The Manitowoc Company, Inc. (MTW) Earnings Call Transcript & Summary

Good day, and welcome to the Manitowoc Company, Inc. Annual Meeting of Shareholders. I would now like to turn the conference over to the Chairman of the Board, Kenneth Krueger, please go ahead.

Good morning, and welcome to the 2020 Annual Meeting of shareholders of the Manitowoc Company. I am Ken Krueger, Chairman of the Board of the Manitowoc Company and I will be conducting the business today. As you know, we are holding the 2020 annual meeting online due to the coronavirus pandemic and the priority we placed on the health and well-being of our shareholders, employees and other stakeholders. We have worked to offer the same participation opportunities as would be provided at an in-person annual meeting, and we are pleased to have each of you in virtual attendance. In keeping with the virtual approach to this year's meeting, it's now 9:00 a.m. Central Time, and I will call the meeting to order. If you have not voted yet, please do so now as we will close the polls in a few minutes. You may vote by clicking on the voting button on the web portal and following the instructions there. After the formal business of the meeting has been adjourned, we will answer questions that shareholders may have. Before we begin the business portion of this meeting, I'd like to introduce the other directors of the company in attendance virtually. Roy Armes, Anne E. Bélec, Robert Bohn, Donald Condon, Anne Cooney, David Myers, John Pfeifer, and Barry Pennypacker, who is also the President and Chief Executive Officer of the company. Thank you, ladies and gentlemen. I'd also like to take this opportunity to introduce the other executive officers of the company in attendance virtually. Dave Antoniuk, Senior Vice President and Chief Financial Officer; Terrance Collins, Senior Vice President, Human Resources; Tom Doerr, Senior Vice President, General Counsel and Secretary; Aaron Ravenscroft, Executive Vice President, Cranes; and Peter Ruck, Senior Vice President, Business Development. Thank you, gentlemen. Also in attendance virtually is Chad Newman from PricewaterhouseCoopers, the company's independent registered public accounting firm. Mr. Newman will be available to answer appropriate shareholder questions at the end of the meeting. It's 09:00 a.m., Central Time and since everyone has now had the chance to vote, I hereby declare that the polls are closed. Please note that this meeting is being recorded; however, no one attending via the webcast is permitted to use any audio recording device. Mr. Doerr, our Corporate Secretary, has advised me that all formal requirements have been met to conduct this meeting. Under the company's bylaws, the presence of holders of a majority in voting power of the company's common stock issued and outstanding and entitled to vote at the annual meeting in person or represented by proxy, constitute a quorum. A preliminary tally by the inspector of elections indicates that a quorum is present. For your information, as of the close of business on March 4, 2020, the record date for determining shareholders entitled to vote at this meeting, 35,055,075 shares of the company's common stock were outstanding, with each share being entitled to 1 vote on all matters properly brought before this meeting. A certified list of shareholders entitled to vote at the meeting is available and may be inspected by any shareholder via the web portal for this meeting by using your control number found on your proxy card. Mr. Doerr will file the list of shareholders with the records of the company and filed a notice requiring the internet availability of proxy materials and the notice of meeting and proxy statement, proxy card, 2019 Annual Report, and affidavit of mailing with the minutes of this meeting. Legal notice of this meeting has been given and there is a quorum of common stock present. This meeting is therefore lawfully convened and ready to transact business. The meeting has been called to consider and vote upon the following items of business, each of which is described in detail in the company's 2020 proxy statement. The first item of business is the election of 9 directors for 1-year terms expiring at the 2021 annual meeting of shareholders. The nominees are: Roy Armes, Anne E. Bélec, Robert Bohn, Donald Condon, Anne Cooney, Kenneth Krueger, David Myers, Barry Pennypacker, and John Pfeifer. The company bylaws require prior notice of any other nominations for director. Since there were none, the nominations are closed. Based on a preliminary count by the inspector of elections of the proxies and ballots submitted prior to this meeting and/or voted at this meeting, each of the 9 nominees has been elected to the Board of Directors with the requisite majority of the votes cast at this meeting. The second item of business is the ratification of the appointment of PricewaterhouseCoopers LLP, as the company's independent registered public accounting firm, for the fiscal year ending December 31, 2020. Based on a preliminary count by the inspector of elections of the proxies and ballots submitted prior to this meeting and/or voted at this meeting, the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2020, has been ratified by a majority of the votes cast at this meeting. The third item of business is an advisory vote to approve the compensation of the company's named executive officers as disclosed in the company's 2020 proxy statement. The resolution being presented for shareholder approval is set forth in 2020 proxy statement. Again, based on a preliminary count by the inspector of elections of the proxies and ballots submitted prior to this meeting and/or voted at this meeting, the compensation of our named executive officers as disclosed in the company's 2020 proxy statement has been approved on an advisory basis by a majority of the votes cast at this meeting. There being no other business for this meeting, the formal meeting of the shareholders of Manitowoc Company is now officially adjourned. We have had 2 questions asked.

The first question related to the concern about the increase in passive investors versus active investors and whether that had any impact on the company's performance or planning? And whether there was a concern that a holder of more than 5% of the shares was managing the company's retirement assets? I guess in response to that, there obviously is a trend that is occurring. We haven't given -- I haven't given it a lot of thought, but I don't believe it has really any impact on either the planning or performance of the company. As it happens, we have done a thorough vetting process for the people that manage our retirement assets. They don't happen to be a shareholder. But given, as you said, the wide breadth of passive investors, it's pretty difficult to find one that's not. But as it happens, the people that manage our retirement assets are not shareholders. The second question relates to the public accounting firm and their independence and the processes they use to verify that independence. And for that, I'd like to turn it over to Chad Newman, the partner from PricewaterhouseCoopers.

Good morning, Ken. Thank you. As outlined, my name is Chad Newman. I'm the lead engagement partner with PwC and the Manitowoc Company audit. Specific to independence, for all audits, we maintain internal processes and controls to ensure each team member prior to working on an audit engagement is independent with respect to our clients, which would include all related affiliates, significant shareholders and their related securities. In accordance with partner rotation rules for public company audits, the lead engagement partner rotates every 5 years. This is a mandatory requirement. And in evaluating the rotation or the qualifications of the specific partner, professional experience, industry qualifications along with various other considerations are evaluated along with independents to ensure that the appropriate partner is assigned to the specific audit engagement.

Thank you, Chad. At this time, I'd like to conclude by thanking you once again for virtually attending the 2020 Annual Meeting of the shareholders of the Manitowoc Company.

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