Saputo Inc. (TSX:SAP)
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AGM 2020

Aug 6, 2020

Speaker 1

Good morning, everyone. My name is Lino Saputo, Jr, Chair of the Board and Chief Executive Officer of Saputo. I welcome you to this shareholders' meeting, and thank you for joining us. I'm here with Maxime Terrien, Chief Financial Officer and Secretary of the company, who will act as secretary for this meeting Mr. Kai Bachman, President and Chief Operating Officer and Ms.

Lydia Pham, Vice President, Legal Affairs, M and A, Securities and Corporate, who will act as moderator. Also joining us remotely are our directors and the other members of our executive team. This year, out of an abundance of caution to proactively deal with the unprecedented public health impact of the COVID-nineteen pandemic and to mitigate risks to the health and safety of our communities, shareholders, employees, and other stakeholders, the annual meeting is being held in a virtual only format. Before starting, I would like to say a few words about the proceedings and general conduct of the meeting. While the formal business of the meeting will be presented predominantly in English, we are offering simultaneous translation to French via the virtual meeting platform.

We are also offering an original language option should you wish to listen to the meeting without any translation. Based on your preference, we invite you to submit your questions in either French or English. Registered shareholders and duly appointed proxy holders who have logged in using their control number can submit questions by clicking on the messaging icon, typing in, and submitting their question. Shareholders logged in as guests are able to attend the meeting but will not be able to vote or ask questions. If your question is related to a formal item of business, please submit it now and clearly identify the applicable item of formal business so it can be considered during the discussion on the item.

Following the formal portion of the meeting, we will have a question and answer session. You can send your questions at any time during the meeting, and I encourage you to send them as soon as you are ready. Any question not specifically related to an item of formal business will be considered during the question and answer session, time permitting. Our moderator will receive the written questions you send and will read them out loud before a member of management answers. Please limit yourself to two questions at most in the interest of fairness for others.

If we are unable to answer your question during the allotted time, we will follow-up with you after the meeting if you have provided your contact information with your question. We may combine questions from different shareholders about the same topic to avoid repetition. We reserve the right to dismiss questions related to personal grievances or claims. At this meeting, during management's presentation or during the Q and A portion, we may make statements containing forward looking information. I refer you to the cautionary statements regarding forward looking information in our annual report and the Risks and Uncertainties section of our management discussion and analysis dated 06/04/2020, which can be accessed by clicking the links on the left side of your screen.

I would now like to nominate Ms. Maarten Goutze and Ms. Gail Demick of Computershare Investor Services, Inc. As scrutineers of this meeting. The scrutineers have provided a report on attendance, and I confirm that the requisite quorum of shareholders is present or represented by proxy at this meeting.

The matters to be discussed on the agenda of today's meeting are set out in the management's information circular dated 06/04/2020. This year, again, the company used the notice and access regime to make available its meeting materials and set a notice with all relevant information in that regard to all shareholders on or around 06/23/2020. The circular and the notice of meeting are available to shareholders on our website, which can be accessed by clicking the links on the left side of your screen and under the company's profile on SEDAR. Accordingly, I will dispense with the reading of the notice of the meeting. Our transfer agent, Computershare, has attested to the proper mailing of the applicable meeting materials.

I therefore declare this meeting to be duly convened and properly constituted to conduct the business of the company. I propose to omit the reading of the minutes of the annual meeting held on 08/08/2019, and that they be considered adopted. The minutes will be kept in the company's books at its registered office and will be available for consultation by any shareholder. We will now proceed with the voting instructions. You can vote online if you are a registered shareholder or a duly appointed proxy holder, provided you have logged in to this webcast using the control number you received.

The voting at today's meeting will be conducted by online ballot. If you are a registered shareholder or a duly appointed proxy holder and have already voted by proxy, there will be no need for you to vote online since your vote will be recorded in accordance with your proxy instructions. However, if you wish to change a previously submitted vote, you can click on the voting icon. Polls are now open for voting on all items of business to be voted at the meeting as described in the management information circular. As Chair, I will move all motions, and no motion will need to be seconded.

Once discussion has concluded on all items of business, a short period will be allotted to submit your votes. I will then declare voting closed on all matters of business. The preliminary voting results will be announced prior to the close of the meeting. The first item of business is the presentation of the financial statements. A copy of the company's financial statements and the auditor's report for the fiscal year ending 03/31/2020, was made available to the requisite shareholders under our profile on SEDAR and on our website on 06/04/2020.

At this time, and before moving to the other items of business, I would like to invite Max to make a few remarks. We will then continue with a presentation by myself, followed by Kai. Max, the floor is yours. Thanks, Lino. Good morning, and thank you for joining us virtually today as I give an overview of our financial performance for fiscal twenty twenty and also for our '1.

In a business like ours, success is based on many things. We aim to control what we can while mitigating the effects of what we cannot, like the COVID-nineteen pandemic. These highly unusual conditions have had a negative impact on the

Speaker 2

tail end of our fiscal 'twenty year end and throughout our first quarter. Starting with fiscal twenty twenty and despite the numerous challenges that faced the industry, our team stayed the course and posted solid results. In terms of revenues, the Canada sector accounts now for 27% of our business. The U. S.

Sector accounts for 47%, international sector for 21% and the Europe sector for 5%. Consolidated revenues increased by 10.7% and adjusted EBITDA increased 20.2%, reaching nearly $1,500,000,000 The primary factors that drove these firm results include the contribution of recent acquisition, higher international selling prices of cheese and dairy ingredients and active pricing initiatives that help offset increasing costs relative to warehousing, delivery and logistics. In Canada, we're still working in a competitive market environment. Revenues remained relatively flat and adjusted EBITDA decreased by 2.2%. We continue to believe in our strategy, which focuses not so much on volume, but on profitable volume even if that means walking away from business from time to time.

As always, operational efficiency with a long term vision in mind remains key to our success. The U. S. Sector posted healthy results in fiscal twenty twenty despite a competitive market environment, a challenging commodities market and a decline in foodservice demand in the last few weeks of the fiscal year due to COVID-nineteen. Revenue increased by 9% and adjusted EBITDA grew 13% or $70,700,000 gaining momentum from a strong performance in our dairy foods product categories.

Market factor in The U. S. Positively impacted adjusted EBITDA for The U. S. Sector.

However, competition drove lower sales volume in the cheese category, which negatively impacted our results. In the international sector, revenue increased by 4.3%. Higher selling prices as a result of the increased cost of milk in Australia and the hyperinflationary economy in Argentina positively impacted revenue as did the inclusion of the activities of Lion Dairy and Drink Specialty Cheese business, which we acquired last fall. However, we faced some roadblocks along the way, including wildfire and reduced milk availability in Australia as well as volatile economic condition in Argentina. Accordingly, we maintain our disciplined approach to controlling costs and maximizing our operational flexibility to mitigate the effects of climate and market fluctuation, and adjusted EBITDA grew by 16% to $3.00 $5,000,000 In the Europe sector, the Dairy Division UK contributed positively with revenues of $766,000,000 and adjusted EBITDA of $143,000,000 Milk intake was robust in the region where we operate, and the business is performing as expected since we bought it in April 2019.

In fiscal twenty twenty, net earnings fell 22.8% as compared to fiscal twenty nineteen, which included a gain of $167,800,000 from the sale of the Burnaby, British Columbia facility. However, adjusted net earnings rose 4.8 or $30,000,000 and our net cash generated from operating activity was up 17.2%, reaching over $1,000,000,000 We've historically benefited from strong and consistent cash flow generated by our operation, and this remains true despite the current pandemic. With financial rigor in mind, we allocate these funds towards capital expenditure, the payment of dividend, the repayment of debt and finally, financing acquisition. Almost one year ago and for the first time in twenty three years, we completed a public offering as well as a concurrent private placement of common share, raising net proceeds of approximately $640,000,000 As part of our capital management strategy, this equity offering helped to deleverage expenditure for fiscal twenty twenty amounted to $576,000,000 mainly related to investment in projects to modernize equipment and processes in targeted facilities as well as investment in our ERP initiative. In addition, we maintained and paid dividends of $270,000,000 to our valued shareholder and recently implemented a dividend reinvestment plan providing eligible shareholders with the opportunity to have all or a portion of their cash dividend automatically reinvested into additional common shares.

Moving on to fiscal twenty twenty one. We are very pleased to report our first quarter results, which demonstrate clearly the resilience of our business. Consolidated revenue reached nearly $3,400,000,000 representing a decrease of 7.6%, but our adjusted EBITDA increased by 2.4%. The COVID-nineteen pandemic impacted all of our sector during the quarter as we witnessed a shift in consumer demand for our product on a global scale. As an overall trend, sales volume in the Retail Market segment increased, but this did not fully offset declining revenue due to lower sales volume in the Foodservice and Industrial Market segment.

Adding to the downward pressures, sales were negatively impacted by government imposed lockdowns in some of our export market. In The U. S, with the sharp decline in cheese block market and butter prices, which began late in fiscal 'twenty and continued early in the quarter, commodities market price fluctuation decreased revenue by approximately $80,000,000 On the flip side, the decline in revenues was partially offset by additional volume in Canada relative to fluid milk product category. Also contributing to revenues are higher domestic selling prices in Canada and international sector due to the increased cost of milk as raw material. Revenue also increased due to the contribution of Dairy Crest acquisition in the Europe sector for the full quarter as compared to an eleven week contribution the same quarter last fiscal, along with higher sales volume in the Retail Market segment.

Adjusted EBITDA reached $366,500,000 representing an increase of $8,500,000 as compared to the same quarter last year. Extreme volatility in The U. S. Market factor had a positive effect on adjusted EBITDA of approximately 23,000,000 Increased sales volume in the Europe sector Retail Market segment and in the Canada sector, mainly in the fluid milk category, also had a lifting effect on adjusted EBITDA. In the international sector, improved operational efficiencies resulting from increased milk availability in Australia mitigated the impact of lower export sales volume.

In the context of the pandemic, our company wide ban of nonessential business travel and the limitation placed on promotional activity and other initiatives helped to offset negative impacts on adjusted EBITDA of higher operational costs, unproductive labor costs and the cost of additional supply of personal protective equipment. Net earnings for the quarter were up 16.9% at $141,900,000 and adjusted net earnings were down 2.4% at $160,900,000 As we maneuvered through the evolution of the pandemic, our cash flow generated by operation remained strong and consistently positive throughout the quarter, up 43% versus the same quarter last year. This permitted us to continue to deleverage our balance sheet as we target a ratio of approximately 2.25x net debt to adjusted EBITDA on a long term basis. As at 06/30/2020, this ratio was 2.66x, allowing us the financial agility to invest in CapEx project, facilitate funding for future acquisition and fuel our growth. Due to the unpredictability we are confronted with, we are continuously reevaluating the nature and timing of our capital expenditure projects.

Given our strong balance sheet, we feel we are well positioned to face the ongoing uncertainties. Once again, this year, the Board of Directors has revised our dividend policy upwards. As a result, the quarterly dividend will increase by 2.9% to zero one seven five euros per share. This dividend will be payable on 10/02/2020, to common shareholders of record on September 22. As we look toward the rest of the year, the commodities market in The U.

S. Is expected to be volatile, much like international ingredient in cheese prices. The impact of this volatility on our financial performance is hard to predict. However, our shareholders can rest assured we are still sitting on a solid asset foundation and a strong organizational culture. With one quarter under our belt and knowing we have an unpredictable year ahead of us, we are not slowing down our drive for efficiency, profitability enhancement and shareholder value creation.

I would like to thank you for your time today and for your interest in I'll now turn it back to Lino. Thank you very much, Max. Before I speak to

Speaker 1

our progress on the Saputo promise, I would be remiss if I didn't cover the COVID nineteen pandemic. Looking back on the past six months, I'm proud of how our company has faced and proactively managed these unprecedented circumstances. Early on in the outbreak, we acted swiftly and created a global task force to guide our response. With the health of our people as a top priority, we quickly implemented heightened preventative measures to ensure employee safety. Also, we introduced new well-being initiatives to promote employee engagement with a focus on the importance of maintaining a healthy mind and body.

We were also determined to provide financial certainty. So we made a bold commitment from the start, no layoffs relating to COVID nineteen. Like any family, we stand together, and I'm truly thankful for our team's ongoing passion and perseverance. We also value the loyalty of our patron farmers. As a result, we've been providing our milk suppliers with additional services and resources to help alleviate the mental and physical impacts of this situation.

We asked our communities what they needed so we could deliver the right support. In times of crisis, it's all the more important to remember we don't live on this earth alone. Since the onset of the pandemic, our product and financial donations have reached over $5,000,000 and counting across all divisions, with efforts mainly focused on ensuring food security for the most vulnerable. Doing the right thing because it's the right thing to do has served us well. It's been part of our culture and mindset for the last sixty five plus years and will continue to be moving forward.

By staying true to who we are and maintaining a disciplined approach in everything we do, we're in a position to control our own destiny and to remain relevant to all stakeholders, to our employees, our customers, consumers, suppliers, business partners, to the community, and, of course, also to our valued shareholders. No doubt being prudent and consistent is what has allowed our business to weather this storm the right way. Despite COVID-nineteen, our solid position has enabled us to stay the course. We proudly maintained and even increased the dividend just as we have done every year since 1997. We're continuing to invest in our people and in our business through capital expenditure.

And we are still in acquisition mode and confident about the opportunities that lie ahead as COVID shakes up the landscape of our industry. And we continue to live the Saputo promise every single day. Constantly looking for ways to create shared value in fiscal twenty twenty, we drove each of our seven pillars forward with the launch of our Saputo Promise three year plan. We took a significant step in our journey towards safeguarding the environment. We updated our environmental policy and made a formal commitment to improve our climate, water and waste performance by 2025.

The new targets we set for our business are ambitious, yet achievable. We're already focusing on integrating more renewable electricity, resource conservation, and sustainable packaging initiatives across our operations. For instance, through our Cathedral City brand, we recently launched The UK's first cheese packaging recycling program in partnership with TerraCycle. We also recognize the importance of making the entire dairy supply chain more sustainable, and we intend to help address these concerns as part of our next phase. Under our people pillar, we implemented new initiatives to foster diversity and inclusion in the workplace such as unconscious bias training for staff, expanded parental leave benefits, gender neutral job descriptions, and flexible working arrangements.

Additionally, in June, we've joined the Business Council of Canada's initiative denouncing racism. We believe we all need to stand up and do our part to build a more inclusive and equitable society. At Saputo, we have zero tolerance for racism, and we are committed to learning, engaging, and taking real action to tackle this important issue. As part of this pledge, we recently confirmed we are retiring the Coon Cheese brand name from our Australian portfolio. We are now working to develop a new name which will honor the brand affinity felt by our valued consumers while aligning with current attitudes and perspectives.

Another key priority for us is health and safety. We're continuing to invest in our Goal Zero approach by aligning our processes globally and building a culture where our employees are an integral part of the solution to safety issues. Recently, we made a point to refresh our code of ethics, which guides everyday conduct of all our employees, our officers, and also our board members. We know the world is evolving, and it is incumbent on us to make sure we remain steadfast in maintaining the highest level of business integrity. As always, ensuring food quality and safety is vital.

In fiscal twenty twenty, we upheld our high standards and continue to collaborate with external partners to contribute to industry wide best practices. When it comes to animal care, we're proud to play a leadership role in bringing dairy players together to keep improving standards. We continue to support initiatives and training opportunities to help address production welfare issues. And in June, we marked the fifth anniversary of our zero tolerance animal welfare policy by broadening its scope. It now extends to other animals used in meat products we supply our food service and retail markets.

Beyond animal welfare, we recently updated our supplier code of conduct, making it more robust, and we engaged our supply chain to help achieve our objective through shared standards. In fiscal twenty twenty, we continued to enhance the nutritional value of our offerings, launching the new products to fit evolving consumer needs. We're also pursuing additional opportunities in the plant based category to diversify our product portfolio and maximize our business by leveraging commercial and operational commonalities. Nonetheless, we believe in the goodness of dairy and the long runway we have ahead of us. We're still very bullish about our industry, and our primary focus remains the development and innovation of dairy products.

Finally, giving back is deeply anchored in our culture. Our commitment to building healthier communities continued in fiscal twenty twenty as we invested in well-being infrastructure projects and supported several organizations focused on promoting physical activity and proper nutrition. Looking ahead, I'm optimistic about the future. Despite the pressures of COVID-nineteen, we are well positioned to seize new growth opportunities, and we will keep moving forward. Whatever comes our way, we won't waver on our clear and holistic approach to this crisis and to our business.

I'm deeply grateful to our employees, our customers, our consumers, and to you, our shareholders, for your ongoing support and loyalty. And now I invite Kai to provide an operational update. Kai?

Speaker 3

Thank you, Lino. Good morning, everyone. I'd like to start by sharing two humbling honors we received in 2020. In February, was recognized as Canada's outstanding CEO of the Year. The Advisory Board unanimously selected him as the thirtieth recipient of the award for his outstanding leadership.

On behalf of our entire team, I'd like to congratulate Lino once again for this well deserved recognition. Additionally, in January 2020, we were honored to be named the 2019 Processor of the Year by Dairy Foods Magazine. Kudos to our exceptional employees for this remarkable accomplishment. I'll now provide you with a high level overview of our initiatives and activities in fiscal twenty twenty. In the Dairy Division Canada, we heightened our focus on continuous improvement, which helped sharpen our cost structure despite competitive market conditions and a sustained decline in fluid milk consumption.

We also stayed committed to excellence when it comes to delivering to our customers with improved metrics for fill rates, product quality and production conformance. In response to consumer demand, we made significant investments to grow our cheese production capacity and renew our assets. On the fluid milk side, the construction of our state of the art facility in Port Coquitlam, British Columbia is on time and on budget. These activities are designed to further increase innovation, market expansion, efficiencies, food safety and health and safety practices. On the innovation front, following the Armstrong brand's packaging refresh last year, we launched a new shredded cheese format in a variety of flavors, which was voted best new product 2020 by Canadian consumers in the shreds category.

An example of successful market expansion was bringing Britain's favorite cheddar to Canada by importing a range of Cathedral City products across the pond from our Dairy Division U. K. In The U. S, we focused on controlling the controllables and managing costs. We maintained our number one market share positions with our Frigo Cheesehead String Cheese in the snacking category and our Mon Chevre Goat Cheese and Treasure Cave Blue Cheese in the specialty category.

Our newly constructed Almina facility is performing as expected and poised for future growth in blue cheese production. As part of our ERP journey, we completed the first phase of our implementation in the Cheese Division USA, which was enhanced by the learnings we gained from previous rollouts. Our Dairy Foods Division USA posted a solid year. Following our challenging ERP implementation in fiscal twenty nineteen, the team rallied together to bring our business back to stability with a renewed focus on cost and service. From an operations perspective, we bolstered both our productivity and capacity, implemented capital investments to service current and future growth and reduced supply chain costs.

We had some wins and built strong momentum with major customers in both the retail and foodservice bases, and we recovered some of our costs through pricing initiatives. As announced today, our two USA divisions are merging into a single, stronger Dairy Division USA. This change will increase agility and synergies in all facets of the business. Basically, we are simplifying to best serve our markets. This decision allows the new division to benefit from a focused direction, a simplified organizational structure and an experienced leadership team.

Leading the charge, Karl Kalica, President and Chief Operating Officer North America, now has an expanded role and will be managing the daily activities of the Dairy Division USA. We are very excited about these changes and believe we'll be creating a bigger, better, stronger Saputo USA. Moving on to the international sector. In our Dairy Division Australia, we strengthened our leadership position by acquiring the specialty cheese business of Lined Dairy and Drinks, which diversified our cheese offering beyond the everyday category. We welcomed some well established brands to our roster and added two new manufacturing facilities in Tasmania, a state where the milk pool is growing.

This division battled with the decline of domestic milk production in fiscal twenty twenty, which drove some tough competition among processors. Although conditions have recently improved, we implemented alternate measures to help ensure adequate capacity utilization, such as moving to a more seasonal processing schedule in some of our facilities and adding co packing and tow manufacturing to our list of business services. Moreover, we brought our best in class mozzarella recipe to Australia, taking concrete steps, including investments in equipment, to begin leveraging our long standing expertise. With local inflation levels in Argentina at a twenty eight year high, we counted on our seasoned local management team to navigate through the volatility in the country, and they delivered. We proudly remain the second largest dairy processor in Argentina.

Our performance remains strong and our business highly efficient. Our milk receipt volume grew year over year, and we also continue to innovate in response to consumer trends by launching new reduced fat cheeses with no added salt. A definitive milestone of the fiscal year was the addition of our Europe sector in April 2019, following the acquisition of Dairy Crest Group, a well established U. K. Business with size, scope and market leading brands.

The similarities in our core values and operating styles facilitated the integration. Over the year, we have focused on aligning processes and sharing best practices. Despite trade uncertainty and adverse weather in fiscal twenty twenty, the division's milk intake increased by over 6% during the 2021 versus the same period last fiscal year, reflecting strong organic growth. In response to consumer demand, we began increasing production capacity for our market leading Cathedral City brand. This opens the door to ramp up our offering with sliced, grated and snacking formats and to further expand overseas.

Additionally, innovation remained at the heart of our UK strategy. We launched with much success a plant based cheese range under our market leading Vitalite brand that delivers on taste and is performing very similarly to traditional cheese when cooked. Consumer interest in plant based products is gaining momentum worldwide. As Lino mentioned, dairy will always be our first and overarching priority, and we have every confidence in the future of the dairy industry. That said, plant based products naturally complement our business model, help maximize our production capabilities, and we stand to gain a lot in this area.

Hence, we appointed Larry McGilvery, a thirty three year Saputo veteran, as Senior Vice President, Business Development, Plant Based Food to lead our efforts, mainly centered on securing co packing arrangements in North America and building on our dairy free cheese expertise in The UK. We've also planned a series of investments in manufacturing, sales and distribution to help expand our presence in this space. Another hot topic we're tackling head on is the security of our information. The increase in the number of employees working remotely has heightened demand for information technology resources and systems. With cybersecurity top of mind for businesses these days, we've responded with targeted investments and training, making information security a key priority for our business.

From a trade perspective, we managed through a difficult and unpredictable year. We started with significant tariffs on dairy products exported to Mexico and China for U. S. Sourced product. Mexican tariffs were removed, but for China they remained.

Ultimately, our global platform allowed us to service our customers, diversifying our risk and exposure to a rapidly changing trade environment. I'm very pleased with the headway made during the year and with the onset of the pandemic, our ability to pivot our operations to best mitigate the impact of the situation. As we move forward in fiscal twenty twenty one, we can't deny that COVID-nineteen has affected our performance in Q1, and it will continue to require focus. While new challenges resulting from the pandemic remain difficult to predict, we know that our COVID experience and learnings position us to quickly adapt. Our ability to deliver and provide our customers with consistent quality products and quality service helps give us an edge and has allowed us to continue to perform well in these adverse conditions.

With that, I invite Lino back to continue the meeting.

Speaker 1

Thank you. Thank you very much, Kai. The next item of business on the agenda is the election of directors. The Board proposes that the current 10 members be nominated for election to the Board. Their biographies are included in the management information circular.

I nominate the following 10 persons for election as directors of the company to hold office until the next meeting of shareholders or until their successors are elected. Louis Philippe Carriere, Henry E. DeMone, Anthony M. Fata, Annalisa King, Karen Kinsley, Tony Mehte, Diane Nitzor, Francisca Ruff, Annette Vercheren, and myself, Lino Saputo, Jr. Each of the persons nominated has confirmed that he or she is prepared to serve as director if elected by the shareholders.

Lydia, have any nominations or questions come in from shareholders specifically on this item?

Speaker 4

Mr. Chair, I confirm that we have not received questions from shareholders specifically on this item.

Speaker 1

Thank you, Lydia. As previously noted, registered shareholders or their duly appointed proxy holders can vote by online ballot by selecting the applicable voting options on the voting panel displayed on their screens. The next item of business is the appointment of auditors. I move that Deloitte be appointed auditors of the company to hold office until the next annual meeting of shareholders and that the board be authorized to fix their remuneration. Lydia, have any questions come in from shareholders specifically on this motion?

Speaker 4

Mr. Chair, confirming that we have not received questions on this motion.

Speaker 1

Thank you, Lydia. As previously noted, polls are open for voting on all items. The next item of business is the adoption of an advisory nonbinding resolution in respect of the company's approach to executive compensation. I move that on an advisory basis and not to diminish the role and responsibilities of the Board, the shareholders accept the company's approach to executive compensation disclosed in the management information circular, delivered in connection with the twenty twenty Annual Shareholders' Meeting. Lydia, have any questions come in from shareholders specifically on this motion?

Speaker 4

We have not received questions specifically on this motion.

Speaker 1

Thank you, Lydia. As previously noted, polls are open for voting on all items. We will now turn to the shareholder proposal. We received one shareholder proposal from the Movement des Gaiisons et des Defence des Actiones for consideration at this meeting. The proposal titled Incorporation of Environmental, Social, and Governance Factors in Executive Compensation reads as indicated on the screen.

The position of the medac as well as the response of the board is described in the management information circular. I would now ask Lydia to read and present in the name of the medac, the text submitted by the medac.

Speaker 4

Mr. Chair, here is the text submitted.

Speaker 5

Mr. Chairman, this is the text submitted by medac. Mr. Chairman, good morning and good morning, everyone. My name is Willie Gagnon, and I am acting on behalf of the Movement des Decations et de la des France des actioners medac, which is the shareholder of Saputo Inc.

Medac has submitted only one shareholder proposal to Saputo this year. Despite many cordial exchanges, it was unfortunately not possible to reach a common ground on the issue of integrating the criteria relating to the company's ESG policies into its compensation policy. We are indeed of the opinion that the corporation's policies regarding the environmental, social and corporate governance issues should be subject to analytical criteria for setting compensation so as to impose these important matters in management priorities. This is common sense at its most basic level. Therefore, at this time, the corporation does not commit to either in its written and formal policies or in the written commitments of the Board.

We are very sorry to see this is the case. We, however, dare to hope that the dialogue on this issue, which has been maintained to date, will continue and that this dialogue will lead to the harmonization of the corporation's various policies in order to improve their consistency. We invite, of course, all shareholders to support Medac's proposal. Mr. Chairman, thank you.

I would like to thank Maidac and its representative, Mr. Willigagnon, for their discussions on these issues. The corporation has nothing further to add. Response of the Board of Directors recommending that shareholders vote against the proposal is set out in Schedule A of the proxy circular.

Speaker 1

Lydia? Have any questions come in from shareholders specifically on this motion or any other motion discussed today?

Speaker 4

Mr. Chair, I confirm that we have no further questions from shareholders specifically on the motions discussed today.

Speaker 1

We have now concluded discussions on all items of business, and the polls will close in a few moments. A simple majority of the votes cast by proxy or online will constitute approval of the matters considered today. We will now take a thirty second pause to allow those of you who have not yet submitted your vote to do so now. That concludes the voting at today's meeting. The scrutineers confirm the following preliminary voting results.

Based on the proxies received, the 10 directors nominated in the management information circular received at least 97% votes for. Approximately 98% of votes are favorable to the appointment of Deloitte as auditors. Advisory resolution on executive compensation approved with approximately 94% of the votes in favor. And the shareholder proposal submitted by the MEDAC was defeated with approximately 88% of the votes against. A report disclosing the final voting results for each applicable item of business will be fill filed on CEDAR promptly following the meeting, and a report on the election of each director will be disclosed in a press release to be issued following the meeting.

We would now be pleased to answer any questions that you may have. Registered shareholders and duly appointed proxy holders who have logged in using their control number can submit questions by clicking on the messaging icon. For each question we answer, we will read out loud the question and the name of the person who asked such question and, if applicable, the organization such person represents. We would like to remind you that questions which were already answered or that are redundant or repetitive may not be answered. Please limit your questions to topics of general interest for shareholders of Saputo and keep your questions short and to the point.

Lydia, HAAG do we have any

Speaker 3

MOLLENTELLER:] questions

Speaker 1

come in from shareholders?

Speaker 4

Yes, Mr. President, we've received one question from Mr. Willie Gagnon of the Medac, which reads as follows.

Speaker 5

For more than twenty years, it has been our practice, and it is our strictest right as shareholders to speak verbally at shareholder meetings in support of the shareholder proposals that we submit to the corporation each year and at various other times during the meeting. This oral presentation was not made possible in person this year at Saputo despite the fact that other public companies, including BCE, did so. So however, here are our comments. We are fully aware of the very exceptional situation that the world has been facing with respect to the global pandemic of the twenty nineteen coronavirus COVID-nineteen. In these circumstances, we understand very well that the reasons, including government directives, why this annual meeting of the corporation shareholders is being held virtually.

We also understand very well the reasons why the measures put in place to ensure the holding of this meeting are, in many cases, binding and why decisions regarding these measures had to be taken very quickly. However, we share the view of the Canadian Securities Administrators, CSA, as well as those of ISS and Glass Lewis on this matter. Virtual annual meetings should scrupulously preserve the rights of shareholders as guaranteed by custom, doctrine, case law as well as by the act and its regulations both in letter and in spirit. The very numerous annual meetings of shareholders that are being held virtually this year exceptionally should in no way set the standard in this regard. It goes without saying that this is what can be done in a normal meeting, in person, which should take precedence over decisions on what should be made possible by a virtual meeting and nothing else, especially not simple technical considerations or questions of cost.

In any case, the main justification for the current measures lies in the exceptional nature of the current health crisis. Normally, the situation would be quite different and today's events cannot serve as a precedent to justify things in the future. We will be scrupulously vigilant in this regard in the interests of all shareholders and of the company in general. So the question, what would be different in the organization of our virtual annual meeting if the corporation had prepared it in the normal course of business without a health crisis or emergency? Will it be possible to make a verbal intervention in person at a future virtual meeting?

If not, why not? We believe that this should be made possible. Indeed, this year, as a precautionary measure related to the pandemic, our annual meeting is being held entirely in virtual format. We have made the necessary efforts to offer shareholders the same rights as when they are present in person. Like a meeting in person, today shareholders were able to vote, ask questions and submit comments, select the language of their choice and view the presentation.

It is our opinion that when we allow questions and comments by shareholders online and we answer them, the requirement for sufficient communication has been met in these circumstances. If we had proceeded with a virtual meeting in the normal course of our activities without a health crisis, the directors would have been physically present in the room with me. In these circumstances, they are all present online. Mr. Gagnon, we thank you for your comments and we recognize the importance for having constructive dialogue with our shareholders.

Please be assured that we will take your comments into account as well as those of our other shareholders in case there is any future virtual meetings.

Speaker 4

UNIDENTIFIED From shareholders.

Speaker 1

If there are no further questions, I would like to take this opportunity to thank our Board of Directors for their exceptional work and very, very valuable advice. I look forward to working towards the achievement of the company's goals in fiscal twenty twenty one. Finally, I would like to note that the many achievements of our company can be explained by various factors, the most important being our employees. Our dedicated teams make the necessary efforts to move our business forward. It is the employees around the world who forged the dairy multinational that we are today.

And I would like to thank them again for their remarkable efforts throughout this exceptional year. I would also like to thank our customers, our suppliers, our business partners, and shareholders once again for their loyalty and trust. As there are no more items on the agenda, I now declare the meeting concluded. Thank you, everyone, and please stay safe.

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