Spire Inc. (SR) Earnings Call Transcript & Summary

Good morning, everybody. I'm Ed Glotzbach, Chair of the Board of Spire. And on behalf of my fellow Board members, our President and CEO, Suzanne Sitherwood, and all the employees of Spire, we welcome you to our Annual Shareholder Meeting. At Spire, one of our core values, which we often state for customers and our employees, is safety. So rather than just pass by it, we've all heard of instances around the country in the last year where the unexpected happened. So providing energy that advances and doing it safely takes a laser focus from every employee, every day. That's why we emphasize it so often and so much. Before we start our regular meeting, please join me in watching the following safety video. [ Presentation ] I think the video is more attractive than the picture, but I'll go on anyway. So let me introduce our Board of Directors as well as our executive officers and the representatives from our independent accountants, Deloitte & Touche. My fellow directors are: first, Mark Borer, who's retired CEO and Board member of DCP Midstream Partners, LP, who's not with us in person this morning due to a family illness, but he is joining us by phone. So I'm glad you're with us, Mark. Thanks. In the room, we have Maria Fogarty, retired Senior VP, Internal Audit and Compliance, NextEra Energy; Rob Jones, retired Co-Head, Bank of America Merrill Lynch Commodities; Brenda Newberry, Founder and retired CEO, The Newberry Group; Steven Schwartz, President and CEO, Brooks Automation; Suzanne Sitherwood, CEO and President, Spire; John Stupp, President of Stupp Bros.; Mary Ann Van Lokeren, retired Chairman and CEO of Krey Distributing. For our executive officers with us, we have Steve Lindsey, who's our EVP and Chief Operating Officer; Steve Rasche, EVP and Chief Financial Officer; Mark Darrell, Senior VP and Chief Legal and Compliance Officer; Scott Carter, Senior Vice President, Chief Operating Officer of Distribution Operations; Mike Geiselhart, Senior VP, Chief Strategy and Corporate Development Officer. From Deloitte & Touche, our audit partners today, we have with us Mike Contreras, who's our senior partner; and Leslie Oden, who's also with him today. So let me ask the other officers of the Spire entities who are here, to please stand and be recognized. It looks like they all sit together, don't they? Okay. So let me begin the formal meeting then. Do we have proof of notice?

Yes. I have the affidavit of Philip Barone of Broadridge Financial Solutions, Inc. that shows the Notice of the Meeting has been distributed as required. At the opening of the meeting, we have received proxies for a majority of the shares issued and outstanding. If any shareholder has a proxy to turn in, please raise it for an usher to pick up. Seeing none.

Okay. Since we have more than a majority of the outstanding common shares represented here in either person or by proxy, we do have a quorum. Therefore, we may proceed with the business of the meeting. The corporate secretary has the minutes of last year's annual meeting available should you like to view those. If any shareholder wishes to inspect the minutes, just contact Ellen after the meeting. This morning then, we have 3 items of business that Ms. Theroff will now present.

For the first item of business, as proxy, I nominate Edward L. Glotzbach, Rob L. Jones and John P. Stupp, Jr. as directors for a 3-year term expiring at the annual meeting in the year 2023. These were the nominees named in the proxy statement.

Is there a second to these nominations?

Second.

Seconded.

For the second item of business, as proxy, I move the advisory approval of compensation of our named executive officers.

Is there a second to that motion?

I second.

Seconded.

For the third item of business, as proxy, I move the ratification of the appointment of Deloitte & Touche as the company's independent registered public accountant for the fiscal year 2020.

Is there a second to that motion?

Second.

Thank you. Thank you. [ Nancy Hoffman ] representing Broadridge Financial Solutions has been appointed as inspector of election and will report results to the secretary as soon as they are available. The proxies have cast the votes in accordance with the instructions received from the shareholders themselves giving such proxies. If any shareholder in the audience would like to submit their vote on the issues now, please raise your hand and an usher will bring you a ballot. Okay. I see no hands. While we await the report then of the inspector of election, I'd like to offer a few comments. We appreciate your investment in Spire and the confidence you've placed in the Board to represent your interest in this company. We understand the importance of our role and consider it a privilege to serve you all. As a Board, we leverage our diverse backgrounds, broad-based experience and unique insights that we've gained over the years to represent all of Spire stakeholders. We're also committed to thoughtful, forward-looking succession planning for both the Board of Directors and senior management, which is a key to strong leadership and sustainability. And we spend a lot of time on that topic when we're together. As I mentioned in my letter in the proxy statement this past May, we launched our first-ever corporate social responsibility report. You often hear that referred to as a CSR report. This report, which we will continue to grow and expand, is a companion piece to our existing disclosures, presentations on the website. As a company, we are committed to enhancing our disclosures to better describe the progress that is being made at Spire to not only ensure that the company is answering every challenge and advancing every community today, which is our mission, with that it will thrive and succeed well into the future. As we move through 2020, our goal remains the same: to create enhanced value for you, our shareholders, for our customers and for our communities. On behalf of my fellow Board members, thank you again for your investment and for your continued support. Let me ask Suzanne to share a few thoughts with us now.

Thank you, Ed, and good morning, everyone. Great. We appreciate you that are here this morning and also greatly appreciate you that are participating with us on the webcast. So Ed, as you so well stated, our goal is to create enhanced value for our shareholders, our customers and our communities. We believe that goal was accomplished by continuing to lean into our mission and by using the strength of our energy to advance people, performance and possibilities. While we have quarter 1 out of fiscal 2020 behind us, we will be reporting on earnings on February 5. I'd like to take this moment to reflect on the many accomplishments of 2019. Last year, once again, we advanced our growth strategy. The Spire team delivered higher levels of financial and operating performance for our 1.7 million homes and businesses, including providing excellent service for our customers, while keeping people and communities safe. We also delivered on our brand promise. Thanks to the amazing commitment of dedicated caring employees, who continue to modernize the tools and technologies that allow us to serve better than ever before. We know this because we measure everything that we do, safety, customer experience, financial results. And that's just to name a few. We view this for you, our shareholders, and for the customers and communities we serve. So I thought I'd take just a minute to share a few of those to give you an idea of the scale and the scope of what we measure and what we have accomplished. One, we spent more than 10,000 hours volunteering at local charities and donated $4.7 million to organizations that move our communities forward. Every day, 3,500 Spire employees work hard to keep costs low, while delivering energy safely and efficiently. In fact, customer bills in Missouri are nearly 20% lower today than they were 15 years ago. We invested $287 million in infrastructure upgrades, replacing pipeline to improve safety and reliability while reducing methane emissions. We completed the Spire STL pipeline, diversifying our gas supply and improving our systems reliability for our St. Louis area customers. Through our organic growth efforts, we increased the number of homes and businesses we serve, including extending service to reach rural and underserved areas and communities, such as poultry and agricultural customers. Importantly, along with these accomplishments, we, once again, increased shareholder value in 2019. Over the last 5 years, we delivered a total shareholder return, TSR, of 120%. And for 2020, we raised the common stock dividend for the 17th consecutive year. This is all part of the 2019 chapter of our story, but the story doesn't end there. We'll use what we set in motion to keep innovating and creating new chapters year after year. For us, that means always finding innovative and more efficient ways to advance Spire because that's our promise. That's our promise to you. While the votes are being counted, I wanted to share with you a video that quickly highlights the strength of our employees and how they take their work to heart, using their energy every day to enrich the lives of all those that we serve. [ Presentation ] So as I was walking in here, one of our shareholders told me that, "Suzanne, we are fueled for good." And indeed, we are fueled for good. So thank you for sharing that with me on the way in. We know that delivering increased shareholder value starts with serving our customers better than ever, year after year. My promise to you, our shareholders, is that we'll continue pushing boundaries, growing, innovating and doing all we can to do to advance people, performance and possibilities. And we'll do this work for you every single day. I really do encourage you -- this was just a small piece of our story, of our chapter, and I really do encourage you to explore story. And if you have pen and paper, write this down, ourstory.spireenergy.com, and see all the ways we use our energy to advance others in 2019, including our shareholders. Thank you for your time this morning, and thank you for being here.

Thank you, Suzanne. So let me open the floor for questions. And maybe I'll get started. I know there's a question whether I really own more than one tie, having had to look at that. So what questions do you have for us? Any questions at all? Okay. Thank you. So we have the report of the inspector of election. Ellen, would you please report the results?

The results were as follows. Edward L. Glotzbach, Rob L. Jones and John P. Stupp, Jr. each received favorable votes from greater than a majority of the voted shares, which is sufficient for each of them to be elected for a term of 3 years. The proposal for advisory approval of compensation of our executive officers received favorable votes from a greater than a majority of the voted shares as well, which is sufficient for its advisory approval. And the proposal to ratify the appointment of Deloitte & Touche LLP to audit the accounts of Spire for fiscal year 2020 received favorable votes from greater than a majority of the voted shares, which is sufficient for its approval.

Thanks, Ellen. As you heard, the nominees named in the proxy statement have been elected. Thank you for your confidence. Advisory approval of compensation for our executive officers has been obtained, and the appointment of Deloitte & Touche LLP has been ratified. I will now ask Ellen for closing statements and a motion to adjourn.

Some of today's comments may have included forward-looking statements. Actual results may differ materially from those projected. A description of the risks and uncertainties that could cause future performance or results to be different than those anticipated is contained in the company's Form 10-K and other documents filed with the SEC, which are readily available. We also note, to the extent, any of the remarks contain non-GAAP financial measures. Reconciliation of the non-GAAP financial measures to comparable GAAP measures can be found in our 10-K available on our website. As proxy, I move that the meeting be adjourned.

Thank you. We are adjourned, but thank you for coming today and being with us. We appreciate it very much.