BGSF, Inc. (BGSF) Earnings Call Transcript

Hello, and welcome to BG Staffing's Annual Meeting 2020. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Beth Garvey, President, CEO and Director. Ms. Garvey, you may begin.

Thank you. Welcome to the Annual Shareholders Meeting of BG Staffing, Inc., which will now come to order. I am Beth Garvey and as President, CEO and Director, I will be presiding over this meeting. Because of the unfortunate circumstances presented by the global pandemic, we are holding a virtual meeting. We pray that everyone is safe and sound, and we are extremely grateful to all of our dedicated team members for doing business safely and remotely under the new paradigm. We also thank our loyal client partners, field talent and vendor partners for their support, patience and cooperation. This crisis will end as they all do. We look forward to meeting again in person next year. Let me begin by introducing our directors who are in attendance today. We have Allen Baker, Chairman; Doug Hailey; Paul Seid; and Cynt Marshall. Also present on the call are members of the company's officers and representatives from Whitley Penn, the company's independent accountants. This afternoon, our program will proceed as follows. First, I will conduct the official business of the 2020 annual meeting. There are certain formalities that we need to fulfill at this meeting. I ask that you bear with me as we meet those requirements. Next, we will welcome any questions you may have. And lastly, I would like to invite everyone to join our third quarter earnings call on Thursday this week, November 5 at 3:30 p.m. Central Time for a business update. Details on how to join the call are posted on the Investor Relations section of our website at www.bgsf.com. The first order of business is an affidavit from American Stock Transfer & Trust Company, the company's transfer agent, as to the mailing or distribution of a notice of the meeting and notice of Internet availability of proxy materials to stockholders of record as of September 4, 2020. Dan Hollenbach, our CFO and Corporate Secretary, has been appointed to serve as inspector of elections. He is responsible for tabulating the results of the voting. Let me now call on Mr. Hollenbach.

Madam Chair, I have a complete list of the shareholders as of the close of business on September 4, 2020, which is the record date of this meeting. So this is certified by American Stock Transfer & Trust Company, BG Staffing's transfer agent. The list has been available for examination by shareholders of the company at the principal office of the company in Plano, Texas for at least the last 10 days. The list will be open for examination by any shareholder during the entire meeting. I have a signed affidavit of mailing of American Stock Transfer & Trust Company, LLC, stating that notice of this meeting, together with the notice of Internet availability of proxy materials, were first mailed on or about September 24, 2020, to all holders of common stock of record as of the close of business on September 4, 2020. I have reviewed the notice, proxy statement and affidavit of mailing and have concluded that all shareholders on September 4, 2020, are entitled to vote at the annual meeting.

Thank you, Mr. Hollenbach. The documents will be attached as exhibits to the minutes of this meeting. The Board of Directors has appointed Mr. Hollenbach to determine if a quorum is present at the meeting and to serve as inspector of elections on all matters requiring a shareholder vote. Mr. Hollenbach has signed an oath to so act, and this oath will be filed in the minutes of the meeting. Mr. Hollenbach, will you now give your report?

Madam Chairman, I've determined that there are 9,145,990 shares of common stock represented in person or by proxy and entitled to vote at this meeting, representing 88.65% of the outstanding shares of the company as of the record date.

Thank you. Because holders of majority of the shares entitled to vote at the meeting are present in person or by proxy, I declare this meeting to be duly convened for purposes of transacting such business as may come before it. A certified report of the judge of voting will be attached as an exhibit to the minutes of this meeting. We will address the matters in the agenda shown on your screen. The first matter to be voted upon is the election of the Class III members of the Board of Directors: C. David Allen, Jr. and Douglas E. Hailey have been nominated to serve for a 3-year term expiring at the 2023 annual meeting of the shareholders or until their successors are duly elected and qualified. The second matter to be voted on concerns the appointment of the company's independent auditors. The Board of Directors has appointed Whitley Penn LLP as the company's independent public accounting firm for the fiscal year ending December 27, 2020. Whitley Penn LLP has ably served as our auditor for many years. Third, we ask our shareholders to approve an amendment of the 2013 long-term incentive plan to add an additional 250,000 shares of common stock available for issuance. Fourth, we ask our shareholders to approve the 2020 employee stock purchase plan. Fifth, we ask our shareholders on an advisory basis to approve the compensation of the company's named executive officers as discussed in the proxy statement. We will now open the meeting to any questions about any of the 5 matters before the shareholders. [Operator Instructions] I will return after waiting for a few minutes to answer any questions.