Russel Metals Inc. (RUS) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to a live teleconference of the 92nd Annual General Meeting of Shareholders for Russel Metals. Today's Annual General Meeting will be led by Mr. Jim Dinning, Chair of the Board, and will include remarks from Mr. John Reid, President and Chief Executive Officer of Bristol Metals. I will now turn the meeting over to Mr. Dinning. Please go ahead, Mr. Dinning.

Thank you, operator, and good morning, ladies and gentlemen, and fellow shareholders, and welcome to our 92nd Annual Meeting of Shareholders. And our thanks to each of you for joining us by phone today. My name is Jim Dinning, and I have the honor to serve as Chair of the Board of Russel Metals and will chair today's meeting. Before I start, let me say on behalf of your Board of Directors, a big thank you to our CEO, John Reid, and to our executive leadership team as well as our management and employees across the Russel family for their dedication and hard work over the past 12 to 16 months. It has been a year like no other. It's a remarkable turnaround in our financial performance that would not have happened without each of you leaning in to get through the year safely and profitably. And to our shareholders, our thanks for your patience, your support and your tenacity. The notice calling this meeting was mailed to shareholders on March 31, along with the information circular and our annual report. AST Trust Company, Canada, have submitted their report, and the secretary of the meeting has advised that a quorum is present and this meeting is properly constituted to conduct business. With that, we will move to the formal business of the meeting. The first item of business is the election of 11 directors who will serve until the close of the next AGM or until their successors have been elected. The circular contains the list of nominees recommended for election. Before I call for the nomination of directors, I do want to say thanks, a big thanks to Alain Benedetti, on behalf of shareholders, on behalf of management and, of course, my fellow directors. Ben joined the Board in 2006, following a distinguished career as the national leader at E&Y. Insightful, decisive and straight talking, always straight talking. Ben chose to retire earlier this year after making an exceptional contribution for the last 15 years. So Ben, if you're listening in today, a big thank you from all of us at Russel. We have 2 nominees standing for election -- 2 new nominees standing for election today, Mr. Linh Austin; and Ms. Cynthia Johnston. They bring broad business background and considerable industry experience to Russel's Board of Directors. Mr. Austin is the Chief Operating Officer of BayoTech, Inc., where he is responsible for projects, engineering, manufacturing and field operations, supply chain and BayoTech's Center of excellence. Ms. Johnston is a corporate director who serves on the AltaGas Board of Directors where she chairs the Environmental Health and Safety Committee. Previously, she was Executive Vice President of Gas, Renewables & Operations at TransAlta Corporation until her retirement in 2017. Additional information on Mr. Austin and Ms. Johnston is found in our circular. I now ask for a motion to nominate those listed in the circular to serve as directors.

I nominate the following 11 individuals to be elected as directors of the company for the ensuing year or until their successors are elected or appointed, Linh J. Austin, John M. Clark, James F. Dinning, Brian R. Hedges, Cynthia Johnston, Alice D. Laberge, William M. O'Reilly, Roger D. Paiva, John G. Reid, Annie Thabet and John R. Tulloch.

Thank you, Michael. May I have a second to the nominations?

I second the nominations.

Thank you, Victoria. Each of the nominees is willing to serve as a director, and each one qualifies to serve under the Canada Business Corporations Act and the bylaws of the company. Nominations are now closed. May I please have a motion that the 11 persons nominated be elected as directors?

I move that each of Linh J. Austin, John M. Clark, James F. Dinning, Brian R. Hedges, Cynthia Johnston, Alice D. Laberge, William M. O'Reilly, Roger D. Paiva, John G. Reid, Annie Thabet and John R. Tulloc be elected as directors of the company to hold office for in the ensuing year or until his or her successor is elected or appointed.

Thank you, Sherry. May I have a second to the motion?

I second the motion.

Thank you, Victoria. I would ask Ryan MacDermid, Russel's Vice President of Risk Management and Legal, who is present in person, to advise on the motion based upon the proxies held and the final tabulation report of the Scrutineer.

The motion is approved.

Thank you, Ryan. I declare that the persons nominated for election have been elected as directors of the company. The next item of business is the appointment of the company's auditors and authorization to fix their remuneration. Management's recommendation is to appoint Deloitte LLP as the company's auditors. May I have a motion to that effect?

I move that the auditors, Deloitte LLP, be appointed auditors of the company for the current year and until the next annual meeting of shareholders of the company and that the directors be authorized to fix the remuneration.

I second the motion.

Thank you both. I would ask Mr. MacDermid to advise on the motion based upon the proxies held and the final tabulation report of the Scrutineer.

The motion is approved.

Thank you, Ryan. I declare Deloitte LLP as auditors of the company for the current year and until the next annual meeting of the shareholders of the company. The next item of business is the shareholders' advisory resolution to accept the approach to executive compensation as disclosed in our circular. Directors and management recommend a vote in favor of this resolution. This is an advisory vote, and the Board will consider the results as we make decisions on Russel's compensation policies and practices. May I please have a motion?

I move that the approach to executive compensation as disclosed in the company's circular be approved on an advisory basis.

I second the motion.

Thank you both. I would ask Mr. MacDermid to advise on the motion based upon the proxies held and the final tabulation report of the Scrutineer.

Motion's approved.

Thank you, Ryan. I declare that resolution regarding the advisory vote on executive compensation is passed. If any shareholder is interested in the vote count specific numbers. The results will be available on SEDAR later today. May I please have a motion to terminate this annual General Meeting.

I move that the meeting be terminated.

I second the motion.

Thank you both. I now declare the meeting completed and terminated. Earlier this morning, our CEO, John Reid; and CFO, Martin Juravsky, completed a call with analysts where they discussed the quarter and the current business environment. The recording is located on the company's website under the Investor Relations section Conference Call tab. If you have any specific questions pertaining to the company, please listen to this recording, and then please feel free to send your questions through to our Investor Relations group by phone at (905) 816-5178. To repeat, that's (905) 816-5178 or by e-mail at [email protected], and someone will be in touch to respond to your inquiry. Thank you all for joining us today. The meeting is now terminated.

Ladies and gentlemen, this concludes your conference call for today. We thank you for participating, and we ask that you please disconnect your lines at this time.