STAG Industrial, Inc. (STAG) Earnings Call Transcript & Summary

Welcome, and thank you for attending the 2020 Annual Stockholders' Meeting for STAG Industrial. I will now turn the call over to Ben Butcher.

Thank you very much. Good afternoon, and welcome to the STAG Industrial 2020 Annual Meeting of Stockholders. I am Ben Butcher, Chief Executive Officer, President and Chairman of the Board. It is my pleasure to host you today at this virtual meeting. Stockholders are attending this meeting through a web portal announced in our supplemental proxy materials. As is our custom, we will conduct the business portion of our annual meeting first, and upon an adjournment, there will be a period of general discussion and questions. Only validated stockholders may ask questions in the designated field on the web portal. Out of consideration for others, please limit yourself to 1 or 2 questions. No one attending this meeting is permitted to use any device to record the proceedings. This year's meeting was scheduled to be held at 1:30 p.m. Eastern Time today. It being shortly after 1:30 p.m., I call the meeting to order. I would like to introduce the other company representatives present today virtually: Jeff Sullivan, General Counsel; Matts Pinard, Senior Vice President of Investor Relations. Also, representatives of PricewaterhouseCoopers, our independent registered public accountants are present, including the audit partner, Stephen Karns. The Board fixed the record date for determining holders of shares of common stock entitled to vote at this meeting as of the close of business on March 11, 2020. An affidavit held by the inspector of elections attests to the notice regarding Internet availability of proxy materials being mailed to all stockholders of record beginning on or about March 20, 2020. That's a lot of 20s. The affidavit in the form of proxy will be filed with the minutes of this meeting. The formal proxy, the proxy statement and the supplemental proxy materials were available on the Internet. They were also available in print to any stockholder who requested physical delivery of them. The purposes of this meeting are: First, to elect 9 directors of the company to serve until the 2021 Annual Meeting of the Stockholders and until their successors are duly elected and qualified; second, to ratify the appointment of PricewaterhouseCoopers as the independent registered public accountants of the company for the fiscal year ending December 31, 2020; and third, to approve by nonbinding vote, executive compensation. Jeff Sullivan is the inspector of election at this meeting, has subscribed his oath of office and has submitted his report as follows. As of the record date, there were a total of 148,708,302 shares of common stock outstanding and entitled to vote at this meeting. Under the company's organizational documents, the presence in person or by proxy of at least the majority of the outstanding votes entitled to be cast at the meeting constitutes a quorum. Only outstanding shares of common stock are entitled to be voted at this meeting. Present by proxy at this meeting are 134,366,386 shares of common stock or more than 90% of the voting power of the outstanding shares of common stock. Accordingly, a quorum is present and the meeting is duly convened. The polls for each matter to be voted on at this meeting are open and will close immediately before adjournment of the meeting's business. Now we will conduct the formal business of the meeting as set forth in the notice of the meeting. During the conduct of this formal business, questions and comments should pertain to the 3 proposals under consideration. The first item of business is the election of 9 directors to serve until the 2021 Annual Meeting of Stockholders and until their successors are duly elected and qualified. The Board of Directors has nominated myself, Ben Butcher, Jit Kee Chin, Virgis Colbert, Michelle Dilley, Jeff Furber, Larry Guillemette, FX Jacoby, Chris Marr and Hans Weger. The nominees are currently serving as Directors of the company, and the Board of Directors has recommended that the shareholders elect these nominees. The next item of business is the proposal to ratify the appointment of PricewaterhouseCoopers as independent registered public accountants of the company for the fiscal year ending December 31, 2020. A representative of PricewaterhouseCoopers is available to answer proper questions by stockholders. The last item of business is the advisory of nonbinding vote to approve executive compensation. If any stockholder would like to make a comment or to ask a question regarding any of these proposals, please submit your comment or questions through the web portal. I'll now pause to allow people to pose questions or comments.

So Ben, we have one question. I think it's best answered after the official business. It doesn't relate to any of the 3 proposals, but no other questions.

Thank you, Jeff. As stated already, the polls are open. Stockholders who have not yet voted or wish to change their votes may do so by clicking on the voting button in the web portal and following the instructions there. Stockholders who have sent in proxies or voted by telephone or internet and do not want to change their votes do not need to take any further action with respect to any of the matters to be voted on today. We'll now pause to allow voting. [Voting]

Now that everyone has had an opportunity to vote, I declare the polls closed for the STAG Industrial 2020 Annual Meeting of Stockholders. We will now wait a moment for the inspector of election to complete his preliminary tabulation. Jeff, do we have preliminary voting results?

We do.

Excellent. The preliminary voting report shows that the nominees for election to the Board have been elected. The appointment of PricewaterhouseCoopers has been ratified, and the executive compensation has been approved by advisory vote. We will report the final vote of results in a Form 8-K to be filed within 4 business days. There being no further business to come before the meeting, the formal part of our meeting is concluded, and the Annual Meeting of Stockholders is adjourned. We'd now like to open up the meeting to questions submitted through the web portal. I know there's at least one. If you have any other questions, please post them.

So Ben, the first question is what is the weighted average age of our properties. And what is the percent revenue from our investment-grade tenants?

So these are not exact numbers, and I will -- we will post exact numbers on the website. But the exact numbers, the average age is somewhere a little north of 25 years, I believe, and the percentage of investment-grade tenants is somewhere in the low 30%, 31% or 32%, something -- I think it's 33% actually. Actually, one of my colleagues has been nice enough to send me the exact number. So it is 33% investment grade, and the average age is 28 years. I might say also that the average age is consistent with our peers. That's about average for large industrial portfolios in the U.S.

Ben, the next question, Mr. Chairman, the Carpenter Union Pension Funds with combined assets of $70 billion have a collective ownership position of 81,225 shares of company common stock. As long-term shareholders, we appreciate the efforts of the company to address the difficulties faced by employees, customers and other important stakeholders during the COVID-19 pandemic. Given the market disruption associated with the pandemic, what do you see is the impact on share repurchase programs and the significant amounts of equity compensation used in compensation plans? Thank you, Mr. Chairman.

Well, we're not -- we've not announced and or have put in place any share repurchase programs. We've avoided that both in the past -- and there certainly has been no plan at present to do that. Equity compensation plans are consistent with sort of peer levels in the industry, and our compensation committee is very aware of the -- sort of maintaining that level of compensation. Nothing outsized or unusual. And I want to thank the Carpenters, as always, for virtually attending this time. Normally, they attend in person, but I thank you for attending as always. Thank you.

Thank you.

Jeff, are there any other questions?

The question about the percentage of April rents that have been collected to date.

That is a topic that we will address in our earnings call and in our earnings release that's coming up in a couple of days. I think you'll find it's consistent with peer experience.

Right. No other questions, Ben.

Thank you. That concludes the meeting. Thank you. I encourage you for an answer to that question as well as any other things to listen to our earnings call this Friday and to look for transcripts elsewhere. But thank you for attending today, and we look forward to delivering good results for you going forward. That concludes the meeting.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.