Pool Corporation (POOL) Earnings Call Transcript & Summary

Good day. And welcome to the Pool Corporation 2020 Annual Meeting of Stockholders. I would now like to turn the conference over to John Stokely, Chairman of the Board of Directors of Pool Corporation. Please go ahead.

Good morning. The meeting is now called to order. My name is John Stokely, and I'm the Chairman of the Board of Directors of Pool Corporation. On behalf of the company, I welcome you to the 2020 Annual Meeting of Stockholders. The purpose of this meeting is to consider the proposals described in the proxy materials, which were sent to all stockholders in March. We'll be glad to respond to any of your questions should you have any later in the meeting. This is our first virtual meeting at Pool. Our people have done a really good job of planning this event, so we don't expect any technical difficulties today. The polls are open. To vote, please follow the instructions on the meeting website. The polls will remain open until the conclusion of the presentation of the matters to be voted upon. The core responsibility of our Board of Directors is to act in the best interest of Pool and its stockholders by performing a number of specific functions, including risk assessment, review and oversight. While management is responsible for the day-to-day management of risk, it is our fiduciary duty to oversee our risk management programs and to assist management in addressing specific risks such as strategic, financial, regulatory and operational risks. We have 4 board committees: the Compensation Committee, the Audit Committee, the Nominating and Corporate Governance Committee and the Strategic Planning Committee. I'd like to take a moment and introduce the other members of the Board of Directors who are in attendance today. They are Pete Arvan, Andrew Code, Robert Sledd, Harlan Seymour, Timothy Graven, David Whalen, Debra Oler; and Manny Perez de la Mesa. As a Board, we continually inventory the skills and abilities of our directors, and we evaluate how those skills best serve the needs of the company and its shareholders. We strive to ensure there are no gaps in director skills and abilities that need to be addressed. Our Board members are very, very experienced, and they have a successful track record of performance in many areas, including multi-unit distribution, finance, strategic planning, mergers and acquisitions, marketing, information technology, international operations and governance. A detailed biography for each director is in the proxy materials previously sent to shareholders. I encourage you to review those materials to see what a dynamic group of business people we have assembled. Next, I'd like to introduce other participants in our meeting today. First, I'd like to introduce Jennifer Neil, the company's Vice President, Chief Legal Officer and Secretary of the Board. Also, please welcome Kelly Simoneaux, outside counsel with Jones Walker in New Orleans, and who will be serving as the inspector of election for today's meeting. In addition, Mrs. Christine Baumann, engagement partner with Ernst & Young LLP, is joining us for the meeting today. Christine will be available to respond to any questions you might have later in the meeting. Ms. Neil is a certified list of the holders of record of the company's common stock as of the close of business on March 12, 2020, and a copy of the notice for this meeting and also an affidavit of mailing of such notice to stockholders entitled to vote at this meeting. The list of stockholders is available for inspection during the meeting by stockholders at the website used to access this meeting. Ms. Neil, you are hereby instructed to preserve such documents among the corporate records of the company. A stockholder may submit questions electronically during the meeting by typing your question in the box located on the webcast screen. These questions will not be visible to other participants. Questions received during the meeting in accordance with the company's rules of conduct will be addressed at the end of the meeting. This brings us to the first item on the agenda, which is determination of a quorum. Pool's bylaws provide that a quorum shall constitute the presence in person or by proxy the majority of shares entitled to vote at the meeting. Ms. Simoneaux, may I now have a report on whether a quorum is present.

Mr. Stokely, I wish to report that 38,120,483 shares, constituting 94.69% of the common stock of the company are represented by proxy at this meeting out of 40,255,891 shares of common stock outstanding and entitled to vote, which represents a quorum for purposes of the meeting.

Thank you. Since the quorum is represented at the meeting, I now declare the meeting duly convened and constituted. As previously stated, the polls are open. 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 instructions provided on the meeting website. Please remember, if you've already reported -- if you've already voted by proxy, it's not necessary to vote again. We will now proceed with the main business of the meeting, the first item being the election of directors. The following persons have been nominated by the Board of Directors to serve as directors until the next Annual Meeting of Stockholders or until their successors are elected and qualified: Peter D. Arvan, Andrew Code, Timothy Graven, Debra Oler; Manuel J. Perez de la Mesa, Harlan Seymour, Robert Sledd, John Stokely; and David Whalen. The second item on the agenda is the ratification of the retention of Ernst & Young, LLP, certified public accountants, as our independent registered public accounting firm for the 2020 fiscal year. The third and final item on the agenda is a say-on-pay vote, a nonbinding advisory vote to approve the compensation of our named executive officers as disclosed in our proxy statement. The polls are about to close. So if you have not yet voted, please do so now. [Voting]

Since everyone has had the opportunity to vote, I hereby declare that the polls are now closed. Let me now ask Ms. Simoneaux for a preliminary report on the vote.

Mr. Stokely, the preliminary results of the vote are that the 9 nominees have been elected as directors to serve for term expiring at the 2021 Annual Meeting of Stockholders; the retention of Ernst & Young LLP as our independent registered public accounting firm for the 2020 fiscal year has been ratified; and the compensation of our named executive Officers, as disclosed in the proxy statement, is approved.

Thank you. I hereby direct that the preliminary results of the voting be incorporated into the minutes of this meeting. The final voting results of today's meeting will be reported on a Form 8-K filed within 4 business days of this meeting. Before we close, I wanted to say that the thoughts of the Board and the Pool's management are with all those that have been affected directly or indirectly by the ongoing coronavirus pandemic, including our employees, our customers, our vendors and all others in our communities. That completes our business agenda for today, and the meeting is now adjourned. We will now address any stockholder questions that have been submitted online. I see no questions have been submitted. So our meeting is concluded. We're adjourned. Thank you so much for attending.

The conference has ended. You may disconnect your line. Thank you.