 2020 results and updated guidance. We have our investor conference call tomorrow morning, so I will leave the discussion on the results and outlook for that call. However, I would like to report that Nutrien continues to produce and deliver crop inputs in a safe and efficient manner. And that so far, COVID-19 has had limited direct impact on our operations, or on crop input demand. Nutrien's top priority is ensuring the safety and health of our over 25,000 employees globally and the communities in which we live and operate. This is fundamental to Nutrien's culture, and it has been the guiding principle as we have managed through this global pandemic. And I would like to take a moment to thank all of our employees for their commitment and dedication to conducting their very important work through some challenging and unusual circumstances. To the employees at Nutrien, we couldn't be more proud of you. Nutrien's business and the entire agricultural industry has been deemed critical and essential services by governments around the world, recognizing the importance of providing growers with crop inputs and services they need to produce the world's food. However, all companies have been impacted by recent events to some extent. In our case, we have seen a reduction in demand by some of our industrial nitrogen customers, and we have seen a reduction in corn prices as the ethanol market is hit hard by the collapse in global energy prices. But the current situation also highlights some of the benefits from our investment in our industry-leading digital platform. We've had tremendous growth and engagement over the past quarter for our digital platform as it provides a more convenient, highly efficient and safe way to conduct business. Through all of this, we remain focused on our purpose, to grow our world from the ground up, and our commitments to safety, sustainability and governance. We issued our 2020 ESG report a few months ago, highlighting in detail our sustainability strategy and metrics. Given our position as the world's largest provider of crop inputs and solutions, our access to technology, our deep relationship with growers, we are in a unique position to take a leadership role in innovative and sustainable agronomic practices, and we have every intention of doing that. While we continue to adapt to the current situation, Nutrien's strategy remains on course, and the company continues to be in a solid financial position with a strong balance sheet, exceptional quality assets, a stable and growing dividend and ample liquidity. In fact, just earlier today, the Board of Directors declared our second quarter dividend of $0.45 per share. Nutrien continues to deliver industry-leading return of capital to shareholders, and is committed to providing investors access to a stable and growing dividend over the long-term. The world will get past this pandemic and food will continue to be critical to global health, peace and security. Nutrien continues to be in an excellent position to contribute to that important goal and to grow and prosper in the future. Thank you very much for your interest in Nutrien. Please stay safe, and I'll turn things back over to Mayo now.

Thank you, Chuck. The next matter on the agenda is the presentation of the consolidated financial statements for the year ended December 31, 2019, and the report of the auditors. In accordance with the Canada Business Corporations Act, the statements are presented to the meeting but no other action is required with respect to them. It is now in order to move today's formal items of business. I will move each item, and I have been advised by Mr. Magro and Mr. Kirkpatrick, both proxy holders in attendance today, that they would be prepared to second each of the motions I so move. Accordingly, unless there are any objections, I will take such motions as seconded with no further action needed. Voting on the applicable items of business to come before today's meeting is being conducted by a single electronic ballot that is now available, and voting will close in approximately 1 minute following the conclusion of the formal discussions and Q&A. Once voting closes, the scrutineers will tabulate the results of the vote for each matter. All items of the business in the management proxy circular will now be moved. First, election of Directors. Before providing the names of today's nominees, I would briefly like to recognize retiring Nutrien Director, John Estey, who is not standing for reelection today. John has served as a Director of Nutrien and its predecessor since 2003 and has Chaired Nutrien's Safety and Sustainability Committee since its inception. As committee chair, he provided leading oversight as sustainability has become increasingly prominent for Nutrien and its stakeholders. We thank John for his many contributions and wish him our very best. The management proxy circular sets forth the background of each of the nominees and the qualifications considered in making Director nominations. The proposed nominees are listed in the circular, and they are: Christopher Burley, Maura Clark, David Everitt, Russell Girling, Miranda Hubbs, Alice Laberge, Consuelo Madere, Chuck Magro, Keith Martell, Aaron Regent, and myself, Mayo Schmidt. So thank you to the nominees for agreeing to stand for election. I move to formally nominate as a director each of the proposed nominees as listed in the management proxy circular. As there were no nominees in accordance with the advanced notice requirements of the company's general bylaw, I declare nominations closed. I also move to elect each of the 11 named individuals as Directors of the corporation. As advised earlier, I will take such motions as seconded. Formal discussion, if any, will take place once all items of business in the management proxy circular have been moved. The next matter on the agenda is the appointment of auditors. I move that a resolution be approved, reappointing KPMG LLP Chartered Accountants as auditors of the corporation to hold office until the close of the next annual meeting or until a successor is appointed and take such motion as seconded. The next item of business before the meeting today is the consideration and approval of the nonbinding advisory resolution accepting the corporation's approach to executive compensation disclosed in the management proxy circular. I move that such resolution be approved and take the motion as seconded. The motions are now open for formal discussion. In general, shareholder questions will now be answered. So Richard, please read any comments or questions to be answered. Thank you.

Thanks Mayo. Just looking here, there's just 2 questions. Chuck, what is the operating status of the company given COVID-19?

Well, right now, when we look at the -- across the global operations, what I would say is that our operations are stable and they're operating to plan. All parts of the company are in full functioning mode. We have a strong balance sheet, ample liquidity and we're expecting strong free cash flow this year. When it comes to our people, right now, we have almost 8,000 employees working from home. And the remainder, around 17,000 employees, working in our operations, our mining operations, our nitrogen operations, our distribution and supply chain operations and, of course, our retail business. One of the -- we were one of the very first companies to actually move as many people as we can to work from home because we felt that would protect the entire company. What I would say though is when we step back and we look at how we've operated, we've always, since I can remember, put the safety and health of our employees as a top priority, and we're doing everything possible to ensure that our people are safe while they conduct this very essential work. So we've changed a lot of our policies and procedures. We've adjusted almost everything, but we do believe we can work safe, and that's exactly what we're doing. I'd also say that we've changed how we interact with our customer base, another very important set of stakeholders for us. I mentioned on my prepared remarks that we just had tremendous uptake on our digital platform. We're seeing literally a surge in activity, which I think is fantastic. And the use of the digital platform not only protects our people, but it also protects our customers. But Nutrien also is stepping up when it comes to supporting our communities where we live and work. In fact, we've increased our corporate giving, especially to areas like food banks and children nutritional programs, which have been quite depleted since this COVID-19 situation has started. We're also donating protective equipment to health service organizations around the world, and we've even modified some of our manufacturing facilities to make hand sanitizer, which we're donating to local communities. So I guess what I would say is the company is on solid footing. We're operating as per our plan, and we're doing everything we can to help the rest of our stakeholders stay safe and healthy.

Thanks. The only other question is, what is the company doing to help farmers be more sustainable?

Right. So if you look at what's happened over the last 8 weeks or so, I think it's a really interesting reminder of just how important food and food security is. None of us have to go that far to our local grocery store just to see that there's been shortages in the food supply chain. And for Nutrien, food security and what we call sustainable agriculture are really the cornerstones of the company's mission and strategy. And in the past few years, we've taken very meaningful steps to invest in new products and services and solutions to help farmers produce not only healthy and nutritious food, but using less land, less water and more importantly now in days, less carbon. And we now have the capacity as an organization to help farmers actually create a digital model of their farms and calculate the yields and productivity that they get by using some of our products and services as well as how much carbon they emit. So this leads to better decision-making for farmers and helps them actually select different products and services that will be not only friendly to the environment but also to their bottom lines. So we're very excited about what sustainable agriculture means. We're excited about the future as an organization. There's just so much more we plan to do. And we did lay out a lot of this in our most recent ESG report that we just issued. And by the end of this year, we expect to actually announce some longer-term targets to actually reduce our overall footprint when it comes to carbon and water. So I'll leave it there, Richard. Thank you for the question.

Okay. Thank you. At this time, there are no more comments or questions.

Thank you, Richard. Discussion of the items of business and our general Q&A are now closed. Accordingly, there is 1 minute remaining to complete your ballot. After which, your ballot will be automatically submitted. As a reminder, you can vote for or withhold in respect of each Director nominee and the appointment of KPMG or -- and for or against the nonbinding advisory resolution regarding executive compensation. [Voting]

The scrutineers have now reported to me regarding the matters voted on. With respect to the resolution regarding election of each of the individuals nominated as Directors, I declare that each of the 11 nominees is elected as a Director of the corporation. With respect to the resolution reappointing KPMG LLP as auditors of the corporation, I declare this resolution carried. With respect to the nonbinding advisory resolution accepting the corporation's approach to executive compensation, I declare this resolution carried. There being no further business, I move that the meeting be terminated and take such motion as seconded. I declare the motion carried and the meeting terminated. And I want to thank you for taking the time to join us at our meeting today and be safe.