Synchronoss Technologies, Inc. (SNCR) Earnings Call Transcript & Summary

Good day, ladies and gentlemen, and thank you for standing by. Welcome to the Synchronoss Technologies, Inc. Annual Meeting. At this time, I would like to turn the conference over to Mr. Ronald Prague. Thank you. Sir, please begin.

Thank you. Welcome to the 2020 Annual Meeting of Stockholders of Synchronoss Technologies, Inc. Synchronoss' first virtual meeting. My name is Ronald Prague, Executive Vice President, Chief Legal Officer and Secretary of Synchronoss. And I will help preside over this meeting. It is now 10:00 a.m., and the meeting will please come to order. We are holding this meeting virtually due to concerns regarding COVID-19. I have to remind everyone that any sound or other similar recording without the express written approval of the company is prohibited, and that derogatory references to personalities will not be permitted and we have basis for removal from the meeting. I'd like to first introduce certain members of our management, who are virtually attending the annual meeting with us today. First, Glenn Lurie, our Chief Executive Officer and President, as well as a member of our Board of Directors. In addition to Glenn, we have the following directors here today: Stephen Waldis, our Chairman; Robert Aquilina; Frank Baker; Peter Berger; William Cadogan; Mohan Gyani; Laurie Harris; Thomas Hopkins; and Kris Rinne. Also present today are Dave Clark, our Chief Financial Officer; Michael [ Carslaw ] from EY, the company's independent public accountants; and Marc Dupre from Gunderson Dettmer, our corporate counsel. We have adopted an agenda for a program this morning that is found on the virtual meeting portal that you have logged into. In accordance with the agenda, we will first conduct the official business of the 2020 Annual Meeting. During this portion of the meeting, all discussion will be limited to the official business at hand, and participation will be limited to stockholders of record and their proxies. At the conclusion of the official business portion, we'll open the meeting to a question-and-answer session. Please hold all questions you may have concerning the company's operations until this time. [Operator Instructions] We will now begin the business portion of the meeting. I present an affidavit from me as the company's secretary, certifying each stockholder of record as of April 6, 2020, with now the official notice of this meeting on or about April 16, 2020, together with notice of Internet availability of proxy materials, including instructions of how to access the company's proxy statement, proxy cards, 2019 annual report and other material, together with instructors on how to vote at this meeting or the actual material. A list of the stockholders entitled to vote at this meeting has been available at the company's headquarters for the past 10 days. Record stock transfer, the company's transfer agent has examined the proxies received and reports that [ 55,685,000 ] or approximately 72% of the total shares stock entitled to vote at this meeting are represented by proxies held by [ Carol Blasker ] and myself. A quorum is present, and this meeting may now proceed with its business. The company has appointed Marc Dupre on behalf of the company, to serve as inspector of elections for this meeting, and he will tabulate the results of the meeting. Each of the vote matters to be discussed and acted upon by the stockholders today will be moved and discussed in the order set forth on the proxy statement. The actual vote on each item will, however, be deferred until all the matters to be acted upon have been discussed. The first matter to be voted upon is the election of 3 directors to the Board of Directors to serve until the 2023 Annual Meeting. Nominations are now in order for the candidate for directors to serve until the 2023 Annual Meeting until his or her successor is elected and qualified. I ask Marc Dupre to put a nomination to name the 3 directors listed in the proxy statement.

Mr. Prague, I hereby nominate Robert Aquilina; Thomas Hopkins; and Kris Rinne, to be elected as Directors to serve until the 2023 Annual Meeting and until his or her successor is duly elected and qualified.

Since no other nominations or person for election to the Board of Directors were received in a timely manner pursuant to the company's bylaws, the nominations are closed. The next order of business concerning the proposal to ratify the appointment of the company's independent accountants. The Board of Directors has appointed the firm of Ernst & Young as the company's independent public accountants for the company's fiscal year ending December 31, 2020.

On behalf of the Board of Directors, I move that the appointment of Ernst & Young LLP as the company's independent public accountants for the 2020 fiscal year be ratified.

Motion has been made to ratify the Board of Directors' appointment of Ernst & Young. The third order of business concerns the advisory proposal to approve the compensation of the company's executive officers set forth in the proxy statement.

On behalf of the Board of Directors, I move that the advisory proposal to approve the compensation of the company's executive officers set forth in the proxy statement be approved.

Motion has been made with the advisory proposal to approve compensation of the company's executive officers set forth in the proxy statement be approved. If no other proposals for business to be transacted at the meeting were received in a timely manner pursuant to the company's bylaws, we will now proceed to vote on the previously discussed motions. It is now 10:05 and the polls of voting on each matter to be voted on at this time are now open. Any stockholder who hasn't voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who are sending proxies or voted via telephone or Internet and do not want to change their vote, do not need to take any further action. [Voting]

Now that everyone has had the opportunity to vote. It is now 10:06, and I declare the polls to the annual meeting closed. According to the preliminary report of the inspector of elections based on the proxy holders and stockholders' ballot, each of Robert Aquilina; Thomas Hopkins; and Kris Rinne, has been elected to serve as a Director of this company until the 2023 Annual Meeting and until his or her successor is duly elected and qualified. The proposal to ratify the appointment of E&Y as the company's independent public accountants for the fiscal year ended December 31, 2020, has been approved. And the advisory approval -- proposal to approve the executive compensation in the proxy statement has been approved on a nonbinding advisory basis. That concludes the business portion of the meeting. It does not seem like we have any questions. So that will conclude the meeting. Thank you all for coming, and this concludes our 2020 Annual Meeting of Stockholders.

Ladies and gentlemen, thank you for participating in today's conference. This concludes the program. You may now disconnect. Everyone, have a wonderful day.