Team, Inc. (TISI) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Shareholders of Team, Inc. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Amerino Gatti, Chairman and Chief Executive Officer of Team, Inc. Mr. Gatti, the floor is yours.

Thank you, and good afternoon, everyone. The meeting will please come to order. Welcome to the Virtual Annual Shareholders Meeting of Team, Inc. I am Amerino Gatti, Chairman and Chief Executive Officer of the company, and I will act as Chairman for the meeting today. Butch Bouchard, Executive Vice President and Chief Legal Officer and Secretary of the company, will act as Secretary of the meeting in accordance with our bylaws. Mr. Bouchard will now review some preliminary meeting matters with you. Butch?

Thank you, Amerino, and welcome to all of our shareholders and Team employees. Please take a moment to review the rules of conduct posted on the meeting site. These rules offer guidance on a variety of aspects of the meeting, including what to do in the event we experience any technology challenges as well as considerations related to voting through the meeting site and the parameters for asking questions during the meeting. You can enter your questions on the online meeting site at any time. We will answer pertinent shareholder questions after the business meeting has concluded. During the business portion of the meeting, only questions from shareholders that pertain to the proposals being considered at that time will be answered. The polls for voting on all matters are now open and will close once the business portion of the meeting concludes. Amerino?

Thank you, Butch. We're hosting today's meeting as a virtual meeting for the first time. Like many other companies, we are doing this in response to the coronavirus pandemic and to support the health and well-being of our employees, shareholders and communities. Thank you for joining us today, and I hope that all of you are staying safe and healthy. Joining us virtually today are all of the members on our Board of Directors and the rest of my executive management team. The Board members joining us today are Lou Waters, our lead independent Director; Jeff Davis, Brian Ferraioli, Sylvia Kerrigan, Emmett Lescroart, Mike Lucas, Craig Martin, Gary Yesavage and Bob Skaggs, who joined the Board in 2019 and is attending his first annual meeting of the company. Welcome, Bob. Joining Butch and I here live is Susan Ball, our Executive Vice President and Chief Financial Officer. Other members of our executive management team are online with us today. Jeff Ott, President, Product and Service Lines in Quest Integrity; Grant Roscoe, President of Global Operations; Sherri Sides, Senior Vice President of Human Resources; Mike Wood, Senior Vice President of Health, Safety and Environment, Jim McCloskey, Senior Vice President of Commercial; and Jerry Kurinsky, Senior Vice President, Strategy and Corporate Development. I'd also like to mention a few other individuals that are joining remotely. From KPMG, our independent auditors are Robert Bullis and Bhumika Patel. Finally,[ Dimitri Padoli ] with Computershare Investor Services on -- our transfer agent and Inspector of Election. Mr. Bouchard will now address a few procedural matters before we take up the items to be acted upon. Butch?

Thanks, Amerino. As a reminder, shareholders are entitled to 1 vote for each share of stock owned as shown on the records of the company. If you were a shareholder of record on April 2, 2020, you have the right to vote using the online platform for the election of directors and the other proposals to be voted upon at this meeting. If you have already voted by proxy, by mail, telephone or Internet, you need not vote again at this meeting. Please note that voting through the online platform will supercede your prior vote. The records of the company show that there were 30,627,510 shares of common stock outstanding as of the close of business on April 2, 2020, our record date for voting, which were entitled to receive notice of and to vote at this annual meeting. Of these shares, 15,133,756 shares represent a majority. We have previously received an affidavit of mailing that the notice of meeting and notice of Internet availability of proxy materials were mailed on April 9, 2020. A copy of the affidavit with documents attached, including the 2019 annual report, which includes financial statements certified by KPMG will be attached to the minutes of this meeting. The Board has appointed Mr. [ Padoli ] with Computershare Investor Services to serve as the Independent Inspector of the Election for this meeting and any adjournments. Mr. [ Padoli ] is representing Computershare, and we request that he file his oath of office with the secretary of the meeting for inclusion in the minutes of this meeting. The certificate and report of the inspector will be attached to the meeting minutes. I previously delivered to the inspector a list of shareholders and all proxies, which have been received. Substantially, more than a majority of the shares of common stock entitled to vote at the meeting are present in person or by proxy. The inspector is making an exact count and will include this information in the final report of the inspector. Mr. Chairman?

Thank you, Butch. A quorum is declared present, subject to the confirmation of that fact by the inspector in his report. We will waive the reading of the minutes of last year's annual meeting, but a copy of the minutes will be made available should any shareholder wish to review them. We will next proceed to take votes on the relevant proposals. The first item of business to be acted upon, as stated in the notice of this meeting, is the election of directors. In accordance with the company bylaws, 4 directors have been nominated for reelection as Class I directors: Jeff Davis, Bob Skaggs, Gary Yesavage and Lou Waters, each for a 3-year term. Information concerning their principal occupations, service as Team, Inc. Board members, skills and qualifications and other matters, which may be of interest, are contained in the proxy statement. No other nominations were received prior to the deadline established in the company's bylaws. Therefore, no additional nominations may be made at this meeting, and I declare the nominations to be closed. Butch? Are there any questions?

There are no questions on that matter.

The next item on the agenda is the ratification of the appointment of KPMG as the company's independent registered public accounting firm for the year ending December 31, 2020. On behalf of the Board, I recommend a vote for ratification of the appointment of KPMG as the company's independent registered public accounting firm for the year ending December 31, 2020. Butch?

There are no questions on Proposal #2.

The final item on the agenda is the advisory vote on the approval of the compensation of the company's named executive officers as described in the compensation discussion and analysis section, compensation tables and related materials that are included in the company's proxy statement for this annual meeting. On behalf of the Board, I recommend a vote for approval of the compensation of the company's named executive officers as described in the company's proxy statement. Butch?

I'm showing no questions on this proposal. [Voting]

Thank you to everyone who has voted. Since everyone has had the opportunity to vote, I now declare the polls closed on all proposals. The inspector of elections has delivered his report, and the secretary will now report on the voting results.

I have received the report of the Inspector of Elections. The report of the Inspector of Elections confirms that a quorum is and has been in attendance at the meeting for all purposes. It also shows that Jeff Davis, Bob Skaggs, Gary Yesavage and Lou Waters have each been duly elected as a Class I director of the company for a 3-year term. The report of inspector also indicates that more than a majority of the shares present in person or by proxy at this meeting have been voted in favor of the approval of the advisory vote on the compensation of the company's named executive officers and the ratification of the appointment of KPMG as the company's independent registered public accounting firm for the year ended December 31, 2020. Mr. Chairman, that concludes my remarks.

Thanks, Butch. The report of the Inspector of Elections has been accepted and approved and will be attached to the minutes of the meeting. That concludes the formal portion of the meeting. There being no further business to come before the meeting, I declare this meeting adjourned. This meeting is now adjourned. I would like to thank all of you for participating in our Virtual Annual Shareholders Meeting. At this time, I would like to entertain any relevant questions that any shareholders may have regarding the company. If you have a question, you should input your question in the ask a question section of the online meeting site. Mr. Bouchard, do we have any questions from shareholders?

No, Mr. Chairman, I'm showing there are no questions from shareholders.

Thank you, Butch. I'd like to thank -- I would, again, sorry, like to thank all of our shareholders for your support of Team, Inc. We look forward to connecting with you again next year when I hope we can return to our usual meeting format in Sugar Land, Texas.

This concludes today's meeting. You may now disconnect.