Bio-Rad Laboratories, Inc. (BIO)
NYSE: BIO · Real-Time Price · USD
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Apr 24, 2026, 4:00 PM EDT - Market closed
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AGM 2020

Apr 28, 2020

Operator

Hello, and welcome to the annual meeting of stockholders of Bio-Rad Laboratories. Please note that today's meeting is being recorded. During the meeting, we'll have a question-and-answer session. You can submit questions or comments at any time by clicking on the message icon. It is now my pleasure to turn today's meeting over to Norman Schwartz. Mr. Schwartz, the floor is yours.

Norman Schwartz
Chairman, Bio-Rad Laboratories

Good afternoon. I'm Norman Schwartz. I'm pleased to welcome all of you to our virtual 2020 annual meeting of stockholders. We're holding the annual meeting of stockholders this year as a virtual-only meeting due to the COVID-19 pandemic, the resulting government decrees around in-person gatherings, and in the best interests of public health. This is our 53rd annual meeting as a public company, having gone public in 1966, and it is our first virtual annual meeting, which we're able to conduct today through the wonders of modern technology. I will preside as Chairman of the meeting, and Tim Ernst, Secretary of the company, will act as secretary of the meeting. Joining us by phone are members of the board of directors, including Melinda Litherland, Jeffrey Edwards, Arnie Pinkston, Greg Hinckley, and Alice Schwartz.

Each of the members brings a good background and a wealth of experience and have collectively been very helpful as we continue to build. I would also like to recognize a few key members of the executive management team that are also here with me today, including Ron Hutton, Treasurer, Tim Ernst, General Counsel, Ilan Daskal, Chief Financial Officer, Andy Last, Chief Operating Officer, and Catherine Elder, Associate General Counsel. So before moving on to the formal business of today's meeting, please note that, as described in the company's proxy statement, the holders of proxies solicited by the board of directors for this meeting are Tim Ernst and Catherine Elder. So we will now conduct the formal business portion of the meeting.

I'll remind you that if you want to ask a question, please submit it on the virtual annual meeting website by clicking on the red dot messages icon at the top of the web page. We'll answer the questions about the proposals to be voted on today after the three proposals have been presented, and then we will answer other more general questions once the formal business portion of the meeting has concluded. The polls for all matters are open. All Bio-Rad stockholders entitled to vote at this meeting have the ability to do so online.

If you are a stockholder entitled to vote and have not yet voted, or if you want to change your previously cast vote, please do so on the virtual annual meeting website by clicking on the link with the heading "Cast Your Vote." Please remember that if you have already voted by proxy or via telephone or the internet prior to the meeting, it's not necessary to vote again. After voting has been completed on all matters on the agenda, we will close the polls, and the inspector of elections will provide his preliminary report. So on to the formal business portion of the meeting. First, I confirm that we have an affidavit signed by Computershare stating that the company's annual report, notice of the meeting, and proxy statement were first mailed on April 1st, 2020.

Second, Ron Hutton has been appointed as inspector of elections for all matters requiring a stockholder vote at this meeting. Ron has a list of all stockholders who are entitled to vote at this meeting. Ron, can you fill us in on this?

Ron Hutton
Treasurer, Bio-Rad Laboratories

The list shows that 24,840,915 shares of Class A common stock and 5,084,421 shares of Class B common stock were outstanding as of March 2nd, 2020, which is the record date for this meeting. With almost 90% of the combined A and B shares submitted, we have determined that there are sufficient shares to represent a quorum to conduct business to be brought before the meeting.

Norman Schwartz
Chairman, Bio-Rad Laboratories

Thank you, Ron. As stated in the notice of the meeting, there are three proposals to be voted on today. First, the election of directors: Melinda Litherland and Arnold Pinkston, each of whom has been nominated to serve as a director elected by the holders of the Class A shares voting as a single class, and Jeffrey Edwards, Gregory Hinckley, Alice Schwartz, and Norman Schwartz, each of whom has been nominated to serve as a director elected by the holders of the Class B shares voting as a single class. Second is ratification of the appointment of KPMG as the company's independent auditors for fiscal year ended December 31st, 2020. A representative of KPMG has joined us today by telephone and is available to answer appropriate questions directed to them by stockholders. Third, it is an advisory vote to approve executive compensation.

And lastly, we'll transact such other business as may properly come before the annual meeting or any postponement or adjournments thereof. The details on the proposals were provided in the company's Proxy statement. So let me just pause here for a moment to see if there are any questions from stockholders regarding any of these proposals. Okay. Seeing no questions and no additional votes coming in on the web portal, I would declare the polls now closed. So Ron, maybe you could report on the initial results of the vote.

Ron Hutton
Treasurer, Bio-Rad Laboratories

These results are preliminary, and the final results of the balloting will appear in the company's current report on Form 8-K within four business days of this meeting. With respect to proposal number one, the election of directors, Melinda Litherland and Arnold Pinkston, each of whom has been nominated to serve as a director elected by the holders of the Class A shares voting as a single class, has each received the affirmative vote of over 96% of the votes cast, and Jeffrey Edwards, Gregory Hinckley, Alice Schwartz, and Norman Schwartz, each of whom has been nominated to serve as a director elected by the holders of the Class B shares voting as a single class, has each received the affirmative vote of over 99% of the votes cast.

Proposal number two, relating to the ratification of the appointment of KPMG as independent auditors, has received over 99% of the voting power of the holders of the Class A and Class B shares present or represented at this meeting and entitled to vote on the proposal. Proposal number three, relating to an advisory vote to approve executive compensation, has received over 97% of the voting power of the holders of the Class A and Class B shares present or represented at this meeting and entitled to vote on the proposal.

Norman Schwartz
Chairman, Bio-Rad Laboratories

Okay. So on behalf of the board, I certainly want to thank all of you for your continued vote of confidence. That actually concludes the formal business for the meeting, and the formal part of the meeting is now adjourned. So this format is not really conducive to the usual kinds of product displays and presentations we normally have at our classic annual meeting, but I thought I might take a few minutes to close out 2019 and let you know where we stand today. Again, it's a reminder that questions can be submitted on the web portal by clicking on the red dot messages icon. So as I look back on 2019, which I would say seems so long ago now, it was another year of progress in many ways. Just to capture some of the thoughts, sales exceeded $2.3 billion. Operating income reached almost 10% of sales.

I think for me, it's also worth noting that much of the investments of the last several years in systems and organization are largely behind us, and we look forward to realizing the benefits of these investments. And certainly, on the new product front, and very important for us, there was good progress both on the life science side and the diagnostic side of our business in terms of new products. So again, I think another good year of progress. So I think what's probably of equal interest to you is to know how we're navigating the current coronavirus pandemic. As we manage through this challenging period, we're focused really in three key areas. First, the ongoing safety of our employees. Second, continuing manufacturing operations to ensure product supply and support of our customers. And third, making sure we continue to make progress on our core strategies.

We'll be able to share more details on our performance during our quarterly earnings call in a week's time, but for now, we can tell you that a number of Bio-Rad products are very much front and center in the fight against COVID-19, helping to identify and manage infected individuals. This includes several of our core PCR products used in the diagnosis of patients, as well as controls to assure the correct identification of the COVID-19 virus. Complementing this is our advanced Droplet Digital PCR system, which has been shown to be an even more sensitive platform in detecting infection, allowing clinicians to reduce false negative results, and then last week, we added another important tool to our arsenal. As we noted in a recent press release, this latest offering is a blood-based immunoassay to determine a person's immune status.

The product was developed and launched in record time and has extremely good sensitivity and is highly specific for the SARS-CoV-2 virus. This should be and prove valuable for profiling the population and supporting the world's efforts to bring COVID-19 under control and returning people to work. Again, we'll talk more about this and our outlook for the year on our quarterly call on May 6th. Okay. So I see that there are no further questions that have come in on the portal. So I think that's about it. I certainly thank you for your interest in Bio-Rad and look forward to maybe next year having a real annual meeting and for some of you speaking to you further on the 6th of May. Thank you very much.

Operator

This concludes the meeting. You may now disconnect.

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