Good morning, everybody. Good morning, everybody. I'm Hank Ketcham, chair of the board of directors of West Fraser. I'll act as chair of this meeting, and Tom Theodorakis, our corporate secretary, will act as recording secretary. I appoint Ellis Amabel from Computershare Investor Services Incorporated to act as scrutineer for the meeting. I'm also pleased to inform you that members of our board of directors and executive management team are joining us today. On behalf of the board of directors and management team, I'm pleased to welcome you to the 2024 Annual General Meeting of West Fraser, including those of you joining us through the live webcast. West Fraser welcomes our friends and partners, the Lhtako Dene Nation, who are present with us today. Joining us are Cliff, our Chief, Clifford Lebrun, Managers Ron Rasmussen and Maynard Barra. I think. Is Maynard here? Okay, scratch that.
Councilors Wanda Aldred, Ray Aldred, and is Tim Mitchell here? Okay, scratch that one, too. We acknowledge Lhtako as the traditional custodians on whose land we meet, work, live, and learn. We thank Lhtako Dene Nation for joining us today. We're also joined today and would like to welcome Rick Wittner, President, Quesnel Chamber of Commerce, Kathy Somerville , Executive Director, Quesnel Chamber of Commerce, and Mary Sjostrom, Vice Chair, Hospital Board, Cariboo Regional District. We will first deal with the formal items of business. At the end of the meeting, our President and CEO, Sean McLaren, will provide an update on the company's operations. Following Sean's update, if there are any questions, we'd be happy to answer them. I'd like to set out a few procedures for the orderly conduct of the meeting.
I'll introduce the various motions or resolutions and request that each be proposed and seconded by a registered shareholder or proxyholder. Voting on the motion to appoint the auditor and fixing the number of directors will be conducted by a show of hands unless a ballot is demanded. In order to have an accurate record of the votes for the election of each director, for the purposes of our majority voting policy, and to properly record the vote on the resolutions approving the company's Say-on-Pay advisory resolution, we will conduct the vote on each of these resolutions by ballot. Most shareholders will have already submitted a proxy, which will be counted in the vote. If you haven't previously submitted a proxy, you may vote by ballot.
The scrutineer has provided a form of ballot for these resolutions to each shareholder or authorized representative present in person, and each proxyholder who is present and has not already submitted a proxy. If you're one of those persons but do not have these ballots, please raise your hand. That's typical. All right. Do we give them ballots? Okay. Thank you. Well, we're gonna know how you vote anyway. When voting on the resolution to elect directors, please mark an X on your ballot in the box under the heading, "For," to the right of the name of each director you wish to elect, and if you do not wish to elect a certain nominee, mark, mark an X in the box under the heading, "Withhold" under the heading, "Withhold," to the far right of the name of the director you do not wish to elect.
When voting on the other resolutions by ballot, please insert the number of shares being voted for or against on your ballot. Are there any questions at this point on the procedures for the meeting? For the shareholders joining us through the webcast, questions in respect of a motion may be submitted by any registered shareholder or duly appointed proxyholder who have properly logged in with their control numbers or username by using the instant messaging service of the Lumi platform. Please note that there may be a slight delay in questions being submitted to us. Questions on the formal meeting items will be addressed as each item is tabled. Any questions received of a more general nature will be addressed at the end of the meeting.
If we're unable to address your general question during the meeting, a representative of West Fraser will reach out to you following the meeting with a response. Are there any questions at this point on the procedures for the meeting? The notice calling this meeting, the management information circular, and the form of proxy were mailed to shareholders on or around March 19, 2024. I'll dispense with the reading of the notice of meetings. Copies of the notice of meeting, management information circular, and other meeting materials are available under the company's profiles on SEDAR+, EDGAR, and on the company's website. Our transfer agent, Computershare Investor Services, Inc., has attested to the proper mailing of the notice calling this meeting.
The secretary of the company has also confirmed that notice calling the meeting was mailed to all shareholders of the company entitled to receive such notice, and Computershare has provided an affidavit of the mailing, of the mailing. Accordingly, I confirm that the notice calling this meeting and all proxy-related meeting materials are, were delivered to the shareholders in accordance with the requirements of the company's articles, the British Columbia Business Corporations Act, and Canadian securities laws. The articles of the company require that a quorum be present to ensure the meeting is properly constituted. I've been informed by the scrutineer that we have the shareholders present or represented by proxy who hold a sufficient number of shares to constitute a quorum. I therefore declare that there is a quorum at this meeting.
The scrutineer's report will be kept by the secretary with the records of the meeting. The notice of the meeting, having been duly delivered and a quorum being present, I now declare this meeting to be duly called and regularly constituted for transaction of business. I now table and submit to you the report of the auditor, PricewaterhouseCoopers LLP, and the financial statements for the year ended December 31, 2023. We had mailed to requesting shareholders a copy of the annual report containing the auditor's report and the financial statements with the notice of the meeting, and it has been filed on SEDAR+ and EDGAR, and is available on our website. Are there any questions concerning the auditor's report or the financial statements?
I declare that the financial statements and the auditor's report have been received by the shareholders as submitted to this meeting. We will now proceed with fixing the number of directors to 12. I now move that shareholders approve to fixing the number of directors to 12. Would someone please second the motion? Thank you, Jason. Each of those in favor of the motion, please raise a hand. Each of those against the motion, please raise a hand. Thank you. The motion is carried, and I now declare that the number of directors has been fixed at 12. We will now proceed with the election of directors for the upcoming year. The number of directors to be elected is 12. The company has implemented an advanced notice policy requiring shareholders to provide advanced notice of any additional director nominations.
The secretary of the company is advised that no nomination has been received other than those persons named as director nominees in the information circular for this meeting mailed to shareholders. I would now like to nominate the following individuals to hold office as the directors of the company until the next annual meeting, and I would ask each nominee available to join us today to stand. Doyle Beneby, Eric Butler, Reid Carter, John Floren , Ellis Ketcham Johnson, Brian Kenning, who is absent today in the hospital, Marian Lawson, Sean McLaren, Colleen McMorrow, Janice Rennie, Gillian Winckler, and Hank Ketcham, myself. These persons are management's nominees for election to the board, as stated in the information circular for this meeting. With there being no further nominations, I declare the nominations closed. I now move that shareholders approve the election of directors for the upcoming year.
As previously mentioned, a vote by ballot will be conducted for the election of directors. If you have previously voted on this matter by proxy and do not wish to change your vote, no further action is required. Please vote using the form of ballot on election of directors provided earlier. Please make sure that your name is printed clearly on the ballot. Would the scrutineer please collect the ballots? Thank you. We will proceed with the next matter. PricewaterhouseCoopers LLP is currently the auditor of the company. I now move that shareholders approve the appointment of PricewaterhouseCoopers LLP, Chartered Accountants, as auditors of the company at a remuneration to be fixed by directors. You've heard the motion. Is there any discussion? Each of those in favor of the motion, please raise a hand. Each of those against the motion, please raise a hand. Thank you.
The motion is carried, and I declare the PricewaterhouseCoopers LLP, Chartered Accountants, have been appointed as auditors of the company at a remuneration to be fixed by the directors. The next item of business is for shareholders to vote on the company's approach to executive compensation, also known as the Say-on-Pay advisory resolution. Our executive compensation philosophy, policies, and programs are based on the fundamental principle of pay for performance to align the interests of our executives with those of our shareholders. This compensation approach allows us to attract and retain high-performing executives who will be strongly incentivized to create value for our shareholders on a sustainable basis. I now move that shareholders approve the company's Say-on-Pay advisory resolution as more fully described in the information circular. As previously mentioned, a vote by ballot will be conducted for the company's Say-on-Pay advisory resolution.
I would like to remind you that if you have previously voted on this matter by proxy and do not wish to change your vote, no further action is required. Would someone please second the motion? Thank you, Mark. Is there any discussion on this matter? Please vote using the form of ballot on the Say-on-Pay advisory resolution provided earlier. Please make sure that your name is printed clearly on the ballot. Would the scrutineer please collect the ballots? Thank you. While we wait, while we wait for the scrutineer's report, we'll pause the meeting.... Okay, I've been advised by the scrutineer that the ballots and proxies deposited for the meeting indicate that each director nominee received a majority of yes votes, and I declare them duly elected to act as directors of the company for the ensuing year.
Also, based on the preliminary results of voting, the other resolution by ballot, namely the advisory resolution on the company's approach to executive compensation, say on pay, has been approved. I direct that the results of the poll be included with the minutes of this meeting, and the results of the voting be announced in a news release in accordance with TSX and New York Stock Exchange policies, and filed on SEDAR+ and EDGAR. As the formal items of business, as set out in the notice of meeting, have now been dealt with, and there is no further business to come before the meeting, I declare the formal part of the meeting to be concluded.
Before I turn it over to Sean McLaren, our CEO, for his remarks, I'd like to take a few minutes to acknowledge the incredible impact and influence Bill Ketcham has had on our company over the past 69 years. Bill, who passed away peacefully earlier this month, just shy of his 99th birthday, was one of the three Ketcham brothers who together borrowed $45,000 in 1955 to buy a small, decrepit planing mill right here on this site in Quesnel. It employed 12 people. From this very humble beginning, Bill and his two brothers, Pete and Sam, worked relentlessly to build a company based on the values they held dear: frugality, competitiveness, humility, and respect for all employees, no matter what position they had in the company.
For almost 70 years, Bill continued to set an example in the company of truly caring about the people who worked here. Of course, he was also a very strong businessman, who, together with his two brothers, plotted the course for our growth and success for many years. Bill was an invaluable source of advice and support to many of our senior management team, and particularly to me, right up to the last days of his life. Bill served on our board of directors for many years, and following his retirement from the board, continued to offer his sage advice and support as we continued to build the company. Bill's lasting legacy will always include his role as a founder of the company, an equal partner with his two brothers in all key decisions during our formative years, and his superb business judgment.
But what I'll remember most was his genuine, genuine interest in our people, his unqualified support for our leadership team, even during our darkest days, and his constant encouragement to keep building a bigger, stronger, and more profitable company that would allow our employees to achieve their career goals in a fun and rewarding environment. Due to his humility, Bill preferred to stay in the background and let others take credit for our many accomplishments. That was one of the qualities that endeared him to those who knew him. But to those outside the company, that masked the true impact and influence Bill had on the growth and success of West Fraser. Bill will be sorely missed by his many West Fraser friends, but we are fortunate that he gave almost 70 years of his life to this great company. Now, Sean.
Thank you, Hank, and thank you to our shareholders. I will now provide a brief update on our operations. We also have a presentation that I'll be referring to for those in attendance and those who are following us via the webcast. Good morning, and welcome to the West Fraser Annual General Meeting. I would like to thank each of you for taking time out of your schedule to attend today, either virtually or in person. West Fraser's proud heritage is one of people. It began right here in Quesnel, when almost 70 years ago, a small group came together and built so much more than anyone imagined was possible. Our story began in 1955, when three brothers, Sam, Pete, and Bill Ketcham , pooled resources to buy a small 12-employee mill.
The teamwork, ingenuity, foresight, and hard work of those early team members laid the foundation for West Fraser's sustained success. What was then referred to as doing the right thing, today is referred to as sustainability. This is reflected in our governance, as well as our approach to the environment and for our people and the communities in which we operate. That early team established and lived our values while setting our goals and business strategy, which have stood the test of time. Today, our culture of teamwork and belonging is grounded in the early team's belief that every person is important, and everyone should be able to grow and achieve their potential, and we all share in our collective success.
Now, decades later, thanks to strong leadership and commitment and contributions of thousands of employees, the company has grown to be one of the largest wood products producers, with significant operations in lumber, oriented strand board, OSB, plywood, LVL, and MDF. With this foundation, West Fraser looks to a bright, sustainable future for many more generations to come, not only here in Quesnel, but across all our operations. I have a few brief comments this morning. Our strategy has been one that is simple and durable. That is, to be a low-cost producer, to reinvest in our business while maintaining a prudent and resilient balance sheet. This proven and ingrained strategy has allowed our company to be prepared for whatever may lie ahead and to emerge even stronger from market downturns like the one we are currently managing through.
Our West Fraser team is experienced in navigating commodity market cycles, has a proven track record, and is ready to take on what we believe is an exciting future in wood products. Our annual results ending December 31st, 2023, and Management Information Circular have already been disseminated. However, I would like to recap a number of key highlights from 2023, which was a solid year of performance for West Fraser against the backdrop of a challenging commodity cycle. Through these periods of slow markets, we continued to invest in our people, our operations, our communities, so that we are prepared for all the challenges and opportunities that come our way across all cycles. Safety remains our primary focus in 2023. We achieved a reduction in recordable safety incidents compared to 2022.
In fact, it was the lowest serious incident rate in West Fraser's history. I would like to thank each of our employees, as a result like this is only possible when we are all engaged and working together. In 2024, our commitment to continuously improve safety remains our top priority as we work to further improve all of our core safety systems while strengthening our safety culture by deepening involvement and ownership at all levels of the organization. In 2023, our capital allocation strategy saw us invest $477 million into the business to modernize our mills, reduce our environmental footprint, and invest in safety upgrades. We also acquired a high-quality sawmill in Cochrane, Alberta, in November 2023 for approximately $100 million.
In 2023, we repurchased $129 million of our shares and paid $100 million in dividends. To date, we have now repurchased approximately 77% of the stock issued to acquire Norbord in 2021. We took steps to further our sustainability goals in 2023. In April, the globally recognized Science-Based Targets initiative, SBTi, validated our targets to materially reduce our greenhouse gas emissions and carbon footprint by 2030. By year's end, each of our divisions had progressed on an energy reduction roadmap that identifies ways to reduce energy consumption and cut emissions. Our team delivered solid results against challenging market conditions, with West Fraser generating total adjusted EBITDA of $561 million in 2023.
The slowing markets that began in the latter half of 2022 carried through 2023 and into 2024, as higher inflation and mortgage rates moderated demand for new home construction and repair and remodeling spending. It's notable, however, that our product and geographic diversification has allowed us to improve our overall company performance during the current down cycle. On a pro forma basis, with the inclusion of Norbord, our 2023 adjusted EBITDA was approximately $320 million higher than the last down cycle in 2019, and on a trailing four-quarter basis, which includes our Q1 2024 results, our adjusted EBITDA is approximately $460 million higher than that of 2019. This financial improvement reflects synergies from the Norbord transaction, our capital investment program, our many acquisitions, and the deep culture within West Fraser to drive performance improvement.
In 2023 and into early 2024, we made a number of decisions to strengthen our asset portfolio. Among these actions was the decision to divest three of our four pulp mills, which we expect will moderate downside financial risks to the company, while allowing us to reallocate more resources to our building products businesses. I would like to thank these dedicated pulp employees for their many years of service to West Fraser and the communities of Hinton, Quesnel, and Slave Lake, and we look forward to their bright future under new ownership. Further, as we announced earlier this month, we became the sole owner of the Cariboo Pulp and Paper Mill, based here in Quesnel, after the dissolution of our 50/50 joint venture with Mercer. This step better positions us to support the mill needs as well as its talented workforce.
Our ongoing performance review of our North American lumber business resulted in a number of indefinite and permanent mill curtailments in early 2024. Plus, we acquired a sawmill and wood treater in Cochrane, Alberta, late in 2023. West Fraser is a company that is built by the strength of our employees and our operations in every one of our communities. Decisions to curtail operations are very difficult, and we recognize the impact those decisions have on our employees and those communities. All of these decisions improve our company for the long term and align with our strategy to be the premier, low-cost, sustainable, renewable wood products building manufacturer and a key supplier to our customers. Ultimately, we believe the actions we are taking will continue to support attractive long-term value creation for our shareholders.
As one of the world's leading producers of renewable wood-based building products, we contend that West Fraser offers many advantages. We offer financial resilience through a portfolio that is both product and geographically diverse. We do this by providing a wide range of home and building construction products across multiple markets in two continents and with operations in four countries, helping us weather cyclicality while creating a solid platform to serve our customers. We serve markets with attractive long-term fundamentals. Although housing affordability remains challenging, the upward momentum in mortgage rates that we experienced much of last year has shown signs of easing. Furthermore, home builder incentives have provided some resiliency to new single-family home construction demand. As well, we serve repair and remodeling. These markets remain below recent peaks, which we believe reflects some pull-forward of demand during the pandemic, as well as below-trend existing home sales.
That said, repair and remodeling spending is forecast to stabilize in the near term as industry experts project the relative health of consumers to remain resilient. The next slide shows the difficulty which net new lumber supply can be brought to market. Over the last 8 years or so, net North American supply additions have been essentially nil. When you contrast such supply growth constraints with expected growth in demand for wood products, it becomes increasingly evident that medium- to longer-term fundamentals should be attractive for West Fraser in the years ahead. We have a track record of disciplined and balanced capital allocation. Over the last 8+ years, we have generated over $9 billion of cash from operations.
Of this, we have invested nearly $3 billion back into the business, made acquisitions worth more than $800 million, and returned $4.6 billion to shareholders through buybacks and dividends. Even as 2023 and early 2024 were challenging markets for wood building products, we have been diligent and maintained strong liquidity and a robust balance sheet. Having exited Q1 2024 with nearly $1.8 billion in available liquidity, we continue to be positioned well to invest in our company and take advantage of opportunities that may come our way. You should expect us to continue to be balanced and diligent in our approach to capital allocation and balance sheet management going forward. West Fraser has the scope, scale, and expertise to unlock future growth opportunities.
While we expect to grow into new products and regions to best serve our customers, our long-held values and proven strategy remain at the forefront of what we do, and so we will continue to invest in our company when and where it makes economic and strategic sense. An example of this approach is our investment strategy, illustrated with Henderson, Texas, that we expect to complete in the first half of 2025. This is a $255 million brownfield mill modernization, where we will deploy the latest technology to improve safety, drive better value, and lower costs. We expect this investment will drive considerable EBITDA growth and attractive returns through the cycle as we leverage the current mill's local ecosystem to help us reduce execution risk.
We are well positioned to benefit from strong sustainability fundamentals, and in particular, the role of forest products as a natural solution to climate change. Sustainability principles guide our activities on the land base and inform these decisions we make in operating our business. This includes our commitment to materially reduce our greenhouse gas emissions by 2030 through our SBTi-validated GHG emission reduction targets. These targets extend across our operation and to our contractors and suppliers. We are committed to the highest expectations and standards for business ethics with our suppliers, customers, and people. Over the past year, we have added to that guidance through the adoption of a supply chain and human rights policy and a supplier code of conduct.
These policies increase the dialogue to look across our value chain, to hold our suppliers to a standard that reflects our values and commitment to business ethics and human rights. One of our long-held corporate goals is sharing a responsibility for the communities where we operate. This includes our commitment to build meaningful relations with Indigenous nations and seek to find opportunities to work together for economic prosperity and community well-being. Our recently announced agreement with the Lake Babine Nation, one that sees us combining our tenure volumes around the core territory of the nation into a single woodland license to be held by the nation, is an example of what we are trying to achieve....
The agreement empowers the Lake Babine to manage the forest and conduct forestry in keeping with their stewardship priorities and contribute to the nation's prosperity, while also providing a measure of fiber security for West Fraser. As we continue to advance on our Progressive Aboriginal Relations certification, we work with over 100 Indigenous governments, communities, and organizations on relationships that contribute to economic prosperity, community well-being, and resilience. And finally, we have an attractive track record of creating shareholder value, driven by our culture, our values, and our operating philosophy. These actions have positioned us to create superior long-term value for our shareholders, and we have delivered an annualized total shareholder return of approximately 10% since 2006.
As we move through 2024, although lumber markets remain difficult and near-term uncertainties exist, we are confident in the company's geographic and product diversity, which, combined with the right strategy, people, assets, and financial flexibility, will allow us to thrive as we embrace the many challenges and opportunities that lie ahead. It is important to recognize how fortunate all of us at West Fraser are with the gift and the responsibility we were given by Pat, Bill, Sam, and Pete, and the 12 founding employees. In the beginning, our company was blessed with the right values, culture, and strategy. Values that embrace a combination of humility, competitive spirit, and determination. A culture where our heartbeat is the word team. That, along with a unique character, where the more difficult the challenge, the tougher the test, the more you see and feel the West Fraser spirit.
In closing, there's so many people that, I, I'd like to thank, you know, many in this room, retirees, our board, Hank, all of our employees, all of our business partners. But today, here in Quesnel, on behalf of all of our employees, I'd like to thank Bill Ketcham . Thank you, Hank. That concludes my comments.
Thank you, Sean. Now I ask that shareholders or duly appointed proxy holders who would like to ask a question to raise their hands and identify themselves, or to type their question in the instant messaging feature of the virtual interface if they're joining us via the webcast. We'll answer as many questions as time permits. We'll now give attendees a moment to ask or type in their questions. Okay, as we've received no further questions, on behalf of the board and management, thank you to our shareholders, executives, and directors for participating in this meeting. With that, Lumi, we can now end the meeting.