Tyson Foods, Inc. (TSN)
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AGM 2021

Feb 11, 2021

Speaker 1

Good morning, everybody. I'm John, Chairman of Tyson Foods, want to welcome you to the fifty eighth Annual Meeting of Shareholders of Tyson. It's ten a. M. Central Time on February 11, and the meeting is now called to order.

Despite not having the opportunity to see each of you in person, I'm thankful and we're thankful for your virtual attendance today. This year, we celebrate Tyson's eighty sixth anniversary. Throughout our history, Tyson has faced its shares of ups and downs. Tough times are nothing new for us. And this past year, we did as we've always done when facing tough times.

We pulled together as a team dedicated to each other, our faith and families, our farmers and growers, our communities, and our work to take care of you, our customers, and our consumers. As people's lives suddenly changed across the nation and the world, Tyson team members stepped forward to meet the responsibility of continuing to provide food for our consumers, families, and communities. We are thankful for our team members and our communities that work together and continue to work together with us during this time of ambiguity and uncertainty. Whether to ensure that products were available to consumers at open retailers or food service locations or keeping school lunch programs full or donating food to our communities through the different food banks, Tyson is there to make a difference. It is unquestionable that the pandemic created a world which not one of us had ever experienced.

The dedication of our team members during this remarkable time demonstrates a commitment to our core values that we all share. And we continue to see the quick action, steadfast dedication, and unwavering commitment of our team members to each other. But we have also seen the struggles of our team members as they deal with normal day to day issues in an external environment where normal was no longer available. We did our best to adapt quickly, adjust smartly, and create maximum flexibility so our team members could feel safe while keeping our plants running when our nation needed them the most. Finding ways to overcome these challenges is a responsibility that is at the heart of our core values and the foundation to our success.

It is who we are. We may not always get it right, but we do our best to learn quickly, correct course, move forward as best as we can. We learn, we solve, and we grow together. As a company of nearly 140,000 diverse team members, social and racial justice is important to us. We must, at all times, amplify who we are, who we represent, and what we stand for as part of our core values because that is who we are as a company and as a team.

Indeed, these core values are reflected in Tyson Foods being ranked number one on Fortune's list of the world's most admired companies in the food production category over multiple years. Likewise, Tyson ranked number two among Fortune 100 companies in the Religious Equity, Diversity, and Inclusion Index. And Tyson Foods was also recognized by the Religious Freedom and Business Foundation for addressing the importance of all faiths in the lives of our team members. While these awards are welcomed indications that the world is taking notice of the good work and the right things we are doing, the true measure of who we are can be seen in how we've worked together during the year that passed and how we continue to strive each day, each week, each month to meet the responsibility to produce safe, healthy, affordable, and sustainable food to feed the world. I am truly thankful to be part of our great team.

In a moment, you'll hear more about the company's performance from Stuart, our CFO, as well as Dean, our CEO. Now we begin with the business portion of the meeting. The bylaws of the company specify that the chairman and the secretary of the company are the chairman and secretary of the annual meeting. Chair recognizes the company's Secretary, Amy Tu, who will report on the preparations for this meeting. Amy, welcome to your first meeting.

Speaker 2

Thank you, Mr. Chairman. Mr. Chairman, all shareholders were sent a notice of annual meeting and proxy on or about 12/23/2020, which is evidenced by an affidavit from our mail agent, Broadridge Financial Solutions. As required by Delaware law, the certified list of shareholders as of the record date of 12/14/2020, is available for inspection on the virtual meeting website, virtualshareholdermeeting.com/tsn2020one.

Those who might wish to overrule their previous proxy cards or to vote if they have not already voted may do so using the voting feature of the virtual meeting website. The bylaws of the company also provide for a proxy committee of one or more persons designated by the board of directors. The board of directors has appointed John H. Tyson and Kevin McNamara as members of the proxy committee. Mister chairman, I am reporting at the direction of the proxy committee that of the total possible shares of 364,803,094 as of 12/14/2020, a clear majority of the shares were voted and represent a quorum at this meeting.

Speaker 1

Thank you, Amy. Based upon the report of the company's secretary, I hereby declare that this shareholders' meeting has been properly called and a quorum is present. I do ask that any questions from shareholders be submitted in writing using the question feature of the virtual meeting Web site. We will respond to questions in writing, if relevant to meeting matters, within seven calendar days. The next item on the order of business is the election of your directors.

The nominees set forth in the proxy statement for the ensuing year are as follows. Les Balaj, Jordy Bannister, Dean Banks, Mike Beebe, Maria Claudia Boris, David Bronshak, Michael Durham, Jonathan Mariner, Kevin McNinara, Cheryl Miller, Jeff Schomberger, Robert Thurber, Barbara Tyson, Noel White, and myself, John Tyson. This slate of directors has been nominated as presented. Would the secretary please report the results of the vote regarding the election of your directors?

Speaker 2

Votes cast favoring the election of each nominee presented represented a clear majority of the votes cast.

Speaker 1

With a clear majority of the votes cast favoring the election of the nominees, I declare the slate of directors elected as nominated. The next item of business is a proposal to ratify the selection of PricewaterhouseCoopers LLP as the company's independent public accountant for the fiscal year ending 10/02/2021. Would the secretary please report the results of the vote regarding the ratification?

Speaker 2

Votes cast favoring ratification of selection of PricewaterhouseCoopers LLP as independent registered public accountant represented a clear majority of the votes cast.

Speaker 1

With a clear majority of the votes cast for ratification, I declare the selection of PricewaterhouseCoopers LLP as the company's independent registered public accountant ratified. The next item of business is the proposal to approve the amendment and restatement of the Tyson Foods Incorporated 2000 stock incentive plan as set forth in the proxy statement. Would the secretary please report the results of the vote regarding the proposal?

Speaker 2

Votes cast favoring the proposal represented a clear majority of the eligible votes.

Speaker 1

With a clear majority of the votes cast for the proposal, I declare that the proposal has been approved. The next item of business is the shareholder proposal regarding a report on human rights due diligence. The chair recognizes a representative of the proponent to present the proposal.

Speaker 3

My name is Magali Licoli, and I'm here to move the human rights due diligence proposal filed by the American Baptist Home Mission Society and 22 co filers. I represent Venzaremos, a worker based human rights organization in Arkansas that works to ensure the dignity of poultry workers. Having spoken directly with numerous Tyson workers at several of its plants in Arkansas, I have heard firsthand how Tyson is currently not protecting workers' human rights. During the pandemic, working conditions at Tyson plants have worsened drastically, threatening workers' lives and their livelihoods. At least thirty nine workers have died and over 12,000 workers have contacted COVID nineteen.

Tyson has failed to provide substantial basic leave and hazard pay, and its inhumane attendance policy punishes workers for missing work while sick, exposing healthy workers to infected coworkers, and fostering a vicious cycle of sickness. One Tyson worker told me he's currently unable to return to work due to the long term effects of COVID nineteen that he contracted at the plan. He, like many others, have been struggling to stay alive without pay. One will think that Tyson would provide workers who Tyson once called heroes with meaningful benefits and protections. However, Tyson has put profits before protecting workers' lives.

One worker stated to me, once we get injure injured worthless to the company, they see us as expendable, not as human beings. Workers need and deserve a significant improvement in paid, basic leave, and safe working conditions. It is unacceptable that workers must rely on community aid to survive while working for the most powerful US meat company. Tyson must adopt worker driven solutions with a complaint process that is legally enforceable to warranty workers' rights and dignity. We urge all shareholders to support such solutions by voting yes on the resolution.

Thank you.

Speaker 1

The board of directors statement with respect to this shareholder proposal is set forth in the proxy statement and speaks for itself. Would the secretary please report the results of the vote regarding this shareholder proposal?

Speaker 2

Votes cast favoring this shareholder proposal represented a minority of the votes cast. Votes cast against this shareholder proposal represented a clear majority of the votes cast.

Speaker 1

With a clear majority of the votes cast against this shareholder proposal, I declare that this shareholder proposal has been defeated. The next item of business is the shareholder proposal regarding share voting. The chair recognizes representative of the proponent to present the proposal.

Speaker 4

My name is George Huang, and I'm here to move to give each chair an equal vote proposal filed by the New York State Common Retirement Fund, An equal voice in our company's governance for the shareholders who own the most Tyson Foods stock is what the fund's shareholder proposal seeks at this time at the Tyson Foods annual meeting of shareholders. The class a shareholders, the majority of shareholders, have one vote per share, and the class b shareholders, the minority of shareholders, have 10 votes per share. Without equal voting rights, we have seen the majority of shareholders this past year unable to provide input, much less oversight over management and the board, resulting in entrenchment. This entrenchment has insulated our company from having to answer for its failure to quickly address the impacts of the COVID nineteen crisis. A failure to take all necessary actions to prioritize the well-being of employees, to act responsibly to employee concerns, and to build trust in the company's actions has not only led to COVID nineteen outbreaks and closures of Tyson plants, but has resulted in economic harm to our company and hurt investor confidence in the company.

The fund asks the Tyson board to consider working to give each share an equal vote. Thank you.

Speaker 1

The board of directors statement with respect to this shareholder proposal is set forth in the proxy statement and speaks for itself. Would the secretary please report the results of the vote regarding this shareholder proposal?

Speaker 2

Votes cast favoring the shareholder proposal represented a minority of the votes cast. Votes cast against this shareholder proposal represented a clear majority of the votes cast.

Speaker 1

With a clear majority of the votes cast against this shareholder proposal, I declare that this shareholder proposal has been defeated. The next item of business is a shareholder proposal regarding corporate lobbying. The chair recognizes a representative of the proponent to present the proposal.

Speaker 5

Mister chairman, members of the board of directors, and fellow shareholders, my name is Louis Malizia, and I'm proud to represent the international brotherhood of Teamsters, General Fund, and cosponsors Oxfam America in presenting for easily accessed and transparent disclosure of corporate lobbying expenditures. As long term investors, we demand sustainable best practices in Tyson Foods, corporate governance as well as its operation. A cornerstone sustainable good governance is accountability through transparency. Good governance extends to Tyson's corporate political activity. Tyson has spent over 15,400,000.0 on federal lobbying from 2010 through 2019.

We know this because of federal reporting standards, but what we don't know is what can lead to risks, and a of risk management is a central function of our board. We don't know what Tyson spends on state lobbying with disclosure being uneven or absent. We don't know about the memberships in and payments to politically active trade associations nor can we ascertain the amounts used by these associations for lobbying. Our company lags behind peer group companies such as Kraft Heinz, PepsiCo, and Mondelez who disclose this information to make it easily accessible. We are concerned that Tyson's lack of lobbying and trade association disclosure presents reputational risk.

Furthermore, Tyson states it's committed to protect food safety and workers' health and safety at the National Chicken Council, where Tyson serves on the board, lobbied to have the meat industry designated as an essential industry. While Tyson made headlines for COVID outbreaks in our plants, wrongful death lawsuit lawsuits over handling of health and safety practices related to the pandemic and incurred $540,000,000 in COVID related expenses. The council also lobbied the USDA to increase line processing speed that increased dangerous conditions for meat packing workers, the majority of which are people of color. Such lobbying can create misalignment in corporate priorities and confuse stakeholders. Tyson uses the global reporting for sustainability reporting yet currently fails to report any differences between a clause and positions in any stated policies, goals, or other public positions under DRI standard four fifteen.

Investigative journalists exposed how the recent check legal challenges to fair and free elections in Pennsylvania and other states and the assault on The US capital were funded by political organizations that received funding from the Republican Attorney General's Association who count blue chip companies as its donors. These companies likely never expected to see their names connected to these activities. These are the risks created when critical data is not measured because it is then not managed. Disclosure is the key to risk management, and Tyson shareholders agree. Approximately 60% of the independent shareholders voted for this proposal at the twenty twenty annual meeting.

Please vote for accountability and transparency. Vote for item six.

Speaker 1

The board of directors statement with respect to this shareholder proposal is set forth in the proxy statement and speaks for itself. Would the secretary please report the results of the vote regarding this shareholder proposal?

Speaker 2

Votes cast favoring this shareholder proposal represented a minority of the votes cast. Votes cast against this shareholder proposal represented a clear majority of the votes cast.

Speaker 1

With a clear majority of the votes cast against this shareholder proposal, I declare that this shareholder proposal has been defeated. That concludes the business portion of our meeting. Therefore, being no further business, I declare the business portion of our fifty eighth Annual Shareholders Meeting adjourned. Now let's hear from Stuart, who will discuss the company's financial performance. Stuart?

Speaker 6

Thank you, Mr. Chairman. Good morning. I'll begin with the required cautionary language stating that today's remarks include forward looking statements as defined in the Private Securities Litigation Reform Act of 1995. These statements reflect current views with respect to future events or performance that do not relate solely to historical periods.

These statements are subject to risks and uncertainties that could cause actual results to differ materially from our expectations and projections. I encourage you to go to ir.tyson.com for this morning's earnings release and 10 Q for a discussion of the risks that can affect our business. We assume no obligation to update any forward looking statements. I must also tell you that any references to earnings per share, operating income and operating margin are on an adjusted basis unless otherwise noted. Reconciliations to GAAP can be found in our earnings releases for the 2020 and the 2021.

Now let's get into the company's financial performance. It's been a few months since we reported our fiscal twenty twenty results. So to recap those revised numbers, earnings were $5.42 per share, sales were a record $42,400,000,000 Operating income was approximately $3,000,000,000 with a return on sales of 7.1. Operating cash flows for the year were just under $3,900,000,000 Capital expenditures were $1,200,000,000 as we invested to grow our business with additional production capacity. In fiscal twenty twenty one, we expect to spend slightly above this level as we finish the fresh chicken plant in Tennessee, continue construction on our new case ready fresh meats plant in Utah and invest in other growth initiatives.

At the 2020, net debt was $9,900,000,000 including cash of $1,400,000,000 We've continued to prioritize debt reduction in our capital allocation strategy. And in the fourth quarter last year, we paid off $700,000,000 of senior notes, primarily with cash generated in the quarter. At year end, our total liquidity was $3,200,000,000 And for the year, we repurchased approximately 2,500,000.0 shares for $2.00 $7,000,000 Continuing our dividend growth trend in November, the Board of Directors increased the annual dividend for fiscal twenty twenty one. It's currently expected to be $1.78 for Class A shares, which is a six percent increase over 2020. We're well into fiscal twenty twenty one and this morning we announced our first quarter results.

First quarter EPS was $1.94 up 28% from Q1 last year. Operating income was $1,000,000,000 up 24% over last year. Sales were down 3% to approximately $10,500,000,000 with return on sales of 9.5%. Sales volume was down with a 4.4% decrease. Tyson has the right ingredients.

Our countercyclical multi protein business model across brands, channels, categories and geographies puts us in a stable position as we orient our portfolio toward future growth. Our significant scale and portfolio allows us to meet consumer demand in an array of formats and geographic regions and brands that resonate with consumers. Our balance sheet, liquidity scale and portfolio of businesses differentiate Tyson from other food companies and position us for long term growth as we execute against our strategic plan with a constant focus on maximizing long term shareholder value. And now I'll turn it over to the President and CEO of Tyson Foods, Dean Banks. Thanks, Stuart, and good morning, everyone.

The last twelve months have certainly presented a host of challenges and learnings, but our team has shown great commitment and dedication in fulfilling our mission of delivering an accessible and affordable food supply to global consumers. The health

Speaker 7

and safety of our team members remains our highest priority. Not only has this manifested itself through increased investments in preventative safety measures and testing protocols, but also through the development of a broader culture of wellness which will help our team members lead overall healthier lives. Our partnership with Matrix Medical has enabled quick, data driven, and decisive actions to promote a culture of wellness, which includes the ongoing rollout of on-site medical clinics at our facilities. We've also hired a chief medical officer, a new but important role within our organization that will help the company execute on its culture of health, safety, and wellness. Fiscal twenty twenty was highlighted by strong sales and continued progress towards delivering our strategy for long term growth.

We will drive that growth through the delivery of superior value to consumers and customers, coupled with operational and financial excellence. We will continue to narrow our focus on driving fundamental performance improvements across our operations. For example, we are sharpening our focus on risk areas that impact our performance, including a more systematic approach to assessing potential material risks to our business, assessing when we can strategically retire risk, and working on ways to enhance our visibility across the enterprise so that we catch and correct problems early. Our core retail business and total Tyson retail sales continue to lead top branded food companies in volume growth. This now makes ten straight quarters of growth.

And we must capitalize on and continue to grow our iconic brands such as Jimmy Dean, Hillshire Farms, and Tyson by mastering and protecting what put us in these leading positions to begin with, all while driving superior product and category innovation that will support further growth upon these fundamentals. And to further complement our portfolio of protein, we must continue to extend our offerings in the alternative protein space. While we have great plant based products in our Raised and Rooted brand, which is now available in over 10,000 retail locations and growing partnerships with food service customers, we must continue to evolve our alternative offerings so we can lead in the spaces where our customers want us to go. And we must continue to expand these offerings to Tyson's markets throughout the world. As we have said, it is not a question of one or the other.

It's and, not or. There is room for all of these solutions in feeding the world and meeting the growing demand for high quality protein across brands, channels, categories, and substrates. We also continue to make strides in sustainable business practices in order to responsibly utilize the resources entrusted to us. We continue to enhance our sustainability initiatives, including verification of sustainable beef production practices on over 5,000,000 acres of US cattle grazing land. We're also very proud of our efforts to enhance the company's framework to promote equity, inclusion, and diversity in the workplace, including $5,000,000 in donations to organizations that are advancing the cause of lasting change.

We are proud of the diversity of our team members and of the communities where we live and work and of the local governments and municipalities that have helped us succeed. Tyson's success is only because of the great team that we have and the core values that we live by. Our team is passionate about what we do and the way we do it. And while we have many accomplishments to celebrate, we have more to achieve, not just this year, but for years to come. Today, Tyson is the world's leading protein company because of our foundational core values and financial and operational excellence over the last eighty six years.

And while we cannot rest on the successes of the past, they have positioned our team well for the future. But that future is not guaranteed. We must work diligently every day to ensure that our team succeeds in understanding and meeting the world's growing and evolving protein demands. I'd now like to turn it back to John for closing remarks.

Speaker 1

My thanks to the shareholders for attending our first virtual meeting today. We've got a great team. We've got a great company, and there is a lot to be excited about. The Annual Shareholders Meeting is adjourned. Everybody have a great week.

Everybody take care of themselves. Thank you all.

Speaker 2

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.

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