Transat A.T. Inc. (TRZ) Earnings Call Transcript & Summary

Good afternoon, everyone, and welcome to Transat's Annual and Special Shareholders Meeting. This meeting will be conducted primarily in French and simultaneously translated in English if you have selected the option to be connected in English. [Foreign Language] The scrutineers' report confirms that in accordance with the company's bylaws, we have a quorum and that this annual and special meeting is duly called and constituted to transact such business as may lawfully come before it. I would now ask the Secretary to present the proposals and explain the rules of procedure for today's meeting. Bernard?

Thank you, Susan. The motions submitted to this meeting are described in the circular and include the election of each of the 11 members of the Board of Directors, appointment of the external auditors for the coming year and authorization to set their reconsideration, and if deemed appropriate adoption of the resolution set out in Schedule B to the circular concerning ratification of the amendments to the 2025 employee share purchase plan, consideration and approval on an advisory basis without this vote being binding of a resolution concerning the company's approach to executive compensation, the text of which is reproduced in appendix C of the circular. And finally, to deal with any other matters that may properly come before the meeting or any adjournment there. We will then invite Mr. Gagnon of MEDAC to inform us of MEDAC's proposals, which remind you are not submitted to a shareholder vote. All such motions will be decided by secret ballot and whether you are a holder of client variable, voting shares or Class B voting shares, your votes will be counted and recorded on such proposals in accordance with your instructions. Each proposal must be passed by at least a majority of the votes cast at the meeting by all Transat shareholders present represented by proxy, come back to the election of directors in a moment. As mentioned earlier, the company has decided to use the notice and access procedure for the delivery of meeting materials to registered and nonregistered shareholders as provided for and authorized under securities regulations. In other words, rather than receiving a paper copy of the proxy circular, shareholders receive a copy of the notice of meeting and the notice of availability of documents, which explains how do the consultant meeting documents and obtain paper copies of desired and which sets out the details of the meeting. TSX Trust Company has provided me as Corporate Secretary with proof that the following documents have been sent to all registered shareholders, the notice of meeting and notice of availability of documents and the power of attorney from it including the declaration of ownership of control. These documents have been sent in accordance with the laws and regulations governing the copy and a copy of them and proof of their dispatch will be kept within the minutes of this meeting. I now refer you to the consolidated financial statements for the year ended October 31, 2024, together with the auditor's report. As these documents have already been made available to all shareholders, we assume that you have read them and consider that we need not read them. We will also dispense with the reading of the notice of meeting and the minutes of the last Annual General Meeting held on April 23, 2024, and the minutes will be deemed read and approved. I would ask that the minutes be signed and recorded in the minute book. We'll now present the questions submitted to the meeting one after the other and then proceed to the formalities of voting on each of them. To simplify the voting process, we are opening the voting platform now to give the chance to vote, and we will close the voting platform 5 minutes after the last motion has been submitted. In addition, in order not to unduly prolong this meeting, certain shareholders or proxies have agreed to present these motions and others have agreed to second them. Voting is now open on all resolutions. First, we turn to the election of directors. We remind you that shareholders have been invited to vote for each of the proposed director candidates individually. As you can see on the screen. And as presented in the circular, these persons have agreed to be nominated for election to the Board of Directors. I would like to thank them all personally. Their biographies are available in the circular. As we have received no further nominations within the deadline and in accordance with the notice regulations, we will now proceed to the vote. As indicated earlier by the Secretary, shareholders were invited to vote for each of the 11 nominees individually. I would therefore now ask for a motion for the election of each of the 11 candidates to the company's Board of Directors.

Madam Chair, my name is Jean-Francois Pruneau and I propose the election of Mrs. Geneviève Brouillette, Ms. Lucie Chabot, Ms. Valerie Chort, Mr. Robert Coallier, Mr. Daniel Desjardins, Mr. Stephane Lefebvre, Mr. Bruno Matheu, Mr. Ian Rae, Mrs. Julie Tremblay and Mrs. Annick Guerard as directors of the company until the next Annual Meeting of Shareholders or until their successors are duly elected or appointed. You could add my name, Jean-Francois.

That is a very good idea. It wasn't written. This is Susan Kudzman. Okay. So you add my name to the motion. Thank you, Jean-Francois, my pleasure. Would any shareholder like to second the motion?

Madam Chair, my name is Andrean Gagne and I second the motion.

The next item on the agenda is the appointment of the company's external auditors and the authorization granted the Board of Directors to set their remuneration. Management believes it would be appropriate to request the renewal of Ernst & Young's mandate until the next Annual Meeting of Shareholders. I would ask a shareholder to submit a motion to this effect.

Madam Chairman, my name is [ Patrick Lento ], and I propose that Ernst & Young be appointed external auditors of the company until the next annual meeting of shareholders and that the Board of Directors be authorized to set their remuneration.

Would a shareholder like to second this motion?

Madam Chair, my name is [indiscernible] and I second the motion.

Let me now turn to the ratification of the amendments to the share purchase plan. Before proceeding to the vote on the resolution, I would ask the secretary to briefly explain the changes made to the employee share purchase plan. Bernard?

Thank you, Susan. As described in the circular, the Board of Directors has approved and proposed to this meeting to ratify the employee share purchase plan as amended and restated. And this plan was initially introduced in January 1989 and has been modified on several occasions. Its purpose is to enable permanent employees of the company and its subsidiaries to subscribe on a monthly basis or payroll reductions to no voting shares issued from the company's treasury at the then pivoting market price less a 10% discount on March 21, 2025. The Board of Directors approved the establishment of a new reserve of a total of 1 million shares issuable in excess of the remaining balance of 909,644 shares to be issued under the employee share purchase plan. Before deciding to approve the plan, the Board of Directors took into account the fact that this new reserve of 1,909,644 shares represents approximately 4.8% of the shares issued. The full text of the plan is set out in Schedule B to the circular.

I would ask a shareholder to present a motion to this effect.

Madam Chair, my name is Andrean Gagne and I move the adoption of the resolution set out in the appendix C of the circular.

Would any shareholder care to second the motion?

Madam Chair, my name is [indiscernible], and I second the motion.

We now turn to the proposed resolution, the company's approach to executive compensation the text of which is reproduced in appendix C of the circular. Before proceeding to the vote, I would ask the secretary to briefly explain the details of this proposal. Bernard?

On December 14, 2011, the Board approved a compensation advisory vote policy to give shareholders the opportunity to express their views on the company's approach to executive compensation. Since that date, at each Annual Meeting of Shareholders, the company holds a nonbinding advisory vote on executive compensation. The purpose of the advisory vote is to report the company's shareholders on compensation decisions by giving shareholders the opportunity to make their opinions known. Although the shareholders, both connectivity and in an advisory capacity, the company's directors remain fully responsible for their decisions and are not relieved of this responsibility following a positive or negative vote at the shareholders' meeting.

Thank you, Bernard. I would ask a shareholder to have a motion to this effect.

Madam Chair, my name is Andrean Gagne and I move the adoption of the nonbinding advisory resolution of the shareholders concerning the compensation of executive officers as described in circular.

Would a shareholder like to support the motion?

Madam Chair, my name is [indiscernible] and I second the motion.

To briefly summarize MEDAC's position on the 2 proposals submitted this year, which are reproduced in appendix D of the circular. We remind you that these proposals following discussions with the company and MEDAC, constructive discussions are not subject to shareholder vote. We would like to thank MEDAC for their support and openness, which they showed during these discussions. Mr. Gagnon.

Madam Chair, hello once again. I am Willie Gagnon, the representative of the MEDAC, the Movement of Education and Defense of MEDAC. So happy to see you in person. I was myself present -- not present for another assembly that took place here, whereas I was not there. I am happy that it was able to take place in person. I believe that it is something that is positive. Unfortunately, it's not all companies that have come back to that since the pandemic. I believe that I would have the opportunity of talking to you during the question period if everything had to do with the quorum, which we did not have. It's us. It's the shareholders. We were not there on Tuesday last. So I reserve my comments for later. And as you were saying, we submitted 2 proposals to the company this year, one, targeting the disclosure of the required languages of the company required by the employees for the company to disclosure of the mastered languages by the company. So if the company hires people, there is, of course, a required language or 2. And we got on your part information. We didn't get all the information that we wish to have, but we did get a lot more than what most companies sent us the companies that we sent that less for information. So I presume that you are conscious of the results of the vote that we got on this proposal. It's not very high. It's below 1%, but I would like to draw your attention to the survey that we had with the Quebec population, a Léger survey that's pretty recent in 2025, which shows that the very vast majority of the population wishes to know that information. So we are happy to see that you have given us numbers. And I would invite people to go and help them. It's not on that number and the quality or the values behind all that, we want to have the numbers. We just wanted to have this. So I'm not saying what the numbers are. What we did wish is for them to be available. So they are -- they have been made available and it has allowed us to appreciate because you'll understand that this proposal was sent to you on the basis of the question of social responsibility. One of the main inputs of the company to society are the job that it offers. So when it offers trials, we're talking about the offering of the different language, whether it's French or English or any other language. That is the aspect that I wished to mention. The second proposal that we set was a proposal asking you to adhere to a voluntary conduct in terms of AI that was implemented by the federal last year, which wishes to frame this question and to standardize the practices and the standards. There is one bank that has followed that this year, we are hope that the other companies will follow and you say in your answer that you are to. Think about the possibility of adhering to that code in the future. It's not yet done. We are going to keep an eye on whether you do it or not, and we'll send you the proposal back, but you have not showed yourselves close to the idea of doing so. So we're happy about that, and that is the reason why we accept it to not vote on that today. I would have had a small comment to make on the consultative vote on compensation, but you didn't have a call for any comments on that, but I have something to say is that I find it relatively moderate. Your compensation, I'm used to seeing much higher wages, although it's much higher than the money that I make. But anyway, if there was a possibility of abstaining from voting on this question, you know in the proxy forms, it's possible to vote for or against and on certain questions we can abstain, but there's rarely all 3 options. It's always 2. And if you could add the possibility of abstaining, I would have abstained this year rather than voting against. You understand that we have taken note of it.

However, the abstention, we can't put it for the administrators but for the vote is, but we are taking down your comment. It's a suggestion, yes. Thank you, very nice. Thank you, Mr. Gagnon. Maybe just to come back to Mr. Gagnon, if you will, on the proposal for addition by Transat to the code of conduct in terms of AI for everyone's benefit and also the ones that are listening right now, we've recognized the importance of rigorous management of these new tools, and we will continue deploying different measures. For example, internal guidelines for responsible use of AI, which aim to protect, amongst others, the personal data under our responsibility and which frame the legal and ethical use of AI by all our staff. Although we consider -- as Mr. Gagnon explained, we consider the code principles to be generally in line with our policies, but we must assess the effort that, that would require internally to implement all the measures described. And as we explained to Mr. Gagnon, we are committing to carry out this assessment over the coming year and to reconsider depending on our priorities. So I would perhaps invite -- I need to answer your second question on language. You did refer to it. Yes, of course. As for the proposal concerning the language is spoken by employees, I will in 2 parts. First, I use French within the organization at Transat. It is a language that we value a great deal, it is the main language of usage within our activities and our operations. All of the committee's meetings and the Board's meeting of Directors and the Management Committee are operated in French. Mastering French is required for all positions in Quebec. And all of our business units, which operate in Quebec, even those of federal jurisdiction are certified by the [Foreign Language]. So it's an important step that we concluded a few years ago. As far as the disclosure of spoken languages by all our staff, we don't have a formal registry, but a self-navigation survey allows us to say that French is mastered by 80% of our employees and English by 92% of our employees. And over 60 other languages are spoken by about 15% of our employees. So that completes the answer. Thank you, Annick. For those who have not yet done so, we ask you to proceed to the vote for each of these proposals presented. I remind you that only people who were shareholders at the close of business on March 20, 2025, or the proxies may vote at the meeting. Also, be sure to complete the residency questions so that your votes can be counted. To avoid unduly prolonging the meeting, we will announce the voting results for each agenda item at the very end. You have 5 minutes left to vote, after which the voting period will be over. [Voting]

While the scrutineers tabulate the votes, I'll take the floor for a few minutes and then ask Annick and Jean-François to present an overview of the past year. The result of the votes in the question periods will follow, but you can send us your questions now.

Thank you, Susan. So while you get ready I would like to inform -- give the information. So our comments and discussions today may include forward-looking information concerning Transat's prospects, objectives and strategies based on assumptions that are subject to risks and uncertainties. The forward-looking statements represent Transat's expectations and projections as of May 1, 2025, and are, therefore, subject to change after today's date. Our actual results may differ considerably from any expectations expressed. Thank you. And Susan, the mic is yours.

Thank you. This meeting is taking place in the context that it's both new and familiar with double twist. The unprecedented context on this day after the election at the federal level with the backdrop of the trade dispute that is shaking up the North American and global economy and in no context is the financial situation resulting from the pandemic because let's not forget Transat had no financial debt before the pandemic. It had an enviable position of liquidity. So this burden is undermining, greatly undermining our recovery efforts. Although the political and economic news is all pervasive, we'll try to distance ourselves a little from it. This meeting, I remind you, covers the fiscal year ending October 31, 2024, and it is this fiscal year that we will report on first. And since we're already on the second quarter of 2025, we'll be looking ahead to the current year with the quarter data and observations on emerging trends. Fiscal year 2024 will have been a year of adaptation and realignment. For Transat to improve its financial situation, 2025 would have had to continue as 2023 ended. Alas, that is not what happened. In 2023, Transat benefited from a strong demand generated substantial revenues and posted record-breaking operating profits. This momentum it had allowed us to beat records, but this momentum did not carry over into 2024 Airlines, which had significantly increased the capacity on the outbound leg of the travel resumption when pandemic restrictions were lifted, had to fight hard to attract customers whose discretionary budgets had tightened, more competition and a more risk-averse clientele mean lower prices and therefore lower revenues. The entire industry was affected by this market only. What's more our financial room for maneuver at Transat was tighter than for the others due to the weight of our debt. Added to this was another challenge. The Pratt & Whitney engine situation, which affected the efficiency that our A321 LR aircraft, the aircraft at the heart of our strategy. We expected to deliver and consequently our operating margins. In this situation, we had to proceed to some adjustments and new trajectory was required by midyear. With the support of external experts, the management committee drew out the vigorous optimization program with ambitious targets. This program called Elevation has been underway for just over 6 months. Already, it is starting to deliver results in terms of revenue generation and cost reduction. At the same time, throughout the year, the Board of Directors and members of senior management continued discussions with the government and various stakeholders as part of refinancing efforts. Discussions with the government have made it possible to postpone deadlines to buy time as it were, but they have not yet led to a permanent solution to the debt, which I repeat is entirely attributable to events beyond our control. We are actively pursuing our efforts, and this is our main concern. Quarter after quarter, Transat maintains its position as one of the most reliable, punctual and popular airlines. I'd like to pay tribute to all our employees for their professionalism and hard work you are Transat. Well, 2024 may not have delivered the progress we had hoped for, our determination has not wavered. We have entered 2025 with a significantly improved operating performance. Revenues are up. Operating costs are down, adjusted EBITDA is up. But despite these improvements, net losses have increased and debt remains an obstacle. The priority for 2025 is therefore to find a permanent solution to our capital structure in the best interest of all stakeholders. We are working hard on it. In closing, I would like to reiterate the Board's full confidence in the management team and their head Annick Guerard at the helm with skill and determination. I would also like to thank the members of the Board of Directors. Our Board is very solid and experienced, and we count with everybody's contribution. We are all committed and united in meeting this challenge. Thank you very much. And now I hand over the mic to Annick, our president and CEO.

Hello, everyone. As we speak, we are wrapping up our winter season and getting ready for our summer season. Despite all the uncertainty, the demand for travel remains very good. As communicated since last autumn, we continue to work relentlessly to improve the organization's performance. Transat is clearly more productive than a year ago. And our efforts continue. I'd like to highlight just how much work has been accomplished in the last few months since the launch of the Elevation program. Since 2024, we've deployed and marketed the joint venture commercial agreement with Porter. In this first year of operation, we have transported 170,000 connected passengers, 100,000 more than in 2023. We have strengthened our network with the addition of new destinations, Lima, Marrakech, Tulum, Berlin and Valencia. In the summer of 2024, we received the final deliveries of Airbus 321LRs, continuing the renewal of our fleet with new generation, higher performance aircraft. We also completed the internalization of ground services at Montreal Trudeau Airport with a direct impact on improving punctuality and customer satisfaction. Thanks to the implementation of advanced generative artificial intelligence tools, we have begun to achieve huge productivity gains. We also renegotiated our contracts with key suppliers to reduce operating costs. And we still have a long way to go. All these actions integrated into the elevation program contribute to improving Transat's performance today and positioning it for the future. This program of optimization and transformation program is designed to increase revenues across our network, reduce costs in all areas of the organization, increased team productivity and improve liquidities. By mid-2026, the initiatives of elevation should add $100 million to our operating income. We're already more than 1/3 of the way to the target. On the operational front, Transat continues to demonstrate quarter after quarter the improvements in punctuality, operational reliability and customer satisfaction. But we still have a big headwind. We continue to suffer the negative impact caused by problems with Pratt & Whitney GTF engines, grounding almost 30% of our Airbus 321LR fleet. This situation has resulted in a significant increase in our costs with repercussions for our programs, our revenue strategy and our operational flexibility. This reality leads us more than ever to exercise caution. In 2025, we are aiming for low growth and stability, discipline and improved results. We are accelerating the digitalization of our operations and continuing to introduce artificial intelligence responsibly in several areas of our business. In the coming months, initiatives to optimize our revenue management and pricing practices should help to boost our revenue. Our partnership with Porter will continue to boost our traffic, particularly at our Montreal and Toronto hubs. So we're ready for 2025 with a solid program and dedicated teams. Before concluding, I'd like to say a word about the commercial and pricing crisis. First, Transat has very limited exposure in the U.S. operating just 2 routes to Florida. However, what has the potential to hurt us more is the drop in the Canadian dollar compared with last year and there's uncertainty. The current environment is affecting consumer confidence, and this is likely to have an impact on demand for travel. We continue to monitor developments closely and will remain particularly cautious and vigilant in our approach. We operate in a complex industry, and the company is united in a daily battle. The year 2025 is brighter than 2024. Transat continues to improve. However, optimization of our -- optimizing our balance sheet is absolutely central to the agility that we need to remain a key player in Canadian Air Transport. We need to sort this out. Through it all, I am grateful and inspired every day by the dedication of our employees. Everyone knows that the Blue Star is synonymous with passion, quality and dedication. I'd like to thank you for listening and now hand over the mic to Jean-Francois, our Chief Financial Officer.

Thank you, Annick, ladies and gentlemen. I'll start with an overview of the results for fiscal year 2024, followed by a look at trends since the start of 2025. 2024 was marked by industry challenges such as overcapacity and uncertain economic environment and Pratt & Whitney engine issues, which disproportionately impacted contact. Despite this, the company ended fiscal 2024 with revenues of $3.3 billion, up 7.7% versus 2023 and adjusted operating income of [ $2,003 million ] for an adjusted operating margin of 6.2%. The Elevation program, to which Annick and Susan referred to is making good progress. Last year when we presented our first quarter 2025 results, we announced that the elevation program initiatives implemented to date should generally and generate annualized adjusted operating income of $37 million. The program is therefore progressing according to plan, and we are confident that the initiatives implemented by mid 2026 will add $100 million in operating benefits. We expect that the program initiatives implemented to date to have a more significant impact on Transat's profitability from the second half of fiscal 2025 onwards. Looking at our performance to date. Our results for the first quarter 2025 have all in all, met our expectations with revenues up 5.6%. We generated an adjusted operating income of $20 million. A net improvement on the adjusted operating loss of $3 million recorded in the same quarter 2024. This performance was due in particular to lower fuel costs and tight control of operating expenses. First quarter results also partly reflect our disciplined capacity addition of 0.5% compared with the first quarter 2024, positively affecting our unit Air revenues, which are up 1.7% compared with the first quarter 2024. Modest capacity growth will continue throughout the year 2025. We're in the middle of the summer to 2025 booking period and the upward trend in air unit revenues continues. However, given the current economic climate, we need to be cautious about what happens after 2024. We are closely monitoring the tariff situation. So one of the impacts already being felt since the start of 2025 is the increased volatility of the Canadian dollar. The depreciation of the Canadian dollar directly increases our costs, particularly for fuel and aircraft rental, which are dominated in U.S. dollars. Hotel costs are also mostly built in this currency. That is U.S. dollars, but we regularly adjust the prices of our packages offered which helps mitigate the impact of exchange rate fluctuations. On the balance sheet, our debt continues to weigh heavily. At the end of the first quarter, that is January 31, 2025, our long-term debt, including the deferred government grant totaled $813 million. Including our aircraft lease obligations, total debt net of available cash at January 31, 2025, was just under $2 billion. Since my arrival at Transat, my priority has been and remains the execution of the plan to strengthen our balance sheet. This is the cornerstone of our next strategic plan. With the help of a special advisory committee made up of independent directors, we continue to explore our possibilities to put in place an optimal long-term capital structure. Given the complexity of the situation and to give ourselves more room to maneuver, we recently negotiated together with the federal government, and we obtained an extension of the maturity dates of our subordinated and secured financial agreements [Foreign Language] huge, having also negotiated with the extension of maturity date of our revolving credit agreement, we no longer have any debt maturing before the beginning of fiscal year 2027. Discussions with the main lender, the federal government and other stakeholders are continuing actively. Although there is uncertainty in the political and economic fears that should see the fruit of its intensive efforts over the last 1.5 years to resolve its capital structure come to fruition in 2025. Wishing you all a happy ending to the meeting.

Thank you, Annick and Jean-Francois. We will now invite [ Francine Beauséjour ] of TSX Trust to share their preliminary report with us.

I declare that all nominees have been elected directors of the company and that each has received at least 97.7% of the votes in favor of his or her election. I also declare that the proposals for the appointment of the external auditor, the adoption of the resolution approving amendments to the 2025 employee share purchase plan. and the approval of the advisory resolution approving the Board's approach to executive compensation have been duly adopted. Francine Beauséjour and [indiscernible] scrutineers. Thank you for your time. Details of voting results, we propose it on SEDAR+.

I would like to thank all the shareholders who part took in the vote. We're now -- we've reached the question period, I would like to remind you that Annick, Jean-Francois, Bernard and myself are all available to answer your questions. Andrean will be the moderator.

Thank you, Susan. So first of all, I would like to remind you that only shareholders or proxy holders have the right to ask questions. [Operator Instructions] For shareholders present with us, we invite you to step up to the microphone in the center of the room and we ask you to express yourself. I'll take these questions from the floor. And those received virtually and we'll start with Mr. Gagne in the room.

Madam Chair, I had the opportunity informally to tackle many issues. I will now address now. And I'll ask these questions on the floor for the benefit of other shareholders. How come we don't have the quorum? Do you have hypothesis? Do you have an idea as to the internal causes, the external causes, you understand I've been doing 20 or so shareholders may think for all types of corporations in the country. I've never seen this. I'm not saying it never occurred, but I've never seen it. I think it is an important event and I think this is a signal that points to many potential causes and I think a discussion would be timely through open societies to the secretaries of the corporation with regulatory authorities, EMF and others as to what is happening, some things happening, in my opinion. I'm a bit shook up because I don't understand what's going on. I assume that you have information I do not have. So you understand the question. I would like to know as much as possible. I believe I'm not the only person who would like to know what is going on. It was mentioned in the Canadian press, it was not [indiscernible] duly constituted on Tuesday, it was today. So where does this 25% of quorum come from? And what type of regulation does it sit? How has the regulation been adapted today, there's -- it's very different because I believe that we do not have any more shareholders than we had on Tuesday, I could go on and on. But if it's possible to know as much as possible I'll go sit down, I won't stand at the mic, and I'll listen to what you have to say.

As you mentioned, we'll share the answer, Bernard and myself. And as you have mentioned at the outset, we've had a few informal discussions on this. It's very rare. It is the first for Transat and in my career as a Director. I've never seen this such as you whose career is even longer. There are external and internal reasons to it, and we can speculate, but I can share with you a few items. There's a trend being observed. And maybe that is what is shaking peoples up. There is a lack of commitment in to vote for their shares. It is not something that is unique to Transat, maybe on an exceptional basis. Our timing, the geopolitical situation, it's very busy and there were elections on Monday. So maybe that had an impact that might have explained the participation rate this year, we had taken those measures allowed by the law that are adequate to solicit votes. Everything was done according to the regulations. And we are as sorry as you regarding this outcome, especially for people who have come here in person or we've been present virtually and who had voted we were sorry to adjourn the meeting, the quorum, the 25% quorum was not reached, but the 21.35% that we have today are not that far. Maybe I'll let Bernard answer the question regarding our regulations. If I understand, 25% is not a low threshold compared to other companies, but I'll let Bernard reply.

Thank you. Mrs. Gagnon, that is the threshold that is suggested by advisers with [indiscernible] that you know and ISS and the 25% rate comes from there out of memory was incorporated into our regulations in 2012 or 2013 after having this advice from that institution and other institutional players. After the pandemic, of course, some major shareholders left are industries. And because of that today, our basis, and we thank them and the individual shareholders to stimulate this vote to get at the vote, and that's what we've done. We've hired the services of consultants, that's listed votes. And of course, when people today where there's a lot of fraud when they get a call, it doesn't mean that people will answer and one more thing, Mr. Gagnon, this is just speculation. And as I mentioned, we will ourselves investigate this issue further. But I believe that people when they receive e-mails and calls, they don't open the e-mail or answer their call, they notice and access is it an issue? Well, we are trying to answer the best we can to your question and ourselves with [indiscernible] who are present from TSX. We want to try and understand what happened.

There are -- there are no virtual questions. Are there other questions in the room? No? Well, that will conclude the Q&A. Since there are no questions and no other business to come before the meeting. But I invite the shareholder to move that the meeting be adjourned.

Madam Chair, my name is Jean-Francois Pruneau and I move that the meeting be adjourned.

Will a shareholder like to support this motion?

Madam Chair, my name is Bernard Bussières, I second the motion to adjourn the meeting.

I declare the motion carried and the meeting adjourned. Ladies and gentlemen, thank you very much for coming, Tuesday and Thursday for some of you, and I wish you a very pleasant day. Thank you. Thank you. [Statements in English on this transcript were spoken by an interpreter present on the live call.]