Stantec Inc. (STN) Earnings Call Transcript & Summary

Hello, everyone, and welcome to Stantec's Annual General Meeting of Shareholders. My name is Doug Ammerman, I'm the Chair of the Board of Directors of Stantec at Stantec. At Stantec, the health and safety of our communities, and our employees, shareholders and stakeholders is important to all that we do. We start each meeting with the safety or ethics moment so that these important values are always top of mind. In the interest of the health and safety and to prevent the spread of COVID-19, we are pleased to host today's meeting virtually. Shareholders, proxy holders who are in attendance can participate, vote, and submit questions at any time regardless of their physical location. Joining me today are Gord Johnston, President and Chief Executive Officer; Theresa Jang, Executive Vice President and Chief Financial Officer; and Paul Alpern, Senior Vice President and General Counsel. Gord, Theresa and Paul are available to answer questions if they arise. [Operator Instructions] I'd also like to introduce the Board of Directors of Stantec, all of whom are in attendance today virtually. In addition to myself, Martin à Porta, Richard Bradeen, Shelley Brown, Patricia Galloway, Bob Gomes, Gord Johnston, Don Lowry and Marie-Lucie Morin. All of our directors are standing for reelection today. With that, I officially call the meeting to order and appoint Paul Alpern to act as Secretary of the meeting and Kyle Gould of Computershare to act as scrutineer. Kyle has confirmed that a quorum is present. As a reminder, only shareholders who held their shares as of March 22, 2022, which is the record date of this meeting, or their validly appointed proxy holders are entitled to vote at the meeting. The business matters for today's meeting are described in the management information circular dated March 22, 2022, which accompanied the notice of meeting. I will take the notice of meeting as read. We will conduct the votes on the matters before us by a poll. On a poll, every shareholder and stakeholder proxy holder entitled to vote on the matter has 1 vote in respect to each share held by that shareholder or proxy holder. The poll will be open for all resolutions at the same time. This will allow you to choose to vote on each resolution immediately or wait until all resolutions have been made prior to casting your vote. If you have any questions during the course of today's meeting, please submit them using the Q&A function in the meeting room. Once all items of business have been presented, we will respond to any questions. I will give you a minute or 2 to enter your votes and then declare voting closed on all resolutions. The results of the meeting will be released to Computershare and will be available on our website at stantec.com and on SEDAR and EDGAR. I now declare the polls open on all resolutions. The first item of business is the presentation of Stantec's annual financial statements. We have placed before the meeting, Stantec's consolidated financial statements for the fiscal year ending December 31, 2021. These financial statements and the corresponding auditor's report are included in our annual report. You can also view the annual report in the Investors section of our website at stantec.com. The next item of business is the election of our directors. Today, we'll be electing 9 directors. Information about each nominee appears in the proxy circular that was made available to you in advance of today's meeting. I will now ask Paul Alpern to nominate the directors.

Thank you, Doug. I nominate each of the persons whose name appears on the management information circular under the heading Nominees for Election to Board of Directors to be elected as a Director of Stantec and to hold office for the ensuing year or until his or her successor is elected or appointed.

Thank you, Paul. Please cast your votes on the election of our directors. [Voting]

Thank you. We will now proceed to item #3. The next item of business is the appointment of Stantec's auditor, Paul, again.

Thank you. I move that PricewaterhouseCoopers LLP be appointed auditors of Stantec for the 2022 fiscal year, that they hold office until the close of the next Annual Meeting of Shareholders or until their successors are appointed and that the directors be authorized to fix their remuneration.

Thank you. I now put the motion before the meeting. Please cast your vote on the appointment of Stantec's auditors. [Voting]

We will now carry on to item #4. The next item of business is the shareholder advisory vote on Stantec's approach to executive compensation. Paul, can I have a motion?

I move on an advisory basis and not to diminish the role and responsibilities of the Board of Directors that the shareholders accept the approach to executive compensation disclosed in Stantec's management information circular delivered in advance of today's meeting.

Thank you. I now put the motion to the meeting. Please cast your vote on our annual say on pay. [Voting]

Thank you. This concludes the matters to be voted on. For those of you who have not voted on all resolutions, please do so now as voting will close after a short period. While the votes are coming in, we'll respond to any questions raised by our shareholders. [Operator Instructions]

Mr. Chair, we have our first question from a shareholder. They ask a big accomplishment in 2021 was the Cardno acquisition. Can you please comment on how the integration is going?

Yes. So I'll ask Gord to respond to that question, please.

Great. Thanks, Doug. We're very pleased with how the integration of Cardno is progressing. And of course, ensuring the integration is successful is a top priority for us in 2022. We've already started the process of combining our leadership teams in both the U.S. and in Australia, and we're already realizing some great synergies there. As expected, we validated how aligned our corporate cultures are, and this is a key component to ensuring a successful integration. Transitions to our Oracle ERP system for Cardno's Australia and the U.S. business are in full flight and are anticipated to be completed by the end of Q3. From an operational and financial perspective, Cardno is on track to deliver the results that we initially communicated, and we feel very, very positive about achieving expected performance in 2022 and beyond. We're well on our way to delivering the expected annual run rate cost synergies of $10 million, and that's actually ahead of the 2-year time line we had initially projected. But I think even more importantly, our teams are working really exceptionally well together. We're already working on over 70 joint projects and we're pursuing well over 100 additional projects together. So in summary, the integration efforts are off to a great start and proceeding according to plan.

Thanks, Gord. Mr. Chair, there are no further questions, so you may proceed.

Okay. Thank you. With that, the voting is now closed. Paul, can you please share the preliminary results?

Certainly. I've received a copy of the scrutineer's interim report and wish to report that 88,964,197 shares, or 80%, of the eligible shares have been voted at today's meeting. A very large majority of the votes cast were voted in favor of each of the matters brought before the meeting.

Thank you, Paul. So on that basis, I declare that all of the motions put forward today at our meeting have been approved. And on behalf of the Board, I want to thank you very much for your support. So this concludes our meeting. I'd like to close by thanking our clients who trust Stantec with their projects, our dedicated and innovative employees who always design with communities in mind and you, our shareholders, for your continued confidence in Stantec. Thank you for joining us today.