AGM 2021

Apr 27, 2021

Good afternoon, ladies and gentlemen. Thank you for standing by, and welcome to TFI International's 2021 Annual Meeting. At this time, all participants are in a listen only mode. I would like to remind everyone that this call is being recorded on Tuesday, April 27, 2021. I will now turn the call over to Alain Bedard, Chairman of the Board, President and Chief Executive Officer of TFI International. Please go ahead, sir. Well, thank you and good afternoon, ladies and gentlemen. Welcome to TFI International 2021 Annual Meeting. Again, this year in light of the COVID-nineteen pandemic, we have asked all our shoulders not to attend the meeting in person And to vote by proxy prior to the meeting, which many of you have done. We have taken measures To conduct this meeting in full compliance with government decrees relating to COVID-nineteen, including remote participation by myself, by the scrutiner for the meetings and others. We are therefore making this meeting available by telephone. Shareholders will be able to ask questions in a few minutes after we have conducted the official business of the meeting. In order to ask your question, please follow the instructions from the operator at the conclusion of the official business. We thank you for your understanding. We will now start the meeting, and I will act as Chairman of the meeting. And with the consent of the meeting, I will ask Joce Henley Leroy, who is President at TFI Head Office in Montreal to act as Secretary. Also, with the consent of the meeting, I will ask Steve Gilbert and Claire Girard of ComputerShares Trust Company of Canada to act as scrutineers, to count the numbers of shareholders and the numbers of share represented at this meeting in person or by proxy and to report thereon to me as Chairman of the meeting. There are several routine matters to be dealt with at this meeting. To expedite matters, I've arranged for certain shareholders to make and second the various motions. So the matters to be considered at this meeting are: The presentation of the 2020 financial statements of the corporation, the election of the directors and the appointment of the auditors. All votes other than the election of directors will be conducted by voice vote as permitted under The Canada Business Corporations Act will now begin the official portion of this meeting. So I'll call upon the scrutineers to present the report on attendance and I direct that such report be annexed to the minutes of this meeting as scheduled. Good afternoon, Mr. Chairman. We, the undersigned scrutineers from Computershare Investor Services Inc, Hereby report that there are at least 4 shareholders and or proxy holders present at this meeting, representing in person or by proxy 73,201,295 shares being 78 0.24 percent of the total shares issued and outstanding of TFI International Inc. And we will be handing in the scrutineers report signed by myself, Steve Gilbert and Michaela Gerhardt. Thank you. Well, thank you. The scrutineers' report shows a quorum to be present. I declare the meeting to be regularly constituted. The notice calling this meeting and accompanying documents have been either mailed or made available To all the shareholders of the corporation and to the corporation's auditors, with the consents of the meeting, We will dispense with the reading of the notice. Also with the consents of the meeting, we will dispense with the reading of the minutes of the last meeting Our shareholders held on April 21, 2020, and I direct that such minutes be taken as read and approved And that they be signed as being correct. The first item on the agenda is a presentation of the 2020 annual financial statements. The annual report containing the consolidated financial statements of the corporation for the fiscal year ended December 31, 2020 And the auditors report thereon have been mailed to shareholders who requested them. They are also available Historically on SEDAR, EDGAR and on TFI's International's website. So the next item of business is the election of the directors of TFI International. So I would like to introduce the 11 candidates for election this year, and they are Leslie Abbe Karam, Independent Advisor and Corporate Director Andre Perard, Corporate Director Luchaine Bouchard, Partner at the Law Firm Davis, Ward Phillips and Weinberg William P. Englund, Consultant and Corporate Director Diane Girard, Consultant and Corporate Director Richard Gay, Consultant and Corporate Director Deborah Kelly Ennis, Consultant and Corporate Director Niel D. Manning, Corporate Director Joey Saputo, President of RBAC Forest Products Inc. And Corporate Director Rosemary Turner, Consultant and Corporate Director and myself, Alain Bedard, Chairman of the Board, President and Chief Executive Officer of TFI International. So I declare the meeting open for nomination, and I would have Jozseann Langlois to present her nomination. Thank you, Mr. Chairman. I'm Jozanne Langlois, and I am a shareholder of TFI International and a proxy holder. I nominate each of Leslie Abbe Karam, Alain Bedard, Andre Berard, Neil D. Manning, Joey Saputo and Rosemary Turner as Directors Of TFI International Inc. To hold office until the next annual meeting of shareholders or until their successors are elected or appointed. Well, thank you, Zhou Hao. And are there any further nominations? So There are no further nominations. I declare the nominations closed. We'll now vote because TFI International has a majority voting policy for the election Directors, we will vote by ballot in order to for the vote to be accurately compiled. Box shareholders, including Zoh Zianango and myself, Submitted or signed ballots prior to the meeting. As all ballots have been submitted and tabulated, I now call upon the scruiteners to present the results of the vote Mr. Chairman, we report that the 11 nominees received votes in favor ranging between 92% to 99% of all shares voted or withheld from voting on the appointment of the directors. Well, thank you. And based on those results, I declare that the 11 nominees have been Elected as Director of TFI International to hold office until the next Annual Meeting of Shareholders or until their successors are elected or appointed. TFI International will issue a press release announcing the results and file a detailed report of voting results on SEDAR and EDGAR shortly after this meeting. The next item of business is the appointment of the auditors of TFI International. And I will ask Again, Josiane Lagois to present the motion. Be it resolved that KPMG LLP, Chartered Professional Accountants B and J hereby appointed auditors of TFI International Inc. To hold office until the next Annual Meeting of Shareholders at such remuneration as may be fixed by the directors of TFI International And the directors be and they are nearby authorized to seek such remuneration. Thank you. So I will ask David Saperstein to second this motion. Thank you, Mr. Chairman. I am David Saperstein, and I am a shareholder of TFI International Inc. I second the motion. Well, thank you, David. So all those in favor, please say yes. Yes. Yes. And all those against, please say no. I declare the motion carried. So then as we have completed the official business of the meeting, I now ask the motion to terminate the meeting. I move that the motion be terminated. I second the motion. Thank you. Well, thank you, So all those in favor, please say yes. And all those against, please say no. Your first question comes from the line of Lesley Witkinovsky, a Private Investor. Your line is open. Good afternoon. I have kind of a 2 part question. TFI has grown So my first question is, in what part of North America are you looking to grow our network? And second, Kansas City Southern being in play Consolidation in the railway industry, what impact will that have on the trucking industry? Thank you. Yes, sir. So a very good question. So the number one is for sure, I mean, we have a significant presence in Canada, okay? So for sure, our focus is going to be in terms of growing, in terms of size, it's going to be more sort of a border, which is in the U. S. We will keep doing some small nice tuck ins in Canada, like we've done year after year after years. Again, The focus being that our goal at TFI has always been to increase the shareholder Value of their investment into TFI. And but the big fish, the big transaction Has to come from side of the border. So we will be closing soon in Q2 this UPS Freight acquisition That opens up a lot of opportunity for us over the course of the next few years in terms of building on that, Adding to it, improving the results, working with our partners. So I see a lot of Good positive for TFI in the future in terms of M and A. I mean, the proof is in the pudding. Just look at our track record over the last 20, 25 years. I mean, TFI is an M and A story, a success story, I think, and we're going to keep working at it. Now in terms of this CNCP bid to take over KSU, I think it's a great asset, KSU, because I think it's the only one that really has a network in Mexico, and I think that this is what the guys are seeing. Now The rail, they always say, well, we're going to try to take more off the road into the rail. But it's a commodity thing there. And as we see that positive for either CN or CP taking over TSU, it's great. But I don't see a big influence on what's going to happen with the trucking because Kia Shoe is already in Mexico. It's already a So we will have to see. But don't forget that us through our acquisition Of UPS freight, I mean, we're using the rail big time in the U. S. As we do also in Canada. I mean, we're a biggest Big user of CN or CP in Canada for our intermodal division in our LTL. And it's the same story in the U. S. So I mean, we'll see what happens there. It's either one of them. For us, it's really fantastic. As a matter of fact, we've supported both. I mean, we've supported CP or and CN. So I mean, hopefully, The best will win. It appears we have no further questions. So I'll now turn the call back to Alay Bedard for closing remarks. Well, thank you, operator, and thank you to our shareholders for your support of TFI International in this challenging time. Thank you all. So this concludes our meeting. Thank you.