Westport Fuel Systems Inc. (WPRT) Earnings Call Transcript & Summary

Thank you for standing by. This is the conference operator. Welcome to the Westport Fuel Systems, Inc. Annual and Special Meeting of Shareholders Conference Call. [Operator Instructions] And the conference is being recorded [Operator Instructions]. I would now like to turn the conference over to Mr. Daniel Hancock, Board Chair of Westport Fuel Systems, Inc. Please go ahead, Mr. Hancock. Please go ahead, sir.

Good day, ladies and gentlemen, and welcome to Westport Fuel Systems Annual General Meeting of Shareholders. This is Dan Hancock speaking. I'm the Chair of Westport Fuel Systems Board of Directors, and I'm so pleased you have joined us on this webcast for our virtual shareholder meeting today. We're disappointed that due to the ongoing pandemic, we aren't together with you in-person in Vancouver. We look forward to the chance we can be together in 2022 and that we all can stay safe in the meantime. We sincerely hope that all of you, your families and your networks are healthy and well, and we do appreciate your continued interest in Westport Fuel Systems and that you took the time to join us today. The virtual meeting is open to the public by audio and webcast only. Voting and telephone questions are limited to confirmed registered shareholders and duly appointed proxy holders who are registered for the meeting ahead of time. Those who are registered shareholders, being those whose shares are held directly rather than through a broker and who registered for the meeting in advance should have received private dial-in information, which should be used to join this call. If you registered in advance of the meeting but use the guest access dial-in to join, please hang up and rejoin us by way of your private number and PIN. This ensures you have the necessary access to telephone voting and participation. You have until the formal portion of the meeting starts to adjust your access, at which time shares present will be recorded and no further votes will be permitted. Anyone, including guests, accessing the meeting by way of the webcast can submit live questions online through the chat window. These questions will be addressed as time permits during the formal Q&A session at the end of the meeting. In order to handle certain voting procedural matters in an efficient manner, we're requesting that all registered shareholders and proxy holders record their votes for the election of our individual directors with our scrutineers in advance. If you are a registered shareholder or proxy holder who has not yet spoken with the scrutineer to record your vote with respect to the election of directors there will be instructions during the voting on how to alert the scrutineer. We are recording today's meeting, and a replay will be available for anyone unable to attend the meeting. Access details for the replay will be available in a press release accompanying the annual general meeting results. Joining us today are members of the company's senior management team, which we will introduce momentarily. I would like to introduce the senior leaders present with us today, following which we will conduct the formal shareholders' meeting, hear a business update from our CEO, David Johnson and conclude with a question-and-answer session with management. As I mentioned, I'm Dan Hancock, Chair of the Board of Directors, and I have been a member of the Westport Fuel Systems Board since 2017. I would now like to present the members of the Westport Fuel Systems management team on the call here today. And David, let's start with you.

Hello. This is David Johnson speaking. I'm the Chief Executive Officer and a Director of Westport Fuel Systems. Lance?

Good day. I'm Lance Follett, Executive Vice President, Corporate Development, Chief Legal Officer with Westport Fuel Systems.

Hello. I'm Tim Smith, Executive Vice President of Westport Fuel Systems and Director of Cummins Westport.

I'm Jim Arthurs, Executive Vice President of Westport Fuel Systems and Director and Chair of Cummins Westport.

Great. Thank you all for being here today. I'll now ask Bruce Hibbard, Westport Fuel Systems' External Legal Counsel and Corporate Secretary, to lead the formal part of the meeting.

Thank you, Dan, and good day to everyone. I'm Bruce Hibbard, a partner with Bennett Jones LLP, and the company's Acting Corporate Secretary. I'm pleased to present the formal portion of our meeting here today. Keep in mind that even though we're using a virtual platform, the normal rules of procedure for corporate meetings will apply. If you wish to participate in the formal meeting, you must be a registered shareholder or proxy holder and as per the instructions announced in the company's March 29 notice of meeting, have preregistered for this meeting and obtained unique telephone access for use in both voting and participation. If you're a registered shareholder or a proxy holder who did not register in advance of entering this meeting, you will unfortunately be unable to vote or participate in the formal portion of the meeting. As an alternative, please join the webcast where you can submit your questions online for an answer during the concluding question-and-answer session. Access to the webcast can be found on the company website at wfsinc.com, that's W-F-S-I-N-C .com. At any time, anyone can reach out to the company at [email protected] with questions and inquiries. To ensure we cover the required business, we've prearranged with certain persons to move and to second certain motions. This is not intended to discourage participation. At each opportunity for participation, the operator will announce instructions for how registered shareholders and proxy holders can enter the question queue or place votes. During the conduct of the formal business, questions and comments should please be limited to the specific proposal that is then under consideration. If you're having any challenges with voting, during any period when voting is open, you can press star 4 to be flagged to speak with the scrutineer at the end of the meeting where you can obtain assistance and confirm your votes are appropriately recorded. The formal meeting will now come to order. I'll ask Jim Arthurs to act as secretary for the meeting; and Deanna Woo of Computershare to act as our Scrutineer. The meeting materials themselves were mailed out to shareholders and filed online on March 29, 2021, so I will dispense with the reading of the notice of the meeting. The Scrutineer has reported the required quorum is present for this meeting because 162 shareholders are present by phone or by proxy, representing 68.18% of the outstanding shares. For your information, copies of the financial statements for the financial year ended December 31, 2020, are available in the mailed annual report or on the company's website at wfsinc.com. Printed copies of the annual report may be requested by e-mailing [email protected] or by calling (604) 718-2046. The first item of formal business today is the election of directors. The Board has fixed the number of directors to be elected at 8. Each of the following persons has been nominated for election as directors for the ensuing year or until their successors are elected or appointed. Those individuals are: Anthony Guglielmin; Brenda Eprile; Dan Hancock; David Johnson, Eileen Wheatman; Karl Viktor Schaller; Michele Buchignani; and Rita Forst. If there are any other nominations, I will receive those now. Operator, could you please support receiving other nominations by registered shareholders and proxy holders on this line?

[Operator Instructions]. There are no callers in the queue.

Thank you. As we've received no other nominations, the nominations are closed. May I please have a motion?

This is Jim Arthurs, and I move that the persons nominated be elected as directors.

This is Lance Follett, and I second the motion.

Thank you, Lance. The motion is now open for discussion, if any, by registered shareholders and by proxy holders on the line.

[Operator Instructions]. There are no questions in the queue. We can continue.

Thank you. As there are no questions, you've heard the motion. And as there's no further discussion, we'll proceed with the vote for the directors. As noted previously by Dan, due to conducting this meeting by telephone voting and the requirement to determine the individual votes cast for each director, we'll need to receive your votes for each director individually. These votes should have been precast with the scrutineer as you entered the meeting for the sake of expediency. If you're a registered shareholder or proxy holder who hasn't yet cast your vote for the election of directors and you wish to ensure your vote is counted, please press star 4 now, and your line will be flagged to speak with the scrutineer at the end of the meeting. While we await for those final figures in respect of the voting for nominated directors, I can advise that based on the size of the management proxy vote that's been received, the nominated individuals have all been duly elected as directors of Westport Fuel Systems. The final voting totals for each of those directors will be available in the report of voting results, which will be issued by the corporation following this meeting. Our next item of business is the appointment of auditors. Management has nominated KPMG LLP chartered accountants to be appointed as the auditors of Westport Fuel Systems Inc. to hold office until the close of the next annual meeting of shareholders. And the Board of Directors has been authorized to set their remuneration. Is there a motion?

This is Jim Arthurs, and I move that KPMG be appointed as auditors.

This is Lance Follett. And I second that motion.

Thank you. That motion is now open for discussion, if any, by the registered shareholders and proxy holders on the line.

[Operator Instructions] There are no questions for discussion in the queue. We can continue.

Thank you. Operator, could you please provide us the instructions for voting for the election of KPMG as auditor of Westport fuel Systems?

One moment, sir, while we -- while the vote is considered. Telephone voting is now open for the appointing of KPMG as auditors. [Operator Instructions] [Voting]

Voting has closed.

Thank you. While we wait for final voting figures to be tabulated, I can confirm that based on the size of the management proxy vote received, KPMG has been duly appointed as auditors, and that motion is carried. We also have before us today an advisory say-on-pay resolution for consideration, approving Westport Fuel Systems approach to executive compensation. The summary of executive compensation is described on Pages 27 through 35 of the information circular. This resolution does not have binding legal effect but is being conducted on an advisory basis only and should not be considered to in any way diminish the role and responsibilities of the Board of Directors of the corporation. Instead, this resolution is intended to guide the Board of Directors on whether shareholders accept the approach to executive compensation that's been disclosed in the information circular dated March 15, 2021, and the full text of this resolution is contained on Page 8 of that circular. Can I please have a motion?

I move that the meeting accept the approach to executive compensation as described in the information circular dated March 15, 2021.

And I second that motion.

Thank you. That motion is now open for discussion, if any, by the registered shareholders and proxy holders that are on the line.

[Operator Instructions] There are no questions in the queue. We can continue.

Thank you. You've heard that motion, and as there is no questions or further discussion, we'll proceed with the advisory vote. Operator, could you again please provide us with the instructions for voting. Just wait a minute, please, while voting is configured. And then operator, if you could provide us with the voting instructions, that would be appreciated.

Telephone voting is now open for the advisory say-on-pay resolution. [Operator Instructions] [Voting]

Voting has closed.

Thank you. Based on the previous proxies received by the management nominees, I can advise that, that advisory vote is also carried. We've now reached the end of the formal business of the meeting. Before terminating, however, we'll take a moment to confirm if any other matters of business are to be brought forward. There will be an opportunity to ask questions related to the company after the business update. So I'd ask you hold any such questions not related to the formal business of this meeting until that time. Operator, can you take questions referring to the formal business of the meeting from the phone line now, please.

[Operator Instructions] There are no matters for discussion in the queue. We can continue.

Thank you. For anyone who pressed star 4 during the meeting to obtain voting support, your call will be directed to our scrutineer for support at the end of this meeting. Could I please ask someone to move the termination of the meeting?

This is Jim Arthurs, and I move that the formal meeting be terminated.

This is Lance Follett, and I second the motion.

Thank you. That motion is carried, and the formal portion of the meeting is now terminated. I would now like to invite David Johnson to provide a short business update, which will be followed by a Q&A session.

Thank you, Bruce. Good morning, and good afternoon to all of you. Thank you for taking the time to join our virtual annual general meeting of shareholders. This is David Johnson speaking. First, please join me and welcoming Tony Guglielmin, our newest Board member to his first AGM event. We're looking forward to reaping the benefits of his deep industry expertise and unlocking his contributions towards making Westport Fuel Systems, a sustainably profitable company, a company that delivers on our promise of solutions for sustainable planet, namely clean, affordable transportation. I'd like to take some time to recap our 2020 accomplishments. It was unquestionably a difficult year for everyone due to the global pandemic, and so I'm quite proud of our global team's accomplishments. 2020 was the second full year of producing and selling our HPDI 2.0 systems in the European market. We saw tremendous growth in that business with sales of our HPDI systems well above 2019 volumes, despite the impact of COVID. We came through a challenging year, ending with a record fourth quarter revenue. For the full year, revenue was down 17% from our record 2019 full year. But nearly 90% of the decline was attributed to the second quarter and COVID-related shutdowns impacted our factories and our customers' factories. Following Q2, you can see how strongly the business rebounded. I'd like to acknowledge the steps taken by each and every one of our employees to ensure the safety of our colleagues, our customers and our communities throughout the pandemic. And I commend them for their endurance and commitment to serving our customers and delivering value for our shareholders. The market also recognized those efforts with a dramatic increase in our market capitalization over the past year. There is plenty of opportunity ahead and work to do, so you won't find us resting on our laurels. Westport Fuel Systems is addressing a huge market with customers in over 70 countries. We've earned our reputation as an industry leader in gaseous fuels over the last 2 decades. Our products are in production for sale and in use, and ours are not trials or demonstrations, and therefore, we're focused on continued growth and operational excellence to deliver for our customers. We have a substantial regulatory, economic and societal tailwind in markets around the world. HPDI 2.0 is the only product in production at scale that can fully and cost effectively respond to the regulatory standards for commercial vehicles in Europe and China. Fleets care most about reliability and operating costs and are continuing to gain confidence that our HPDI systems outperform the dominant incumbent products with demonstrated operational cost savings and reduced carbon emissions. And as a result, our products are taking on an increasing role in large fleets and enabling the accelerating transition to cleaner fuels. In the second and third quarters, we worked with our financial partners to shore up our balance sheet, secure a lower cost of capital and access government subsidies, which helped us to a strong finish with improved liquidity, ending the year with $64 million in cash and cash equivalents. In the first quarter of this year, we announced successful trials of a hydrogen fueled internal combustion engine with HPDI. Our test cell in Vancouver ran heavy-duty engine at peak torque and rated power with stable combustion. We were able to confirm our analysis and show that HPDI with hydrogen achieves efficiency comparable to fuel cells, but with an important cost advantage. Our findings were shared with industry experts just last week at the Vienna Motor Symposium. And we're in discussions with the potential partners and customers to further develop and validate this exciting opportunity for the application of zero carbon hydrogen fuel with HPDI for heavy-duty trucking and for high-horsepower applications like mining, marine and rail. Among the combustion systems investigated, we determined HPDI combustion offers the highest efficiency and is the most robust system for using hydrogen in internal combustion engine for heavy-duty applications. It's still early days, but I don't think it's a stretch to say this is a game changer for the industry and for Westport Fuel Systems. Of course, as you know, we already design, develop, produce and sell hydrogen components for transportation applications and industrial applications. This area of our business saw substantial growth in 2020. With our HPDI technology, the potential is there for OEMs and others to leverage existing supply chains, manufacturing infrastructures and economies of scale and offer a road map on a technology platform that has a proven track record and longevity. The potential to avoid new and significant investments required to develop and manufacture fuel cells, electric motors and batteries are incredibly compelling. Our solutions provide a viable pathway from low carbon natural gas to net-zero carbon renewable natural gas and then to zero carbon green hydrogen. No waiting required. I'll cover a few other notable mentions from each of our core geographies. In North America, vehicles using gaseous fuels are not as common as other markets. So the scale of global adoption of gaseous fuels may be surprising to some, but prominent fleets like UPS and Amazon are leading the way by choosing natural gas and renewable natural gas to reduce their carbon footprint now. The path has been well-established with our JV with Cummins. The joint venture term is scheduled to end on December 31, 2021, and we are evaluating our strategic alternatives in anticipation of this termination. We see a growing opportunity to sell and supply our alternative fuel systems, especially our HPDI technology in hedging the applications in the North American market for clean transportation. In China, the largest market for natural gas trucking, our joint venture with Weichai Power has secured certification for the WP12 natural gas engine powered by HPDI 2.0. Our manufacturing footprint for HPDI 2.0 injectors will be expanding, and we expect to launch HPDI in China this year with a larger minimum volume commitment recently announced for the end of 2024. In India, the adoption of our natural gas fuel systems is accelerating in response to the new emission standards that came into effect in April 2020. Even with the turnaround momentum we're seeing in the business that was an early mover in the alternative fuel space, the elephant in the room and a question I often get is, where do gaseous fuels fit given the predominant market narratives around battery electric vehicles and hydrogen fuel cell powered vehicles? On the momentum of our growing sales, growing refueling infrastructure, regulatory support and society's demand for cleaner, urban air quality and solutions that address the challenges of global climate change, we're convinced there is ample room and ongoing demand for a range of technologies, importantly, including gaseous fuels. Fuel cell demonstration vehicles so far include significant batteries and, of course, electric motors. For heavy duty long-haul applications, the size, weight and cost of batteries, not to mention recharger time, makes the battery electric technology a nonstarter for this application. So I'll close today by sharing the views of 2 global players, our customer, Volvo and our partner, Cummins, from their respective investor presentations. As you can see, despite the current dominant media narrative, the future product mix is very much to be determined with natural gas, bio-LNG or renewable natural gas, each playing an important role well into the future. And as I already mentioned, HPDI with hydrogen is an exciting pathway to a complete carbon neutral or fossil fuel future with green hydrogen. Thank you for your ongoing support. I'm confident in the growth potential of Westport Fuel Systems and look forward to continued progress on our aim to change the way the world moves people and freight with cleaner, affordable solutions. I'm fortunate to have the sage guidance of our exceptional board, a strong leadership team as well as an engaged and talented workforce. I've kept my comments relatively brief today. We look forward to answer any questions and invite you to join us on Friday, May 7 at 7:00 Pacific, 10 a.m. Eastern for our conference call to discuss our Q1 earnings and our outlook for the market and our future. Full details can be found on Westport Fuel Systems Investor Relations website, that's invest.wfsinc.com. Thank you. With that, I'd like to go on to the question-and-answer session. First, we'll take questions from shareholders on the voting lines and then move to questions that have been submitted through the live chat box on the webcast. To be sure we can address as many of your questions as time permits, we may combine similar questions instead of addressing each one, one-by-one. I'll ask Christine Marks to support us with the question queue. And with that, I'd like to hand it back over to the operator to open the telephone lines for questions.

[Operator Instructions] There are no questions from registered shareholders or proxy holders on the phone lines.

Thank you, Operator. Christine, could you please assist us with moderating the online chat and provide us with the questions.

There's no need, David. Thank you. There are no questions in the queue on the online chat box.

Okay, then, thank you all for your time and your interest and support of Westport Fuel systems. You can always reach us at (604) 718-2046 or at [email protected]. Dan, over to you.

Thanks, David. This concludes our Annual General Meeting of shareholders. On behalf of the Board of Directors and management, we thank you for your participation today.

This concludes today's conference call. You may disconnect your lines. Thank you for participating, and have a pleasant day.