WD-40 Company (WDFC)
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AGM 2019

Dec 10, 2019

Speaker 1

Good afternoon. How is everyone? Excellent. I'm Linda Lang, WD-forty Company's Non Executive Board Chair, and I'm very happy to welcome you to the Annual Meeting of Stockholders. As many of you know, this is my last meeting as a Director of WD-forty.

Maybe I'll be back in the audience next year, who knows, and I'll ask some really tough questions, but no, I'd be nice. But let me take a moment to thank my fellow board members for their support, for their dedication and for their guidance in helping the company achieve its success. For those of you who own the stock, you're well aware of the tremendous value that has been added over the last several years, the last several decades actually. I'd also like to congratulate my friend Gary, who will be taking over as Chairman. I have no doubt that he will be an outstanding leader in the Boardroom just as he is an outstanding leader outside the boardroom.

Congratulations, Gary, and thank you for allowing me. Of course, the success would not be possible without the passion and commitment of each and every Tribe member across the globe. It's been a great pleasure getting to know many of you. I will miss being part of this organization, but I leave the company in great hands and have confidence that you will achieve the lofty goals that you have set. Thank you.

Okay. So before I introduce the current members of our Board of Directors, I'd like to welcome Trevor Mychajluk. Where is Trevor? There he is, Trevor. Trevor is an additional nominee for election to the Board at today's meeting.

And Trevor has served as Executive Vice President and Chief Financial Officer of Sempra Energy since 2018. Prior to that, he served as SVP, Controller and Chief Accounting Officer at Sempra from 2014 until 2018. He has extensive senior management experience with Fortune 500 Companies that offers the Board valuable judgment and management perspective. Welcome, Trevor. It's great to have you.

Daniel Carter, there's Dan, served as Executive Vice President and Chief Financial Officer of BevMo. It's actually BevMo! So should I say BevMo Inc. From 2009 until 2016. He is the Chair of our Audit Committee.

Melissa Claassen is Vice President, Finance, Emerging Markets for the Adidas Group and she is here. She is located in Dubai. She is the Chair of our Finance Committee. Eric Etchart, there is Eric. Eric served as Senior Vice President of the Manitowoc Company from 2007 until his retirement in January 20 16, and he is the Chair of our Corporate Governance Committee.

David Pendarvis, David is the Chief Administrative Officer and General Counsel of ResMed Inc. Daniel Pittard is the former CEO and Board Member of Rubio's Restaurants Inc. Gregory Sanford is President and Chief Executive Officer of Tractor Supply Company. He is the Chair of our Compensation Committee. Another new member of the Board is Anne Sanders, sorry.

And Anne was elected to our Board in March 2019 and she is the former U. S. President of nakedwines.com. Neoshamalie? Neil was President and Chief Operating Officer of Sempra Energy from 2006 until his retirement in 2011.

And of course, Gary Ridge, you all know, is the Chief Executive Officer of the WD-forty Company. I'd also like to introduce Sarah Heiser from PricewaterhouseCoopers. Sarah, the company's auditors. She will be available to answer questions during the Q and A session of the meeting. For the business matters to be conducted here today, I will act as Chairman of this meeting.

Rich Clampett, our General Counsel and Corporate Secretary will act as Secretary of the meeting. We will now officially start the meeting by confirming that proper notice of the meeting has been given and that we have a quorum.

Speaker 2

Thank you. I'm pleased to announce that proper notice of the meeting has been given and that at least 12,400,000 shares are represented in person or by proxy constituting a quorum.

Speaker 1

Excellent. Thank you. Thank you. I now call this meeting to order. Following my opening remarks, Gary Ridge, the company's CEO, will discuss the strategic outlook for our company and then take questions from the audience.

Following these presentations, we will introduce 3 matters to be acted upon by stockholder vote at today's meeting. The 3 matters for consideration are the election of directors, an advisory vote to approve executive compensation, and the ratification of the selection of our independent auditors. If there is anyone present that has not had an opportunity to vote or who wishes to change their vote, you may execute a ballot at the registration table at this time. Anyone want to vote or change your vote? No.

Okay. The Board of Directors of WD-forty Company is dedicated to providing its collective knowledge, experience and guidance under the highest corporate governance standards to ensure we continue to build an enduring company. As Board Chair, it is my pleasure to introduce our Chief Executive Officer, Gary Ridge, who will share with you an update on the company and where the company is headed in 2020 with its strategic initiative. Gary?

Speaker 3

Thank you. I'm grateful and privileged to stand here this afternoon and represent the 500 plus members of the WD-forty tribe that are operating in 14 locations in a 176 countries around the world. It is true that the sun never sets on the blue and yellow brand with a little red top. What I'd love to do is give you a background to our strategic drivers and the things that will take us forward. I would refer you though to our forward looking statement.

I'm not going to read it, but it is on the webcast and I'd ask you to refer to that when looking at the information I'm sharing today. I also would like to thank Linda for the great partnership she's formed with us over the last 15 years. It's been a delight to have her as our Board Chair. She was always there when I needed her and was that voice of wisdom and calmness and in times when you just the best board members you have are the ones you can call at 4:30 on a Friday afternoon and say, I just have something I want to chat about, will you listen to me? And Linda was a great listener in that.

So thank you so much, Linda. Our culture is the backbone of our organization. Aristotle said in 384 BC, pleasure in the job puts perfection in the work. And we see our job as leaders here at WD-forty two is to create the environment that is important to people who come to work every day, make a contribution to something bigger than themselves, learn something new, feel safe, are protected and given freedom by our values and go home happy. And every other year we measure our employee engagement.

Our employee engagement is 93.3%. As a matter of interest, the average of employee engagement in the United States is around 30%. So one of the biggest competitive advantages we have and I share it with our people every day is those that work in competitive companies, 70% of them hate their jobs. So we truly do have a great advantage. One of the measures that I really love is the one that 99 percent of people say they love to tell people at WD-forty that they work here.

And also that 96% of people actually trust their coach or their boss, which is really important. Our purpose is very clear. Most organizations know what they do, some know how they do it, not many know why they do what they do. Our purpose is very simple. We exist to create positive lasting memories by solving problems in factories, homes and workshops of the world.

And we do that by creating positive lasting memories and being a learning and teaching culture that and our people live their values every day. What we do is make these fabulous products that solve the problems and everybody gets to touch what we do through our wide distribution. Our values are the core of our business. Our values are there to set people free. Our values are hierarchical.

So you cannot cherry pick which one you want for this for a particular situation. And number 1 value is we value doing the right thing. And number 2 value is we value creating positive memories in all of our relationships. And how does that work? It works in new product development where we can ask ourselves, how will this new delivery system create a positive lasting memory.

It works as we deal with our customers. It works as we deal with our vendors. So our values are the backbone of our organization. They set people free on a daily basis. I wrote this in our annual shareholder letter 2 years ago.

Our job is to create an environment where our tribe members wake up each day inspired to go to work, feel safe while they are there and return home at the end of the day fulfilled by the work they do, feeling they've learned something new and contributed to something bigger than themselves. This is the future, the world that we envision. And if we take care of this world, our people, they will take care of our customers and our customers will take care of our shareholders. And it's really truly part of our business. Our business.

The core of our business is the blue and yellow brand with a little red top. Alongside it is our flanker brand of WD-forty Specialist. Our other brands include well known brands like 3 in 1 Oil, our WD-forty bike and GT85 and then a small selection of household products that are mainly sold in United States, some in Australia and some in the UK. Our growth will come from continuing to have multiple trade channel distribution across a global infrastructure. We don't just sell our products in 1 trade channel, we sell in 63 different trade channels, as I said, across 176 countries around the world.

Our distribution is different from others. Most people have a brand that's made up of a number of products that sold within one trade channel. We turned that funnel upside down. So we truly want to make our product easy to buy. And easy to buy means available in many places and in some stores in many locations.

The great thing about our end users is the variety of our end users. From there, what we call our novice end users, the guy sitting on his patio on a Saturday afternoon drinking his beer, using about $0.40 worth of WD-forty multi use product a year. So the guy who's earning his living, whether it be in San Diego or London or Shanghai or Sydney, make repairing a motor vehicle who could use up to $70 worth of WD-forty a year. Our lifestyle products like 3 in-one, our new range of 3 in 1 RV products that are helping RV and camper people campers keep their equipment in good condition. And then WD-forty Specialist, the line of product developed, especially for those heavy end users.

Our strategic initiatives are very clear. We believe that people with goals succeed because they know where we're going and we know where we're going. Our number one strategic driver is to make the blue and yellow can with a little red top available to more people in more places and have them use them more often. WD-forty Specialist is the flanker brand to help us strengthen our brand on the shelves. We're going to continue to strengthen our product ranges through things like 3 in 1, our bike product range and some of our home and care and cleaning products.

We want to attract, retain and develop outstanding tribe members. And we want to continue to focus on our strategic goal of effective and increasing our effectiveness around our organization. Things like improving our delivery systems, things like upgrading our IT systems, things like raising our digital IQ. So the geography of the world is great. 1 of our shareholders I was speaking to said, I know, I think everybody has a can of WD-forty.

I said, I'm glad that we know millions that don't. So today, someone in China will wake up for the very first time and meet the blue and yellow can with a little red top. In fact, since we opened our subsidiary in Mainland China 14 years ago, it's grown to be the 2nd largest consumption market of WD-forty in the world. 65% of WD-forty's revenues now come from countries outside of the United States. 20 years ago, 90% of our revenues came from 1 country, the United States.

So it's truly been our goal to take this to the world. And we have a long way to go, whether it be Vietnam, India, China, Indonesia, Mexico, many countries around the world in Sub Saharan Africa where we can see a lot of growth into the future. So every day we get up to do that. But geographic expansion is one of our key and has been the key driver of our growth. Our program that we call premiumization, we've had the last few years have made our product easy to buy from going from the original classic can, which is a can with a little red tube attached to the side to our smart straw to soon to be our next generation smart straw to things like easy reach.

That mechanic that's up under the car trying to loosen that rusted bolt behind an exhaust pipe is delighted that he can save time now and money by being able to get that magic product, that magic solution right where he needs it, when he needs it. Our next generation Smart Straw is truly exciting. Not only will it bring a toolbox friendly locking device, but it will also be improving the overall functionality of our smart Straw delivery system. And we'll be rolling this out initially in Canada later this year and then through other countries around the world both with what we call Smart Straw 2, which is the locking device and Smart Straw 1.5, which is an improvement on our current Smart Straw. Why is this important to us?

$50,000,000 of our growth over the next few years will come from increasing the penetration of Smart Straw globally. Currently, we're at about 41% of our total volume carry the Smart Straw delivery system. Our goal is to take that to 60% by 2025. That's an immediate $50,000,000 worth of increased revenue, very important part of our global growth strategy. And here's what it looks like.

We're going to go from where we are today to my favorite saying, probably wrong and roughly right, dollars 700,000,000 worth of revenue by 2025. It's going to be the core being the growth of our blue and yellow can to $530,000,000 about $100,000,000 of our specialist product. We've taken specialists from 0 to about $35,000,000 in 5 years. And then the base, the rest of our product in the gray there is all of the other brands that we have. You might say this is a lofty goal.

It is. We expect to grow our Americas business between 2% 4% a year, our EMEA business between 8% 10% a year and our Asia Pacific business between 10% 12% a year to get to that goal. Is it achievable? Well, let's look back. What have we done in past 10 years?

We've actually grown our American business in constant currency at 4% over that period of time, a compounded annual growth. We've grown our European business by about 8% and our Asia Pacific business by 12%. That's the past history. So what we need to do is just repeat the past, continue on that long term growth, to play the infinite game, not the finite game. The infinite game, not the finite game.

Our business model is pretty simple. It's based on what we call the fifty-thirty-twenty five model. We want to achieve a gross margin of 55% or more. We want to operate our business at somewhere around 30% of revenue and get our EBITDA to 25%. Everybody in the organization is rewarded on EBITDA.

So it's a strange line to what we need to do to achieve the results we need to achieve. Our actuals last year were 50five-thirty four-twenty 1. We see upside in our gross margin as we go forward and as we grow revenue we'll see the 34 start to reduce. But we're really focused on the 25. So will it be exactly 55, 30, 25?

No. But it will be something that will get us close to 25. Is there upside in margin? Maybe. Will we get to the 30?

Not sure. But will we get to the 25? Yes. Our capital allocation, we're a capital light organization. I often say when we visit shareholders, we generate a lot of cash and we have nothing to do with it.

So if it's okay with you, we're going to give it back to you. And that's what we continue to do. So our capital allocation is really looking at what our long term capital needs are, making the right investments. We've invested a little heavier in the last few years in some of our capital and infrastructure. This new building, a new building that we opened in Milton Keynes only a few weeks ago.

Significant investment in our Smart Straw next generation to bring that new delivery system to market, to install machinery, to be able to install it on our cans in a quick and fast way. And then we have a goal of returning around 50% of our net earnings in dividends and the balance we return to our shareholders by way of share buyback. And if anybody's read the news today, our Board of Directors this morning announced an increase of 9.8% in our dividend payout. That's the 10th year 10th consecutive year of our dividend increase. And we continue to buy our stock back as we've done over the past many years to the value of about $145,000,000 Final thoughts.

So these are the things that we think about a lot. Where do we at? We need to be focused. We truly need to be focused on making sure we live our values and we enrich and continue to grow our culture that we keep an eye on employee engagement that we keep a steady path of growing our core product and our strategic initiatives that are going to get us to where we want to go. We want to continue to grow specialist, innovate our delivery systems to support our brands, maintain our gross margin, manage our cost of business and protect the power of the shield with rigorous regulatory attention around the world.

Where are our biggest risks? Our biggest risk is not continuing to live our values, not continuing to enrich our culture. It's losing focus. It's being overwhelmed by the scope and breadth of our business. It's not managing our compensation.

We're a pay for performance organization. It's not being deliberate and focused in what we do. It's maybe a temptation to do what we call diversifying. A lot of people talk about diversification. We want to look at it.

We don't want to diversify. If we no one will be disappointed if we get to the probably wrong and roughly right 700,000,000 revenue and 25 percent EBITDA by 2025. We need to make sure that we don't get hypnotized by that new shiny penny that is going to take our resources and deploy them in the wrong ways. And we have to ensure that we manage the global volatility, uncertainty, ambiguity that goes on, which is really what makes our business fun. If all this wasn't going on around us every day, it wouldn't be the fun that it should be.

Continue to be curious and ask questions. So I'm going to end there because I'm going to ask questions. I'm going to have questions after Linda's finished her part. But that's an overview of who we are and what we do and where we're going into the future. And I personally thank you for your support.

But more importantly, I thank all of our tribe members because it's they that make it happen. And without them, we would be nothing. So thank you very much.

Speaker 1

Thank you, Gary. He makes it look so easy, right? And it really isn't. I know that you will attest to that, but he really guides by the values. So that guides your behavior and that keeps the company doing the right thing.

He understands the customers, the management team and all of you understand who your customers are. You understand what your opportunities are and you understand what the pitfalls and risks are. And so that keeps the company moving in the direction and achieving the results that have been achieved. And I know they'll continue. So it's very, very impressive.

It's just been such, as I said, a pleasure to be part of the organization. So back to the meeting. There are 3 matters to be voted upon at today's meeting as presented in the proxy statement delivered to stockholders with the notice of annual meeting. Would the Secretary please confirm that the stockholders have voted to approve the matters included on the ballot?

Speaker 2

The first matter is the election of directors. I am pleased to report that all of the nominees have received sufficient votes to be elected to serve as directors until their successors are elected and qualified. With respect to the advisory vote to approve executive compensation, I'm pleased to announce that at least 10,000,000 shares have been voted to approve executive compensation. The last matter presented for stockholder approval is a ratification of the Audit Committee's selection of PricewaterhouseCoopers LLP as the company's independent accountants for the next fiscal year. A representative of PricewaterhouseCoopers is present and has been offered the opportunity to make a statement and can respond to appropriate questions.

Hearing none, I'm pleased to announce that at least 11,800,000 shares were voted in favor of ratification of the selection of PricewaterhouseCoopers LLP as the company's independent accountants for the current fiscal year.

Speaker 1

Excellent. Congratulations to all the directors. That concludes the formal business portion of our meeting. I'd like to thank all of our stockholders for their continued support. We'd also like to thank our webcast audience for joining us for the 2019 Annual Stockholder Meeting.

This will also conclude our webcast for the annual meeting. Now, Gary will be pleased to answer your questions. Thank you.

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