WD-40 Company (WDFC)
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AGM 2017

Dec 12, 2017

Speaker 1

Good afternoon, ladies and gentlemen. I'm Linda Lang, the company's non executive Board Chair. I'm very happy to welcome you to the Annual Meeting of Stockholders. I became a member of the WD-forty Board in 2004 and it's been an honor and a privilege to serve along side my fellow Board members and to partner with this outstanding management team. I previously served as Chairman and CEO of Jack in the Box right here in San Diego from 2,005 until my retirement in 2014.

Before calling the meeting to order, I'd like to introduce the other Director nominees who are here with us today. So would each nominee please stand as I call your name. Peter Buellie served as Senior Vice President, General Counsel and Corporate Secretary of The Clorox Company from 1998 to 2,005. He is the Chair of our Corporate Governance Committee. Daniel Carter served as the Executive Vice President and Chief Financial Officer of BevMo from 2,009 until June 2016, and he is the President, CEO and Board Member of Rubio's Restaurant Inc.

Gregory Sanford is President and Chief Executive Officer of Tractor Supply Company, and he is the Chair of our Compensation Committee. Neel Shmali was President and Chief Operating Officer of Sempra Energy from 2006 until his retirement in 2011. And Gary Ridge is the President and CEO of the W-forty Company. I'd also like to introduce Sarah and Adam from PricewaterhouseCoopers, the company's auditors, and they will be available to answer questions during the Q and A session of this 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 report that proper notice of the meeting has been given and that at least 12,800,000 shares are represented in person or proxy constituting a quorum.

Speaker 1

Thank you, Rich. I now call this meeting to order. Following my opening remarks, Gary Ridge will discuss WD-forty's strategic outlook and then take questions from the audience. Following these presentations, we will introduce the 5 matters to be acted upon by stockholder vote at today's meeting. The 5 matters for consideration are the election of directors, an advisory vote to approve executive compensation, an advisory vote on the frequency of future advisory votes on executive compensation, approval of the WD-forty Company 2017 performance incentive compensation plan and the ratification of the election of our independent auditors.

The Board of Directors of W240 Company is dedicated to providing its collective knowledge, experience and guidance under the highest corporate governance standards to ensure that we continue to build an enduring company. As Board Chair, it is my pleasure to introduce our President and CEO, Gary Ridge. Gary?

Speaker 3

How delightful to welcome you here to our new teepee. Thank you for those that have come to see our new home. We wore the other one out. It took us 44 years. So we thought it was time to move.

And to our webcast audience that are out there listening to us today, welcome. I know we have tribe members from China and Australia and Malaysia and probably somewhere in Europe listening in, so we welcome them to us today. I'm just going to take you briefly through some of the strategic initiatives we have and give you a view of what our dreams are into the future. And with that, hopefully, help you understand how we think about our time and our talent and our treasure and our technology here at WD-forty Company. But as the front page of our annual report says, the secret to the success here is when you reach behind the can and that's with the marvelous tribe members that we have in all our countries around the world who wake up every day to make a difference by helping us grow this wonderful company to benefit the stockholders and the tribe members that give their time and talent.

I want to draw your attention to our forward looking statement. I'm not going to read it, but it's on the webcast. And please pay attention to the forward looking statement. Who are we? Well, what does a good business look like to us?

It looks like it's a simple and easy to understand business model. We dominate in our industry. We have superior returns on capital. We have sustainable competitive advantage, significant cash flow generation, strong balance sheet, growth opportunities and a proven management team. The company started in 1953 and if you walked in today, you would may have seen the steps that lead up to our 2nd floor.

It starts at 1953 and counts to 40 and at 40 was our success. And since then, we've grown to take our blue and yellow can with a little red top to 176 countries around the world. And what really excites me is today, someone in China or other countries in the world will wake up and we'll meet that can for the very first time. That's what I call acquisition, acquisition of new users every day. 90% of our business is in the power of the shield, the blue and yellow can.

And in the last few years, we've extended the trust that our end users have granted us in a range of products with WD-forty Specialist. Our home care and cleaning products make up about 10% of our annual revenue and these products are profitable and they contribute to the funding of our overall business. It's a simple business model. We've said it for many years in business you need people, purpose, passion and products. Again, the cornerstone to our operation is our people, our tribal culture.

We envisage a place where people go to work every day, they make a contribution to something bigger than themselves, they learn and they go home happy. And that's what we try to produce here at WD-forty. Our purpose is our why, why we get up every day. Our values are there to guide us to make great decisions. And then, where most companies get stuck is what I call the typhoon zone, which is about just planning and just execution.

And if you get stuck there and don't come out the other end and have learning moments, you continue to make either the same bad mistakes or don't have the good learning moments over time. Our culture is built on 4 pillars of care, candor, accountability and responsibility. We care about our people at WD-forty. We're going to be candid, no lying, no faking, no hiding. We're going to hold each other accountable.

We expect each other to be responsible. Our purpose statement is simply simple. We get up every day and we exist to create positive lasting memories in everything we do. We solve problems, we make things work smoothly and we create opportunities. How we do that is by creating these memories by cultivating a tribal culture of learning and teaching, which produces a highly engaged workforce who live our company's values every day.

What we do is take these great products to the world. Our values are simple and they set our people free. Anyone in the organization can make any decision they want. Their hierarchy or the number one value is the most important to us. We value doing the right thing.

And these are the values that empower our people globally, 24 hours a day, 7 days a week because the sun never sets on WD-forty, somewhere in the world, someone's buying, spraying or using every minute of the day. Our circle of competence, Warren Buffett says, it's not necessarily important how big or small your circle of competence is, you just need to know where the boundaries are. And we believe that these four boundaries is where we hold a level of competence. We have a confidence in growing a thriving and passionate culture built on purpose. We have a competence in global.

We know where our markets are around the world. We have a confidence in distribution and we have a confidence in understanding our end users. No doubt about this, the cornerstone is the power of the shield, the secret formula that's never been patented that holds the secret to the success and the performance of our core brand. But more importantly, the blue and yellow cam with little red top or the yellow shield, which assures our end users that we're going to meet their requirements, problem solved, job done right. Our employee engagement is envious is envied around the world.

93% of our people come to work every day and they say they're engaged. 96% of our people say they love to tell people they work at the company and 99% of our people say that they believe their values are aligned with the company's values. We were measuring employee engagement before it was a trend since 1999. There's a great statement that says, pleasure in the work puts perfection in the job. Aristotle said that in 384 BC.

So I guess a lot of people have been slow learners, but we certainly realize that creating a great cultural environment where people love to go to work and have fun is really important. Our global infrastructure's distribution is special. We sell our products through 62 different trade channels. How does that differ from other companies just like this? Most companies have a brand that is on a number of products product a year.

Knowing where they are, knowing where they shop, knowing where they read, knowing how they get educated is really very, very important to us to bring efficiency to our marketing efforts. So our strategic initiatives, I love this quote from Branson who says, if your dreams don't scare you, they are too small. So we have a dream, a dream that by the year 2025, we'll have revenues of about $700,000,000 How are we going to do that? We're going to grow the blue and yellow Cam with a little red top to about $530,000,000 We're going to grow our specialist product line to about $100,000,000 The base, the rest of our product range will be about $70,000,000 which includes our 3 in one product, R and V, bike, Spot Shot and Carpet Fresh in Australia and a couple of our other brands, Lava. And then we're going to attract and retain and develop magnificent tribe members.

And of course, we're going to continue to drive operational excellence. We have a dream that is one of being a very efficient organization, which we probably are pretty well as now. But we always need to keep looking at our metrics, which is having a gross margin of 55% or better, striving to have our cost of doing business to near 30% and then having a result of a 25 percent EBITDA. The strategic initiative number 1, global expansion. We estimate the global market for multi purpose maintenance products like WD-forty is about $1,000,000,000 So this is where you see we see the opportunities.

The bigger the circle, the bigger the opportunities around the world. So it's no accident that 10 years ago, we opened a subsidiary in Mainland China and we have nearly 60 tribe members there who get up every morning and make new end users aware of our product. India, Indonesia, Germany, the 2nd largest DIY market in the world still has opportunities for growth. Brazil, Mexico, Italy, South Korea, Thailand, countries all around the world that are yet to meet the benchmark that we're setting that's going to help us get to our goal. The other initiative under our brand is what we call premiumization, where a number of years ago, we solved the one and only or one of the very few problems that we had with the can which was what do we do when we lose that damn straw.

We invented the Smart Straw delivery system. And just recently, our EasyReach delivery system, which came out of some very, very precise research where end users, particularly in the trades area said, we would love to get WD-forty to places that are hard to get to. Could you develop a delivery system with a flexible store? So we did. And now we're helping solve problems in those workshops of the world.

Our development opportunities are very, very specific and deliberate. We've developed Another area of competence is helping our retailers get maximum use out of the shelf space. We're in the real estate business. And if we can help our retailers get maximum return out of that very precious shelf space, we'll be a more valuable vendor to them. We do that through getting gaining consumer insights into how they shop, where they shop, what they shop for and then helping them provide that to their customers in a clear communication.

And then our nurture and develop, recently we launched a range of 3 in 1 RV products. Of course, our bike products continue to grow. We grew them also in the U. K. A couple of years ago with the acquisition of GT85.

Our Spot Shot and Lava brands in the U. S, our 1,000 and 1 range of products in the U. K. And then in Australia, Solvault and Carbopresh. So this is how it will look.

Back in 2007, our revenues were about $308,000,000 and they were primarily made up of the blue and yellow can and the other household products. In 2017, where we just finished, we had revenues of 381,000,000 dollars 292,000,000 of that was the core product, dollars 92,000,000 worth of true growth. In just a very short period of time, we've taken a brand from nothing to $26,000,000 with specialists and we're just on the beginning of that road of growth. So looking forward, we see our $700,000,000 dream in 2025. And every day we get up and we put deliberate meaningful thought into how to turn in that dream into realities.

And we look forward to you following us in the next years to come as we continue to grow. Unfortunately, in the last couple of years, our revenue growth has been shadowed by currency. We hope that currency is out of the way now and our real growth will come unwrapping going to go on around here. Steady growth of the WD-forty multiuse product, we've got to continue to focus on growing our specialist product line, maintain our gross margin, manage our cost of business and revenue towards our goal of 30%. That's a high goal.

But we're not going to let go of it. And we're going to continue to work to grow our revenues to maximize and leverage the infrastructure that we have in place. And then protect the power of the shield and mitigate any regulatory impact we have around the world. We have a fantastic R and D team and quality team that get up every day to make sure that we do deliver what our promise is to our customers and that our products are made without any Prop 65 chemicals, no cancer causing agents using the best ingredients we can find so they're safe and easy to use. What are our biggest risks?

There are risks in business. Well, number 1 would be not living our values or or strategic drivers. As I said earlier, time, talent, treasure and technology, none of them are abundant. And our strategic drivers are there to help us focus on what we need to do every day. Overwhelming complexity of operating a business in 176 countries in 62 trade channels.

This is a complex business. It seems simple, but it's not easy. And as I said, we're operating in all of these locations every minute of every day. Misaligned compensation, moving away from pay for performance. We're an organization that rewards the people for great results.

So we need to continue to do that. Not being deliberate and focused, deviating away from best in class products that generate positive lasting memories from our end users, temptation to de worstify and what I mean by that is bad capital allocation, developing products that need more support than our business model allows or targeting end user groups that don't fit our existing distribution model. And of course, what makes it all fun, we live in a world that's full of volatility, uncertainty, complexity and ambiguity and boy wouldn't it be boring if it wasn't like that. So thank you. I'd like to hand back to Linda who's going to take us through the rest of the meeting and at the end of that I'll take any questions.

And I don't need to have anybody's appendix up there.

Speaker 1

Thank you, Gary. Excellent. He has the fun part. That's fun. What a great history though for the company.

And as Gary said enviable engagement by a lot of all the tribal members at the company and then a very impressive goal in the future. So thank you for all of your commitment and dedication towards achieving those goals. So there are 5 matters to be voted upon at today's meeting as presented in the proxy statement delivered to stockholders with the notice of annual meeting. If there is anyone present who 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, and that table is outside. If anybody we have one person.

Are you going to vote? Yes. Okay. We'll hold off. Hold off?

Yes. Okay. We have it here. Okay. We'll just make sure that she's got her vote in and then we're good to go.

Anyone know good, Joe? No. Thank you. Okay. Would the Secretary please confirm that the stockholders have voted to approve the matters included on the ballot.

Speaker 2

Thank you. First matter is the election of directors. I'm 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 am pleased to announce that at least 10,300,000 shares have been voted to approve executive compensation. In the advisory vote on the frequency of future advisory votes to approve executive compensation, a majority of the stockholders have voted in favor of continuing annual advisory votes to approve executive compensation.

The 4th matter presented for stockholder vote is approval of the WD-forty Company 2017 performance incentive compensation plan. I'm pleased to announce that at least 10,400,000 shares have been voted for approval of the plan. And the last matter for stockholder approval is the 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.

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