Intrepid Potash, Inc. (IPI) Earnings Call Transcript

Welcome to the Intrepid Potash, Inc. July 28, 2020, Special Meeting of Stockholders. I would now like to turn the call over to Bob Jornayvaz. Please go ahead.

Thank you, Lisa. Good afternoon, ladies and gentlemen, and welcome to the Special Meeting of Stockholders of Intrepid Potash. I am Bob Jornayvaz, President, CEO and Chairman of the Board of Directors, and will preside over this meeting. Due to the public health impact of the coronavirus, COVID-19, outbreak and to support the health and well-being of our directors, employees, stockholders and other stakeholders, we are hosting this special meeting as a virtual meeting this year. We appreciate your attendance, your interest and most importantly, your support of Intrepid. I'm now calling the meeting to order. For your reference, the agenda and rules of conduct have been posted on the online meeting portal. We ask that you please follow these rules so that we may have an orderly meeting. You may also submit written questions during the meeting and cast your vote on the online portal. Before we start the formal business of the meeting, I would like to introduce Kyle Smith, our General Counsel and Secretary, who will act as secretary of the meeting; and [ Jan Castillo ], a representative of Broadridge Financial Services, who has been appointed to act as inspector of election for this meeting -- special meeting. As noted in the agenda, we will conduct today the official business of the special meeting. During the meeting, we may receive questions that have been submitted by stockholders through the special meeting portal that relate to the business of the meeting. Any such pertinent questions that cannot be answered during the meeting will be posted online and answered in the Investor Relations section of our website as specified in the rules of conduct. We will now proceed to the business portion of the meeting. As stated in the notice of special meeting and proxy statement previously provided to you, the record date for voting at this meeting was the close of business on June 22, 2020. The secretary has delivered an affidavit of distribution to show that notice of this meeting was properly given. The inspector of election has examined the proxies received and the stockholders present at this meeting and reports that more than 89% of the total shares of common stock entitled to vote at this meeting are represented at this meeting. Therefore, a quorum is present, and we will now proceed with the business. Please note that a list of stockholders as of the record date is available for inspection during the entire time of the special meeting on the special meeting website. The time is now 10:11 a.m. Rocky Mountain Time, and I declare the polls now open for each matter to be voted on at this meeting. All stockholders entitled to vote at this meeting have the ability to do so online. If you're a stockholder entitled to vote and have not yet voted or if you want to change your previously cast vote, please do so via the online portal for this meeting. Remember that if you've already voted by proxy, it is not necessary to vote again. After voting has been completed on all matters on the agenda, we will close the polls. The first matter to be voted upon is the approval of an amendment to our restated certificate of incorporation to affect a reverse stock split or the reverse stock split of our common stock at a ratio using a whole number ranging from 1 for 3 to 1 for 15 with the exact ratio as may be determined and announced at a later date by our Board of Directors no later than July 28, 2021, and which the Board may abandon at its discretion. The Board of Directors recommends that stockholders approve this proposal. The second item of business is the approval of an amendment to our restated certificate of incorporation to affect a reduction in the total number of authorized shares of our common stock to 80 million. The Board of Directors recommends that the stockholders approve this proposal. The third item of business is the approval of an amendment to our restated certificate of incorporation to affect a reduction in the total number of authorized shares of our common stock to 40 million. The Board of Directors recommends stockholders approve this proposal. The final item of business is the approval of an amendment to our restated certificate of incorporation to affect a reduction in the total number of authorized shares of our common stock to 26,666,667. The Board of Directors recommends that the stockholders approve this proposal. In accordance with our amended and restated bylaws, the business to be transacted at the special meeting of the stockholders is limited to the purpose or purposes stated in the notice of the special meeting. In addition, because the Board did not determine to elect directors at this special meeting, stockholders were not permitted to nominate directors for consideration at this special meeting. Therefore, there are no other items to be considered at the meeting. I will now pause to allow all stockholders to submit their votes. If you have not already done so, please vote by clicking on the Voting button on the web portal and following the instructions. Please submit any questions related to the 4 proposals now. [Voting]

I declare that the polls are now closed at 10:16 a.m. Rocky Mountain Time and ask that the inspector of election collect and tabulate the votes. Based on the preliminary tabulations of the inspector of election, we are happy to announce that the reverse stock split has been approved. The 1 for 5 authorized shares reduction has been approved. The 1 for 10 authorized shares reduction has been approved. The 1 for 15 authorized shares reduction has been approved. Within 4 business days, the company will file a current report on Form 8-K with the SEC disclosing the specific voting results and the date of the anticipated Board meeting to address the matters voted on at this meeting. As there is no other formal business to be addressed, our program for the day has concluded and I declare that the special meeting of stockholders is hereby adjourned. Thank you all for attending today's meeting and for your continuing support of the company.

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