Corning Incorporated (GLW)
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AGM 2020

Apr 30, 2020

Speaker 1

And gentlemen, thank you for joining Corning's Annual Meeting of Shareholders. Please welcome Corning's Chairman of the Board and Chief Executive Officer, Wendell Weeks.

Speaker 2

Good morning, and welcome to Corning Incorporated's 2020 Annual Meeting of Shareholders. I am Wendell Weeks' Chairman of the Board of Directors and Chief Executive Officer. With me here today are Linda Jolly, Vice President and Secretary of the Corporation and Louis Stevenson, our Chief Legal and Administrative Officer. Thank you for joining us today. In light of the ongoing public health crisis caused by the coronavirus pandemic, we're holding a virtual meeting this year.

I look forward to next year when I trust we will be back together in person for our meeting. I'll say more about the current situation in my remarks following our formal business. As is our custom, we will conduct the business portion of the meeting first and answer your questions at the end. You may submit questions now through the VSM platform. While we may not have time to answer every question, we will address any unanswered questions on our Investor Relations website after the meeting.

In keeping with the digital approach to this year's meeting, it is now shortly after 11 am Eastern Standard Time on April 30, and this meeting is officially called to order. Now I'd like to introduce the other members of the Board at today's meeting. Mr. Donald Blair, Retired Executive Vice President and Chief Financial Officer of Nike Mr. Leslie Brunn, Chairman and Chief Executive Officer of SAR Group Doctor.

Stephanie Burns, Retired Chairman, President and Chief Executive Officer of Dow Corning Corporation Mr. John Canning, Chairman of Madison Dearborn Partners. After 10 years of service, Mr. Canning is retiring from the Board today and will not be standing for reelection. We are grateful to John for his service.

Our Lead Director, Mr. Richard Clark, Retired Chairman, Chief Executive Officer and President of Merck Mr. Robert Cummings, Retired Vice Chairman of Investment Banking at JPMorgan Ms. Deborah Henretta, Retired Group President of Global E Business at Procter and Gamble Company Doctor. Daniel Huntenlocher, Dean of MIT's Stephen A.

Schwarzman College of Computing Mr. Curt Landgraf, President of Washington College Mr. Kevin Martin, Vice President, U. S. Public Policy at Facebook Doctor.

Deborah Rehman, Retired Executive Chairman of MetaMarkets Group Mr. Hansel Tookes, Retired Chairman and Chief Executive Officer of Raytheon Aircraft and Doctor. Mark Wrighton, Professor and Chancellor Emeritus at Washington University in St. Louis. We're also joined today by representatives of PricewaterhouseCoopers, our independent public accounting firm.

And finally, the company has appointed Broadridge Financial Services to act as Inspector of Election. Ms. Linda Pascadlo has taken the oath of Inspector of Election and will be tabulating the vote for today's meeting. After the formal meeting is adjourned, I'll make some brief remarks about how your company is doing and then we'll have time for a few quick questions. Just to note, any votes cast during today's meeting will not be included in this morning's preliminary vote totals, but they will be included in the official vote reflected in Corning's SEC filing.

And now I'll ask Ms. Jolly to report on our quorum and other matters.

Speaker 3

The Board of Directors fixed March 2, 2020 as the record date for this meeting. The shareholder list shows that as of the record date, there were 762,000,000 620,093 shares of common stock outstanding and entitled to vote at this meeting. A list of shareholders is available for inspection on the web portal. The Inspector of Election has determined that 662,512,852 shares outstanding and entitled to vote are represented in person or by proxy at this meeting. This is 86.9% of the shares entitled to vote and represents a quorum for purposes of this meeting.

This meeting is being held pursuant to the notice of meeting and proxy statement filed with the Securities and Exchange Commission on March 20, 2020, as supplemental.

Speaker 2

Thank you. Now I will present the matters to be voted upon. Please note that we will give shareholders an opportunity to comment on the proposals after all proposals have been presented. The proposals will be presented in the order outlined in the proxy statement. Proposal 1 is the election of 13 directors nominees to a 1 year term.

Proposal 2 is the advisory vote to approve the compensation of our executive officers as described in the proxy statement. It is a non binding vote, although the compensation committee and the Board will certainly take the results of the vote into account when making future compensation decisions. Proposal 3 is the ratification of the audit committee's appointment of PricewaterhouseCoopers as Corning's independent registered public accounting firm for 2020. Now if any shareholder would like to make a comment regarding any of the proposals, please submit your comment through the web portal. Or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there.

Shareholders who have sent in proxies or voted by telephone or Internet and do not want to change their vote, do not need to take any further action. Now that everyone has had the opportunity to vote, I declare the polls for Corning Incorporated 2020 Annual Meeting of Shareholders are closed. Ms. Jolly, do we have the preliminary voting results?

Speaker 3

We do. We've been informed by the Inspector of Election that the preliminary vote report shows the 13 director nominees have been duly elected, the compensation of the named executive officers has been approved by advisory vote and the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for 2020 has been ratified. We will report the final vote results in a Form 8 ks to be filed with the SEC in the next few days. Thank

Speaker 2

you. There being no further business to come before the meeting, Corning Incorporated's 2020 Annual Meeting of Shareholders is now adjourned. That concludes the formal part of the meeting. Now I'd like to talk to you about how your company is doing. My remarks today will include some forward looking statements and our actual results may differ materially.

Our shift to a virtual venue for today's annual meeting reflects how much we're all adapting to the current challenges as a result of COVID-nineteen. In another departure from past practice, I'm not going to spend our time today reviewing prior year performance. I recently shared your company's 2019 financial performance details and results in my annual letter. And we're proud of all we've accomplished last year, which marked the successful completion of our strategy and capital allocation framework. Now, let's focus on the here and now by looking at where we stand today.

Earlier this week, we reported Q1 2020 results. Sales were $2,500,000,000 net income was $177,000,000 and EPS was $0.20 We accomplished much of what we set out to do in the quarter despite the evolving health crisis and its impact on the global economy. I'm so proud of the way our organization has lived our values throughout these unprecedented times. Even in periods of uncertainty, we are certain that we'll protect and support our employees and our communities. We'll deliver for our customers and we'll preserve our financial strength to sustain excellent stewardship on behalf of all our stakeholders.

Your company has been facing this human health crisis head on since day 1. We were put to the test in Wuhan and Greater China as the pandemic began. Our core teams at our factories gave their all. They kept our people safe and delivered on customer commitments. Our experience at the start of the outbreak informed the blueprint deployed in all of our facilities as the virus spread across the globe.

All Corning sites maintain comprehensive preparedness plans and are operating under our best practices playbook. From China to South Korea, Italy, India, the U. S, the challenges are unique in each location, but our actions have been compassionate, systematic and based on facts and experience. And we've also been dedicated to our communities. We're partnering on Unity campaigns with local business owners, medical professionals, food banks and other human services organizations, supporting vital human services at the local and regional level.

From upstate New York to India, we're supporting efforts to secure food supplies for people undergoing lockdowns and other disruptions. In New York, North Carolina, New Jersey and Virginia, we donated 150,000 surgical masks to regional hospitals. In New York, we stepped forward with pharmaceutical glass packaging to meet surge capacity, and we're accelerating the commercialization of VALOR to assist in developing vaccines and other treatments. In Italy, we coordinated the donation of laboratory supplies to mitigate the impact on medical supply networks. And in China, we supported the production of antiviral sprays with our advanced flow reactors.

We also donated Corning Guardian Antimicrobial Particles for an antiviral paint, which was specially produced and deployed for frontline hospital use in the Wuhan area. We are now working with regulatory agencies to seek approval for other applications and other geographies. Corning is in this critical human health fight. We're doing our best to make a difference wherever we are with what we have to contribute. In total, I hope these actions render self evident Corning's commitment to our people and to our communities.

This same resolve applies to our customer commitments. We've maintained our operational excellence throughout the crisis, and we continue to meet or exceed customer expectations in this difficult operating environment. While we don't know how deep the economic slowdown will be or how long it will last, Corning is financially strong and we're going to come out of it even stronger and ready to return to growth. We've adjusted our operating plan to reduce cost and capital spending. We have essentially no debt due over the next 2 years.

We ended the Q1 with $2,000,000,000 of cash. We expect to maintain a strong cash balance and generate positive free cash flow for the year. And we plan to maintain our current dividend. We also have a very strong balance sheet built for times like these with a debt structure that is conservative by design and relatively unique. Today, our average debt maturity is about 25 years, the longest in the S and P 500.

Over the next 2 years, we have under $70,000,000 coming due. Less than half of our total debt is due within the next 20 years. And during this time, there is no single year with debt repayments over $500,000,000 We are committed to preserving the financial strength of the company to sustain excellent stewardship on behalf of all of our stakeholders. Today, we are ideally positioned to capitalize on our growth opportunities as we fulfill Corning's mission to improve lives through innovation. Our long term growth drivers remain intact.

We believe our products and technologies across our market access platforms are more relevant than ever. And as we recently announced, we're centering operations around our market access platforms, positioning Corning to become even more relevant in our markets. In fact, some of the secular trends could accelerate. A world with physical distancing and remote work requires expanded network capacity and sophisticated communication solutions. Reduced fine particulate pollution appears to be helpful for reducing infection rates.

Drug discovery and safe widespread delivery of moving us steadily forward as we pursue our next 169 years of life changing innovation. We've also established a new leadership position that will drive operational excellence and appointed Eric Musser, President and Chief Operating Officer. Eric is a Corning veteran with a strong track record for leadership and execution. So I hope that by now it's clear why I've focused our time today on the work we've been doing over the past few months. We've been busy.

And in these unprecedented times, our commitment to all of Corning stakeholders should be unmistakable in all we do to counter uncertainty and power through adversity. I'd like to close on that thought. Our people are dedicated. Our capabilities are more relevant than ever. And our company is strong and built to last regardless of the duration of the current crisis.

We are all deeply committed to the success of this institution and working every day to maintain the trust of our shareholders. This mission is reflected in our values. Thank you for your partnership on our journey to bring life changing innovations and products to the world. Now we would like to open things up for shareholder questions and comments. Please note, we will attempt to answer as many questions as time allows, but only questions that are germane to the meeting will be addressed.

Any questions that we do not get to will be addressed on the company website. Louis, have we received any shareholder questions?

Speaker 4

Yes, Mr. Chairman, we have. The first question is, would Corning consider making future meetings available through a webcast such as this for those shareholders who cannot attend the meeting in person?

Speaker 2

I think that's an excellent question and an excellent idea. We will give that due consideration.

Speaker 4

Thank you. 2nd question. Will you please say a few words about the recently announced management changes as well as any new products coming in the near future?

Speaker 2

So let's start with the organization. So what had happened to us over the past 4 years under our strategy and capital allocation framework is we've applied our 3 core technologies in our 4 manufacturing and engineering platforms to all 5 of our market access platforms. In so doing, we now have a number of successes. And that has led us to take the next step in our organizational journey to organize around those market access platforms to serve our customers better and generate even broader outlets for our innovation platform. And that's what's behind the organization structure around the 5 market access platforms.

As we did that, we also brought up a new generation of senior leaders to help steer us in the coming decades. Then because of our increasing size and complexity, we felt it was important to establish a new position to ensure operational excellence across the company. That led us to appoint Eric Musser as President and Chief Operating Officer. Given his strong track record of delivery, we fully anticipate this will raise our game in all of our different operations and lead to even greater success. And that's what's behind our organizational thinking at this time.

You also ask about new products for the future. Well, that's something that's on our mind every day. And it's too long a list to really go through here. But let me take the opportunity just to point to us shifting some of our resources towards the pressing problems of today. You heard me mention valor for pharmaceutical packaging.

As we look to the COVID-nineteen challenge, perhaps the most important thing for society at large is the successful development of a COVID-nineteen vaccine. Assuming success on this, that needs pharmaceutical packaging And that new generation of vaccines deserves a new generation of advanced pharmaceutical packaging. We believe VALOR is exactly the right choice. It not only makes those vaccines safer, but it will also increase the productivity of production in a time when every hour will count, every dose will count, and we're going to need to be able to provide billions of treatments of doses for folks all around the world to make us all safe. You see us doing similar things with CorningGuardian technology, which is a powerful antiviral that is safe for humans.

And what we're doing with that is using that to do new surface treatments that will kill the SARS CoV-two virus when it is on surfaces, therefore helping reduce the potential infection burden on people. So those are 2 small examples that I would give of a longer list. You can expect us to apply our capabilities to help solve the most pressing problems of the moment and in the future.

Speaker 4

Great. Thank you. One more question. Mr. Chairman, the Carpenter Union Pension Fund with combined assets of $70,000,000,000 have a collective ownership position of 318,420 shares of Warning stock.

As long term shareholders, we appreciate the efforts of the company to address the difficulties faced by employees, customers and other important stakeholders during the COVID-nineteen pandemic. It is interesting to see the company's new operating structure designed to position the company to innovate and grow through the high independence to customer needs. Have there been corresponding changes in the area of executive compensation designed to drive successful implementation and execution of the new market access platforms alignment? Thank you, Mr. Chairman.

Speaker 2

Thank you for the excellent question. The short answer is yes. As we develop the new strategy and growth framework, we've also changed our approach to compensation and goal setting such that it provides a large degree of incentive for those market access platforms to realize their growth potential while still preserving the institution for the good of all of our stakeholders. So that concludes the Q and A portion of the meeting. Thank you again for making time to join us today.

On behalf of Corning Incorporated, I wish you and yours good health and safety. Thank you.

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