TFI International Inc. (TFII) Earnings Call Transcript & Summary

Good afternoon, ladies and gentlemen. Thank you for standing by, and welcome to TFI International's 2021 Annual Meeting. [Operator Instructions] I would like to remind everyone that this call is being recorded on Tuesday, April 27, 2021. I will now turn the call over to Alain Bedard, Chairman of the Board, President and Chief Executive Officer of TFI International. Please go ahead, sir.

Well, thank you, and good afternoon, ladies and gentlemen. Welcome to TFI International 2021 Annual Meeting. Again, this year, in light of the COVID-19 pandemic, we have asked all our shareholders not to attend the meeting in person and to vote by proxy prior to the meeting, which many of you have done. We have taken measures to conduct this meeting in full compliance with government decrees relating to COVID-19, including remote participation by myself, by the scrutineer for the meeting and others. We are therefore making this meeting available by telephone. Shareholders will be able to ask questions in a few minutes after we have conducted the official business of the meeting. [Operator Instructions] We thank you for your understanding. We will now start the meeting, and I will act as Chairman of the meeting. And with the consent of the meeting, I will ask Josiane Langlois, who is present at the TFI head office in Montreal, to act as secretary. Also, with the consent of the meeting, I will ask Steve Gilbert and Claire Girard of Computershare Trust Company of Canada to act as scrutineers to count the numbers of shareholders and the numbers of shares represented at this meeting in person or by proxy and to report thereon to me as Chairman of the meeting. There are several routine matters to be dealt with at this meeting. To expedite matters, I've arranged for certain shareholders to make and second the various motions. So the matters to be considered at this meeting are: the presentation of the 2020 financial statements of the corporation, the election of directors and the appointment of the auditors. All votes other than the election of directors will be conducted by voice vote, as permitted under the Canada Business Corporations Act. We'll now begin the official portion of this meeting. So I'll call upon the scrutineers to present the report on attendance, and I direct that such report be annexed to the minutes of this meeting as scheduled.

Good afternoon, Mr. Chairman. We, the undersigned scrutineers from Computershare Investor Services Inc., hereby report that there are at least 4 shareholders and/or proxy holders present at this meeting representing in person or by proxy 73,201,295 shares, being 78.24% of the total shares issued and outstanding of TFI International, Inc. And we will be handing in the scrutineer's report signed by myself, Steve Gilbert; and by Claire Girard. Thank you.

Well, thank you. The scrutineer's report shows a quorum to be present. I declare the meeting to be regularly constituted. The notice calling this meeting and accompanying documents have been either mailed or made available electronically to all the shareholders of the corporation and to the corporation's auditors. With the consent of the meeting, we will dispense with the reading of the notice. Also, with the consent of the meeting, we will dispense with the reading of the minutes of the last meeting of shareholders held on April 21, 2020, and I direct that such minutes be taken as read and approved and that they be signed as being correct. The first item on the agenda is the presentation of the 2020 annual financial statements. The annual report containing the consolidated financial statements of the corporation for the fiscal year ended December 31, 2020, and the auditor's report thereon have been mailed to shareholders who requested them. They're also available electronically on SEDAR, EDGAR and on TFI International's website. So the next item of business is the election of the directors of TFI International. So I would like to introduce the 11 candidates for election this year and they are: Leslie Abi-Karam, Independent Adviser and Corporate Director; Andre Berard, Corporate Director; Lucien Bouchard, Partner at the law firm Davies Ward Phillips & Vineberg; William T. England, Consultant and Corporate Director; Diane Giard, Consultant and Corporate Director; Richard Guay, Consultant and Corporate Director; Debra Kelly-Ennis, Consultant and Corporate Director; Neil D. Manning, Corporate Director; Joey Saputo, President of Arbec Forest Products Inc. and Corporate Director; Rosemary Turner, Consultant and Corporate Director; and myself, Alain Bedard, Chairman of the Board, President and Chief Executive Officer of TFI International. So I declare the meeting open for nomination, and I would ask Josiane Langlois to present our nomination.

Thank you, Mr. Chairman. I'm Josiane Langlois, and I am a shareholder of TFI International and a proxy holder. I nominate each of Leslie Abi-Karam, Alain Bedard, Andre Berard, Lucien Bouchard, William T. England, Diane Giard, Richard Guay, Debra Kelly-Ennis, Neil D. Manning, Joey Saputo and Rosemary Turner as Directors of TFI International Inc. to hold office until the next Annual Meeting of Shareholders or until their successors are elected or appointed.

Well, thank you, Josiane. And are there any further nominations? So as there are no further nomination, I declare the nominations closed. We'll now vote. Because TFI International has a majority voting policy for the election of directors, we will hold by ballot in order to -- for the vote to be accurately compiled. Proxy holders, including Josiane Langlois and myself, submitted their signed ballots prior to the meeting. As all ballots have been submitted and tabulated, I now call upon the scrutineers to present the results of the vote on the election of Directors.

Mr. Chairman, we report that the 11 nominees received votes in favor, ranging between 92% to 99% of all shares voted or withheld from voting on the appointment of the directors.

Well, thank you. And based on those results, I declare that the 11 nominees have been elected as Director of TFI International to hold office until the next Annual Meeting of Shareholders or until their successors are elected or appointed. TFI International will issue a press release announcing the results and file a detailed report of voting results on SEDAR and EDGAR shortly after this meeting. The next item of business is the appointment of the auditors of TFI International, and I will ask again Josiane Langlois to present the motion.

Be it resolved that KPMG LLP Chartered Professional Accountants be and they're hereby appointed auditors of TFI International Inc. to hold office until the next Annual Meeting of Shareholders at such remuneration as may be fixed by the directors of TFI International and the directors be and they're hereby authorized to fix such remuneration.

Thank you. So I would ask David Saperstein to second this motion.

Thank you, Mr. Chairman. I am David Saperstein, and I am a shareholder of TFI International Inc. I second the motion.

Well, thank you, David. So all those in favor, please say yes. [Voting]

And all those against, please say no. I declare the motion carried. So then as we have completed the official business of the meeting, I now ask for the motion to terminate the meeting.

I move that the motion (sic) [ meeting ] be terminated.

I second the motion.

Thank you. Well, thank you, David, as well. So all those in favor, please say yes. [Voting]

And all those against, please say no. So I declare the motion carried and the official portion of the meeting terminated. So the meeting is now open for questions. So operator, please proceed with the question period.

[Operator Instructions] Your first question comes from the line of [ Wasil Wisnoski ], private investor.

I have a 2-part question. TFI has grown significantly through acquisition. So my first question is in what part of North America are you looking to grow our network? And second, Kansas City Southern being in play, consolidation in the railway industry, what impact will that have on the trucking industry?

Yes, sir. So very good question. So the number one is, for sure -- I mean, we have a significant presence in Canada, okay? So for sure, our focus is going to be -- in terms of growing, in terms of size, is going to be more south of the border, which is in the U.S. We will keep doing some small, nice tuck-ins in Canada like we've done year after year after year. Again, the focus being that our goal at TFI has always been to increase the shareholder value of their investment into TFI. And -- but the big fish, the big transaction has to come from south of the border. So we will be closing soon in Q2 this UPS Freight acquisition. That opens up a lot of opportunity for us over the course of the next few years in terms of building on that, adding to it, improving the results, working with our partners. So I see a lot of good positive for TFI in the future in terms of M&A. I mean the proof is in the pudding. Just look at our track record over the last 20, 25 years. I mean TFI is an M&A story -- success story, I think, and we're going to keep working at it. Now in terms of this CN, CP bid to take over KSU, I think it's a great asset, KSU, because I think it's the only one that really has a network in Mexico, and I think that this is what the guys are seeing. Now the rail, they always say, "Well, we're going to try to take more off the road into the rail," but it's a commodity thing there. And us, we see that positive for either CN or CP taking over KSU. It's great. But I don't see a big influence on what's going to happen with the trucking because KSU is already in Mexico. It's already a significant player in the U.S. So I mean we'll have to see. But don't forget that us, through our acquisition of UPS Freight, I mean we're using the rail big time in the U.S., as we do also in Canada. I mean we're the biggest -- big user of CN or CP in Canada for our Intermodal division, in our LTL, and it's the same story in the U.S. So I mean we'll see what happens there. It's either one of them. For us, it's really fantastic. As a matter of fact, we've supported both. I mean we've supported CP and CN. So I mean hopefully, the best will win.

It appears we have no further questions. So I'll now turn the call back to Alain Bedard for closing remarks.

Well, thank you, operator, and thank you to our shareholders for your support of TFI International in this challenging time. Thank you all. So this concludes our meeting. Thank you, and see you.