M/I Homes, Inc. (MHO)
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Apr 28, 2026, 4:00 PM EDT - Market closed
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AGM 2022

May 12, 2022

Operator

Hello, and welcome to the annual meeting of shareholders of M/I Homes. 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 Robert H. Schottenstein, Chairman, Chief Executive Officer, and President of M/I Homes. The floor is yours.

Robert Schottenstein
Chairman, CEO, and President, M/I Homes

Thank you. Good morning, and welcome to the 2022 annual meeting of the shareholders of M/I Homes. My name is Bob Schottenstein, and I am the President, CEO, and Chairman of the Board. As we previously disclosed, due to the public health impact of the COVID-19 pandemic and to support the health and well-being of our shareholders, stakeholders, employees, and community, we are continuing to still hold our annual meeting in a primarily virtually only format. We do, however, appreciate you joining us today and hope that you are all healthy and safe. I would now like to take a moment to introduce the other directors of our company. Phil Creek, who is also an Executive Vice President and our Chief Financial Officer, Friedl Böhm, Bill Carter, Michael Glimcher, Lisa Ingram, Nancy Kramer, Norman Traeger, and Kumi Walker.

Before we make our presentation concerning our 2021 fiscal year, we're going to take care of the formal part of this meeting. Therefore, the meeting will now come to order. I would like to ask our Chief Legal Officer, Susan Krohne, who is also Secretary of the company and who will act as Secretary of this meeting, to run the formal part of the meeting and to report on the notice for this meeting. Susan.

Susan Krohne
Chief Legal Officer and Secretary, M/I Homes

Thank you, Bob, and good morning, everyone. First, if you have not done so already, please take a moment to familiarize yourself with the rules of conduct for this annual meeting, which are posted on the meeting center screen. On April 8 of this year, written notice of this meeting, our annual report, a proxy statement, and a proxy card were mailed to all shareholders of record at the close of business on March 17th 2022, the record date for this meeting. The tabulation of today's votes will be conducted by Tammy Marshall of Computershare, the company's registrar and transfer agent, who will act as inspector of elections for this annual meeting. In addition to counting the votes, Ms. Marshall will also determine the number of votes which are present in person or by proxy.

Ms. Marshall has made available on the meeting center screen a list of shareholders of record certified as of the record date. This list will remain open for inspection by shareholders until the close of the meeting. A copy of the proxy statement and annual report are also available on the meeting center screen. If you join this virtual meeting as a shareholder and you have already submitted a proxy, you do not need to vote during the meeting. If, however, you have joined the meeting as a shareholder and wish to vote during the meeting, you may do so by clicking on the Cast Your Vote link that is located on the left side of the meeting center screen and voting any time before we declare the polls closed. The polls are now open, and we will close the polls immediately following the consideration of the last matter to be voted upon at this meeting. I now ask Ms. Marshall to report on the number of votes entitled to be cast at this meeting.

Tammy Marshall
Vote Tabulator and Inspector of Elections, Computershare

Thank you, Ms. Secretary. As of the record date, there were 28,324,783 common shares outstanding and votes eligible to be cast at this annual meeting. Of such amount, 25,683,521 shares are present in person or by properly executed proxy. As a result, a quorum exists for this meeting.

Susan Krohne
Chief Legal Officer and Secretary, M/I Homes

Thank you. There are four matters to be considered at this annual meeting. First, the election of three directors for terms expiring in 2025. Second, an advisory resolution to approve the compensation of the company's named executive officers, known as Say-on-Pay. Third, a proposal to approve an amendment to the M/I Homes, Inc. 2018 Long-Term Incentive Plan, including an increase in the number of shares available for issuance under the plan and an amendment to the vesting period applicable to awards to non-employee directors. Fourth, a proposal to ratify the appointment of Deloitte & Touche as the company's accounting firm for 2022. Please note that shareholders will have the opportunity to ask questions regarding each matter being voted upon at this meeting when such matter is addressed.

In addition, shareholders will have the opportunity to ask general questions about the company following our presentation regarding our 2021 fiscal year. To ask a question, shareholders should click on the dialogue icon in the upper right corner of the meeting center screen. With respect to the first matter, the three nominees for election as directors are Friedl Böhm, William Carter, and Robert Schottenstein. Subject to our majority voting policy described in the proxy statement, a plurality of the votes of the outstanding common shares is required to elect each nominee. May I have a motion with respect to the election of directors?

Ann Marie Hunker
Shareholder, Private Investor

My name is Ann Marie Hunker, and I am a shareholder of the company. I move for the adoption of the following resolution. Resolve that Friedl Böhm, William Carter, and Robert Schottenstein be elected to serve as directors of M/I Homes until the 2025 annual meeting of shareholders and until their successors are duly elected and qualified, or until their earlier resignation, removal from office, or death.

Scott Turner
Shareholder, Private Investor

My name is Scott Turner, and I'm a shareholder of the company. I second the motion. Thank you. Are there any questions regarding this matter? We will now turn to the second matter, which is the approval on an advisory basis of the compensation of the company's named executive officers. The affirmative vote of the majority of the outstanding common shares is required to approve this proposal. May I have a motion with respect to this matter?

Ann Marie Hunker
Shareholder, Private Investor

I move for the adoption of the following resolution: Resolved that the shareholders approve, on an advisory basis, the compensation of the company's named executive officers as disclosed in the proxy statement.

Scott Turner
Shareholder, Private Investor

I second the motion. Thank you. Are there any questions regarding this matter? Thank you. We will now turn to the third matter, which is the approval of an amendment to the company's 2018 Long-Term Incentive Plan, including an increase in the number of shares available for issuance under the plan and an amendment to the vesting period applicable to awards to non-employee directors. A copy of the plan, as proposed to be amended, was attached to the proxy statement as Appendix A. The affirmative vote of a majority of the outstanding common shares is required to approve this proposal. May I have a motion with respect to this matter?

Ann Marie Hunker
Shareholder, Private Investor

I move for the adoption of the following resolution: Resolved that the amendment to the company's 2018 Long-Term Incentive Plan, including an increase in the number of shares available for issuance under the plan and amendment to the vesting period applicable to awards to non-employee directors, as described in the proxy statement, is approved on behalf of the company.

Scott Turner
Shareholder, Private Investor

I second the motion. Thank you. Is there any discussion of this matter? We will now turn to the fourth matter, which is the ratification of the appointment of Deloitte & Touche as the company's accounting firm for 2022. The affirmative vote of a majority of the outstanding common shares is required to ratify the appointment. May I have a motion with respect to this matter?

Ann Marie Hunker
Shareholder, Private Investor

I move for the adoption of the following resolution: Resolved that the appointment of Deloitte & Touche as M/I Homes' accounting firm for 2022 is ratified on behalf of the company.

Scott Turner
Shareholder, Private Investor

I second that motion. Thank you. Are there any questions regarding this matter? At this time, I now ask those shareholders who intend to vote during the meeting and have not already done so to complete the submission of their votes on the meeting center screen. At this time, I declare the polls closed. Ms. Marshall, will you please report?

Tammy Marshall
Vote Tabulator and Inspector of Elections, Computershare

Yes. Thank you, Ms. Secretary and Mr. Chairman. I hereby report that Friedl Böhm, William Carter, and Robert Schottenstein have been elected to the company's board of directors. The compensation of the company's named executive officers has been approved by the shareholders. The proposal to approve an amendment to the company's 2018 Long-Term Incentive Plan, including an increase in the number of shares available for issuance under the plan and an amendment to the vesting period applicable to awards to non-employee directors, has been approved. The ratification of the appointment of Deloitte & Touche as the company's accounting firm for 2022 has been approved.

Susan Krohne
Chief Legal Officer and Secretary, M/I Homes

Thank you, Ms. Marshall. The certificate of the Inspector of Elections will be included in the records of the meeting. The formal part of this meeting is concluded, and we will now proceed with our presentation regarding our 2021 fiscal year. First, because of the Private Securities Litigation Reform Act, I have to tell you that certain of the matters which we are about to discuss regarding, among other things, the company's future performance and our expectations for the future, constitute forward-looking statements that are dependent on certain risks and uncertainties. Any forward-looking statements are not guarantees of future performance, and actual results may differ materially as a result of the risk factors described in the company's annual report on Form 10-K for the fiscal year ended December 31st 2021. Thank you.

Robert Schottenstein
Chairman, CEO, and President, M/I Homes

Thank you very much, Susan. We'll take a few minutes to talk to you about our company and our 2021 results. If you could go to the first slide, please. This slide illustrates our geographic footprint today, and we operate in 16 of what we consider to be the best housing markets in the United States. We have tremendous operating momentum throughout our geographic footprint, and we're very excited about where we're located. I should note that last year, we announced opening in Nashville, Tennessee, and it is depicted here on the plan, and we will be officially opening for sale in Nashville, hopefully late this year with our operation going at full speed early next year. Very exciting time for the company. The next slide illustrates our performance in calendar year 2021.

By any measure, it was the best year in our company's history. Just an extraordinary year, shattering almost every conceivable record. Record closings of 8,638 homes, record revenue of $3.7 billion, record pretax income increasing 64% over the previous record of, it was at 2020, income level of $509 million, increasing our earnings per share by 61%, ending the year with our balance sheet in the best shape in company history. Our sales of just over 9,000 homes reflect a 4% decrease over 2020, obviously not a record. It's important to note that throughout calendar year 2021, we were limiting our sales in nearly all of our communities in order to manage our deliveries.

But for that limitation, we clearly would have had another record year of sales. That reduction in sales is by no means a reflection of the strong demand for new homes that we saw throughout the year. We finished the year with a very strong backlog, 10% better than it was at the end of calendar year 2020. Our mortgage and title operation had a tremendous year, and we posted very strong quality and service scores. Going to the next slide. Here you see our performance over the last five years in four different categories. The upper left, which shows closings or homes delivered.

You can see over the five-year period, closing growth very significant, almost 70% growth over the five years from 2017 to 2021, where we closed just over 5,000 homes to 2021, where, as I said before, we closed over 8,600 homes. The upper right, reflecting our revenue growth, nearly doubling over the five year period to over $3.7 billion in revenue in 2021. Moving to the bottom left, pretax income growing by more than 400% over the five year period from $120 million pretax in 2017 to $509 million in 2021. Finally, that income growth reflecting itself in the very significant more than doubling of our net worth or shareholders' equity over the five year period. Moving to the next slide.

I just wanted to highlight a metric that we think is very significant, and that is our return on equity. You can see the very stunning growth here as well over the last five years. Our ROE of 27% in 2021 was one of the highest amongst all public builders, and we're very proud of our returns. Then, as we move forward and just a word about 2022, we're off and running. Q1 just ended a little over a month ago. Very strong Q1 continued operating momentum. Clearly concerned about interest rate rising, clearly concerned about inflation and commodity prices, clearly concerned about construction challenges.

In the face of all that, we had a tremendous Q1 , posting many Q1 records, including income up 11%, record revenue, record backlog units, and again, ending the quarter with very strong balance sheet, our net worth up 26%. Finally, as we look ahead, we have tremendous optimism about our business. We feel very good about the demand for new homes. While it has softened ever so slightly in the face of rising rates, demand still remains quite strong across our footprint. Our communities and the locations of our communities and the broad product capabilities that we have put us in a position to once again have a very strong year. We continue to focus on affordability.

Our most affordable line of homes, which we internally call our Smart Series, now accounts for almost 50% of our sales, slightly more than 45%. That's up significantly over the last few years. It will probably level off at about that percentage. It's a very, very important part of our business, particularly with rising prices and rising rates. The focus on affordability has served us well and will continue to. We are poised this year to open a record number of new communities and are excited about that. We think we're in an excellent position with that community count growth to continue to gain market share across our footprint while improving profitability and returns. As we look ahead, we're very excited about our business, and we look forward to reporting again next year. Thank you for joining us.

Operator

This concludes the meeting, and you may now disconnect.

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