Lowe's Companies, Inc. (LOW)
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AGM 2017

Jun 2, 2017

Speaker 1

Ladies and gentlemen, the meeting is about to begin. Please take your seats. Before we begin, please note that the use of cameras or sound recording devices, except those used by Loews to provide a record of the proceedings, is prohibited. In addition, throughout this presentation, you will hear forward looking statements as defined in the Private Securities Litigation Reform Act of 1995. Management's expectations and opinions reflected in those statements are subject to risks, and the company can give no assurance that they will prove to be correct.

Actual results may differ materially from those expressed or implied. Those risks are described in the company's filings with the Securities and Exchange Commission. Also, during this presentation, management will be using certain non GAAP financial measures. You can find a reconciliation to the most directly comparable GAAP financial measures and other information about them posted on Loews Investor Relations website atwww.lowes.com/investor. And now please welcome Loews' Chairman, President and CEO, Mr.

Robert Nibloc.

Speaker 2

Good morning, and welcome to Loews 2017 shareholder meeting. We're glad that you could join us. And on behalf of Loews, thank you for your continued support and commitment. To begin this meeting, I'm pleased to announce that your Board of Directors approved a 17% increase in Loews quarterly dividend, increasing from $0.35 per share to $0.41 per share and is scheduled to be paid on August 9 this year. This increase is a result of the dedication and hard work of employees across the organization led by our executive management team who is here with us today.

Now I'd like to introduce your Board of Directors who are standing for election at today's meeting. Please hold your applause until all have been recognized. In addition to myself, in the front row are mister Raul Alvarez, Ms. Angela Brawley, Ms. Sandy Cochran, Mr.

Bob Johnson, Mr. Marshall Larson, Mr. Jim Morgan, Mr. Bert Scott and Mr. Eric Wiseman.

In addition, Ms. Lori Douglas is attending by phone because of an illness, and Mr. Rick Draling is attending by phone pending the arrival of a grandchild. Thank you. Now I'd like to introduce Brad Vineyard from the independent accounting firm of Deloitte and Touche.

Brad? He's available to answer your questions after the meeting. Sid Rodrigue, Senior Director of Broadridge, has been appointed Inspector of Election for this meeting, and Broadridge will assist with the tabulation of proxies and ballots. As your proxy cards indicated, Mr. McCanless and Mr.

Croom have been duly appointed as proxies for this meeting. At this time, I officially call the meeting to order. Mr. McCanless, please report on the mailing of the notice for this meeting, the presence of a quorum and other business we will consider today.

Speaker 3

Thank you, Robert. Notice of the annual meeting of shareholders of Loews Companies, Inc. Has been provided to shareholders of record as of March 24, 2017. The notice and accompanying proxy statement were mailed to shareholders beginning on April 21, 2017. And as of the record date, there were 858,000,000 60,755 shares of common stock outstanding, of which 763,467,211 shares are represented today either in person or by proxy.

Therefore, we have a quorum. As provided in the notice of the Annual Meeting of Shareholders, the purpose of this meeting is to address 6 items of business: 1st, elect 11 directors to a term of 1 year 2nd, approve on an advisory basis the compensation paid to the company's executive officers in fiscal 2016 3rd, vote on an advisory basis on the frequency of future advisory votes to approve the company's named executive officer compensation 4th, ratify the appointment of Deloitte and Touche as the company's independent registered public accounting firm for fiscal 2017 5th, consider and vote on the shareholder proposal if properly presented and 6, transact such other business as may properly come before the annual meeting or any adjournment or postponement thereof. With regards to the 5th item of business, to consider and vote upon the shareholder proposal regarding the feasibility of setting renewable energy sourcing targets, Richard Green on behalf of David Brook will now have 3 minutes to present the proposal. Mr. Green?

Speaker 4

Good morning, Mr. Kniblock and officers and board members and fellow shareholders both in the room and in the webinar connection, my name is Rich Green, and I'm pleased to introduce the resolution as proxy for David Brook. We are both shareholders. I have worked as a chemical engineer and a high school chemistry teacher. Here is the Brook resolution.

Result, shareholders request that Loews produce a report assessing the climate benefits and feasibility of adopting enterprise wide quantitative time bound targets for increasing Loews renewable energy sourcing and or production. The report should be produced at a reasonable cost and a reasonable time frame and omitting proprietary and confidential information. This proposal does not prescribe matters of operational or financial management. What is renewable energy? And why is it so important for Loews to research its use?

There are 2 types of energy sources that we currently use, nonrenewable and renewable. Oil, coal, natural gas and nuclear power are nonrenewable energy sources. Wind, solar, geothermal and hydro power are all renewable energy resources since the sun makes a lot of energy. The beauty of renewable energy resources is that they are constantly being renewed by the sun. So renewable energy resources are available for free to those who can tap into their availability and they produce no pollution or emissions when operating.

There's some preaching in this talk and I'm going to omit all the preaching. I'm just going to ask. And and I know that I cannot convince anybody who denies climate change. I can't do that because your worldview is your worldview, and I can't change that. So I'm going to skip a few pages here.

This this proposal was was challenged, and it went to the Securities and Exchange Commission and they said that it's different enough. So that's why it's here. Loews has done a good job at cost reduction projects. They were all cost justified, but it has not used renewable energy sources or production yet. Home Depot has signed a contract to purchase windmill power, which is generated in McAllen, Texas, which is right near the Gulf.

You know where that is down in Brownsville. And the wind really blows. And so they've got turbines there. And so they're going to purchase 50,000,000 Megawatts of electricity as a contract purchase, which is about 20% of the energy of that wind farm. I encourage you to support the resolution.

It's asking for a study to be published. And it's not asking specifically for anything, just the study. Now 2 days ago, Exxon had a stockholders meeting where a bigger resolution was approved because Exxon has been a glorious hypocrite. They have built their their their unloading docks on the basis of global warming. They've built their drilling platforms to survive the more rigorous storms.

They know it. They've known it for 50 years, but they still lobby Congress to deny, which is irrelevant. Sorry.

Speaker 5

So please consider the use of renewable energy. I learned today that if you put solar energy into the

Speaker 4

I learned today that if you put solar panels on a store, that's only 15% of what that store needs. I didn't know that. Now I do. But you can buy it and you can develop it. There's a lot of marginal farmland within 100 miles.

And the solution will be different in different parts of the country. And but I I would like to state that global warming is is real. It's going to hurt our grandchildren unless we fix it, whether our president agrees or not. Thank you very much.

Speaker 3

Thank you, Mr. Green. After careful consideration of the proposal and is more fully set forth in Lowe's proxy statement, the Board recommended voting against this proposal. Robert, that completes our shareholder proposals, and I return the meeting to you.

Speaker 2

Okay. Thank you, Bill. I now declare the polls open for voting. The proxies have already delivered their ballots to the Inspector of Election. If you have already delivered a proxy, it is not necessary to vote in person unless you wish to change your vote.

Anyone who desires to vote in person should raise your hand and we will provide you with a ballot. Since I do not see any hands raised, I now declare that all votes have been cast, I declare that the poll is to be closed. Sid, are you prepared to deliver your report? I've received the report from the voting inspector. And based upon the vote of shareholders, let me note that all nominees to the Board of Directors are elected.

The compensation paid to the company's executive officers has been approved. The frequency of future advisory votes to approved named executive officer compensation has been set at 1 year. Deloitte and Touche is ratified as the company's independent public accountant and the shareholder proposal did not pass. Please note that the final voting results will be filed with the SEC within 4 business days. That concludes the business portion of the meeting.

I will now provide insights into our progress and performance over the past year. Lowe's had a strong performance in 2016. Our sales exceeded $65,000,000,000 a 10.1% increase over 2015, and we delivered comparable sales growth of 4.2%. We leveraged our sales growth to deliver an increase in adjusted diluted earnings per share of 21 point 3% to a company record $3.99 The company paid $1,100,000,000 in dividends for the year, while also repurchasing $3,500,000,000 under our share repurchase program. 2 years after being named America's number 1 retailer in appliances and a year after being ranked number 1 in J.

D. Power's customer satisfaction ranking for appliance retailers, we retained the top spot in both rankings in 2016. The Charlotte Business Journal identified us as the 2nd most valuable brand in the state of North Carolina. YouGov put us on their list of the top buzz brands and Tennant named us one of the most powerful retail brands in the country. In addition to brand recognition, we won awards from the Boys and Girls Club of America for corporate philanthropy, from the American Red Cross for corporate preparedness and from the Department of Defense for corporate support of the military and veterans.

Orchard Supply Hardware expanded into Florida. While internationally, we finalized our acquisition of Canadian home improvement retailer, RONA, to accelerate our growth north of the border where Loews Canada continued a 4 year trend of outstanding comp performance. As we integrate Rona into the Loews family, that acquisition gives us a scale we've never had before in Canada and now provides us with access to customers in every province. A commitment to putting the customer at the center of all we do has enabled us to create the growth and success we saw in 2016 and allowed shareholders to enjoy benefits like today's dividend increase. Our 2016 performance is a byproduct of our purpose, our values and the customer centric, service minded and principles based culture that we defined at this meeting last year.

By focusing on what matters most to customers and investing in the skills and capabilities required to meet their needs, we're creating opportunities for continued growth in customer reach, traffic and ticket and ultimately financial performance. Our November acquisition of Central Wholesalers and our recently announced definitive agreement to acquire maintenance supply headquarters, 2 of the nation's leading distributors of maintenance, repair and operations products for the multifamily housing industry, enables us to deepen and broaden our relationship with pro customers to better serve their needs while also increasing our presence in major metro markets. Investments in customer experience, including the rollout of our project specialist interior program to every store in the U. S. And upgrades to lowes.comandlowesforpros.com have already yielded results.

We saw tremendous growth from our in home sales channel, up 25% over last year, from online sales, up 20% and from contact center sales, up 15%. As we continue to focus on enhancing our digital and in home capabilities, we see opportunities in other areas to leverage technology to create a differentiated customer experience. In a world where customer expectations are changing rapidly, we understand that we have to identify the things that are most important to customers and go to market quickly with solutions that meet their needs. From personalized digital marketing to greater inventory visibility to online scheduling, we're committed to understanding those needs and delivering solutions to make Lowe's their preferred partner for any home improvement project. But our role as partner doesn't stop at assisting with projects.

Understanding the needs of the community and committing resources to meet those needs is just important to us because it ensures that we're living our purpose and creating value far beyond our financial results. By continuing to rally our company behind the idea that we exist to help people love where they live, we empower our employees to better serve customers, better serve each other and better serve the communities where we live and work, which delivers better financial results for shareholders. From our partnerships with national organizations like Habitat for Humanity and the Boys and Girls Clubs of America, which serve thousands of families across the country to local relationships built through our Give Back Time initiative, which has created more than 2,000,000 paid volunteer hours for employees to give back in a variety of ways, we're able to help people revitalize neighborhoods, build futures and strengthen their communities. And through the Loews Toolbox for Education, we're able to support public education with grants for school improvement projects and technology upgrades. These efforts stem from the belief that service to the community is service to the customer and that being service minded is the key to being customer centric and making principles based decisions that best serve customers, our employees and the Lowe's brand.

Our journey of transformational change from single channel to omni channel, from a company with a purpose to a company driven by purpose continues. And as we make progress in those areas, as we build the culture that will carry us in the future, as we evolve to meet the constantly changing needs of customers, we commit to being focused on what matters most. We commit to investing where we have the greatest impact, and we commit to delivering results that demonstrate growth. That concludes the update portion of this meeting. I'll now open the meeting up to questions from shareholders.

If you have a question, please step to the microphone and state your name and the organization for which you are a proxy if you're here on their behalf. Please limit your questions to no more than 2 minutes and hold follow-up questions to give other shareholders an opportunity to be heard. The floor is now open for questions.

Speaker 4

Hello. I'm Rich Green again.

Speaker 5

Yep.

Speaker 3

Green.

Speaker 4

I would ask that when the sustainability people do their study, they are studying according to the the the, company literature, would that that they would include a carbon tax. The government could well, and many governments, put a tax on carbon. So my question is, how high would the carbon fee carbon tax have to be before fossil fuel avoidance is becomes a cost benefit project so then Loews could do it because Loews only does cost benefit projects. They don't do anything to reduce nonrenewable energy. And

Speaker 2

thank you. All right. Thank you for your comment, Mr. Green. Okay.

I would like to express, since I don't see any other anyone else approaching the microphone for questions, I would like to express my appreciation for your continued support and commitment and also for attending this year's meeting. Thanks also to shareholders who submitted their proxies but were unable to attend today's meeting. This meeting is now adjourned. Thank you.

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