Hello, and welcome to the annual meeting of stockholders of Recipe Unlimited Corporation Annual Meeting 2021. Please note that today's meeting is being recorded. 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 Paul Rivett. Chairman, the floor is yours. Thank you, Peter. Recipe shareholders, welcome to our annual meeting. The pandemic has, again, unfortunately, necessitated the use of an online format. We appreciate your patience as we navigate this virtual meeting. I am Paul Rivett, Chairman of the company, and with your consent, I will act as chair of this meeting. Please note that only registered shareholders as of April 1st, 2021, or their duly appointed proxy holders are permitted to vote at this meeting. Following the formal portion of this meeting, time permitting, members of management and myself will be available to take a few questions. Shareholders who wish to ask a question may do so using instant messaging through the virtual interface. Please note that there will be a slight delay as we receive the messaging. While this is unfortunately not our first virtual meeting, but hopefully our last, I will set out a few simple rules for the meeting. Questions can only be submitted by a registered shareholder or duly appointed proxy holder and will only be addressed during the question period at the end of the meeting. Questions which were already answered or that are unclear or repetitive will not be answered. For the purposes of the meeting today, voting on all matters will be conducted by a single electronic ballot. Registered shareholders and duly appointed proxy holders will be asked to vote on each business item after the presentation of all items. When you will be asked to vote, you will receive a message through the virtual interface requesting you to register your votes. You will only have a certain amount of time to do so. After you have registered your votes for all of today's business items, the scrutineers will compile the votes in respect of each item. With all of that said, we will now proceed with the formal portion of today's meeting. I formally call to order the annual meeting of shareholders of Recipe Unlimited Corporation. With your consent, I ask David Bloomberg, Recipe's General Counsel and Vice President, Legal, to act as Secretary of the meeting, and Shirley Tom and Amanda Castellano of Computershare Trust Company of Canada to act as the scrutineers. I can report that as a result of reviewing an affidavit of the mailing and a preliminary report of the scrutineers, I am satisfied that notice of this meeting has been duly given, that a quorum is present, and that this meeting is therefore properly called and constituted. I can also report that the proxies lodged before this meeting allow management of the company to cast a significant number of votes. Based on the number of shares represented at this meeting, the members of management here today will be able to determine the outcome of all motions that will go to a vote today. Unless there is an objection, we will dispense with the reading of the notice. I will move quickly through the formal business. To that end, as is available on SEDAR, and as was mailed to shareholders in advance, I table before the meeting the corporation's financial statements for its fiscal year ended December 27, 2020, and the report of our auditors, KPMG, on the 2020 financial statements. I will now move to the election of directors. Eight directors are to be elected. All eight of management's recommended nominees have consented to stand for election to the board, including two new directors, Mark Saunders and Kim Baird. I now invite nominations for directors. I nominate as directors of the corporation for the ensuing year, Paul Rivett, Stephen Gunn, Christopher Hodgson, Sean Regan, David Eisenstat, Christy Clark, Mark Saunders, and Kim Baird. I second each of these nominations. Thank you very much. Recipe's constating documents require that nominations of directors by shareholders be received at least 30 days in advance of the meeting in order to be valid. As no nominations were received prior to the deadline, the nominations are closed. As mentioned at the beginning of this meeting, voting today will be conducted by a single electronic ballot. We will therefore continue with the next item of business, which is the appointment of the company's auditor, and you will be prompted to vote on the election of each director and the appointment of the company's auditors shortly thereafter. I now invite a resolution regarding the appointment of auditors. I move that KPMG LLP be reappointed as auditors of the corporation to hold office until the next annual meeting. That the directors be authorized to fix the auditors' remuneration for the 2021 fiscal year. I second the motion. Thank you very much. We will now proceed with voting on today's business items by way of a single electronic ballot. Being the election of directors to sit on the board of directors of the company and the appointment of the auditors of the company. You will now be prompted to register your vote in respect of the election of each proposed director and the appointment of the company's auditors. Please register your votes by accessing the voting page when prompted and pressing on the "for" or the "withhold" buttons next to the name of each proposed director and next to the resolution with respect to the appointment of KPMG as the company's auditors. Once the electronic balloting closes, the voting page will disappear and your votes will automatically be submitted. We will wait a few minutes for the completion of the electronic ballots and then move on to the next business item. We will provide registered shareholders and duly appointed proxy holders approximately one minute to complete the electronic ballots. Once voting is completed, I would ask the scrutineers compile the report regarding the results of voting on all business matters. We will reconvene in a few minutes with the scrutineers' report and the voting results. Thank you for waiting. I have received the scrutineers' report and confirm the following. Each of the nominees have been elected as directors of the company to serve until the next annual meeting of shareholders or until their successors are elected or appointed. Secondly, KPMG are hereby appointed as the auditors of the company and the board of directors is authorized to fix their remuneration. I propose now to terminate the formal part of the meeting. Following the conclusion of the formal part of the meeting, our Chief Executive Officer, Frank Hennessey, will provide a brief business update, and then we will answer your questions. As there is no further business to come before the meeting, I will entertain a motion for termination. I move that this meeting be terminated. I second the motion. Thank you very much. Unless there are any objections, the formal items of business have now been dealt with, and I declare the formal part of the meeting to be concluded. With the formal portion of the meeting concluded, I will let Frank provide his business update. Thank you, Paul. Good morning, everyone. Let me first start by saying that I hope everyone is safe and healthy. This morning I'm going to be brief, particularly in light of the fact that earlier this morning we held our Q1 earnings call. I do want to make a few comments regarding 2020 and our current state, as well as our focus for the immediate future. Currently, we feel we are in the last act of this COVID crisis. As I say that, we must face the current reality that has us in our most restrictive operating environment since the first few weeks of this crisis back in March of 2020. As of today, the majority of our restaurants are operating with severe restrictions. We do not expect this to greatly alleviate much before Canada Day. However, as vaccine rates increases and cases correspondingly drop, we are anticipating having a summer that resembles the previous summer, where most of our restaurants are fully open, but operating with social distance rules in place. When the crisis began, we established five key priorities. First, was the health and safety of our guests and teammates. Second, was the support of our franchisees. Three, was leveraging our omni-channel business model. Fourth, was to maintain strong Recipe financial health. Five, was a return to growth. When the initial shutdown happened, we suspended all share buybacks, the board exec leadership teams and central office support teams all took temporary salary reductions. We ceased all renovations and deferred a significant amount of our other capital spending. We suspended all dividend payments and amended our lending covenants with both our syndicated lenders and our private note holders. We implemented the Recipe Rent Certainty Program to support our franchisees and ensure that they are able to make it through the crisis. We have also taken steps to support our frontline hourly teammates. We are grateful for the government support programs designed to help keep people employed and for businesses to survive. Without this support, we would have made other choices to maintain the health of the business. These programs are vital to enable all businesses the ability to more quickly recover once we are able to reopen. We invested in PPE and began our Social Safely campaign to make guests comfortable that they could dine with us safely. Further to that, we just announced this week that we are the first restaurant company to offer rapid testing for all of our restaurant level teammates. Both our e-commerce and our retail business had banner years. I want to thank all of those involved in our retail business, including in our manufacturing plants, who had to endure heavy volume while working to ensure all of the protocols were in place to ensure a safe environment. Our e-commerce teams responded with incredible agility to take our best-in-class apps and ensure that they were always forward-looking. The future is what we are focused on. The immediate future is to reopen our doors and welcome our guests back. We believe that once we reopen, we will see strong demand, as we have witnessed in markets in the U.S. Beyond that, we are working on our portfolio, including taking on full ownership for Burger's Priest. We will continually optimize our portfolio to ensure that all of our brands have the ability to win in their market, are relevant with consumers, and have a sustainable path of profitability. Brands such as Fresh, The Burger's Priest, and Añejo and Blanco, paired with some of the largest, most successful brands in this country, The Keg, St-Hubert, Harvey's, and Swiss Chalet, is a dynamic mix that will continue to provide tremendous free cash flow generation while also helping to propel new unit growth. In particular, new unit growth for some of our younger brands. We will continue to invest in our e-commerce platform as well as other technology inside the four walls of our restaurants that will enhance the guest experience. It is clear that the merger of technology and hospitality in the restaurant industry is here to stay. We feel that with our previous and current investments, we will continue to lead this space in Canada. In 2020, we opened our first Ultimate Kitchens. This is a multi-branded smart kitchen operating system that is solely focused on delivery and pickup. You can get all your favorites on one order. We have three kitchens currently, including our first in Montreal. Our fourth kitchen will open soon in Hamilton. We still believe that this multi-branded platform has tremendous potential growth in Canada and outside of Canada. These are just a few of the initiatives that we are continuing to work on to build and grow Recipe. We believe the actions that we have taken throughout this crisis has left our franchise partners in a healthy financial position so that they will be able to continue to operate for years to come. I want to thank our shareholders for their patience as we navigate through these waters. I'd like to thank Paul and the entire board for their support of me and management. On behalf of the management team, we want to especially thank Mike Norris and John Rothschild for their service to Recipe and both Cara and Prime before that. Both have been great sounding boards and solid people who have been gracious with their time and generous with their counsel. We would like to wish them all of our best. I also want to welcome both Mark and Kim to the board, and I look forward to working with them both. Finally, I want to thank our senior management team and our 60,000 teammates at Recipe. We are a business first and foremost about people. Legacies are seldom created by a single individual or event. Instead, they are created by thousands of people working together, making thousands of decisions each and every day to serve our guests great tasting food, friendly, efficient service, value for the experience, and social ambiances that make them want to return again and again. I'm very proud of the team. We are very excited for our future. Mr. Chairman. Thank you, Frank. At this point, I want to take the opportunity to thank Frank and Ken and David and the entire Recipe team for their tremendous effort and perseverance during this very difficult, unprecedented time, and Mark Saunders and Kim Baird for joining the board of directors on this journey. I also want to thank all of our franchisees, associates, and employees that continue the essential work, as Frank discussed, throughout this pandemic by providing meals to families across Canada. Lastly, I want to thank two key people who had an integral part in the recent transformation of this great company. Firstly, John Rothschild. John, Grant Cobb, and Nick Perpick were the founders of Prime Restaurants. John, Grant, and Nick agreed to become very large Recipe shareholders as part of merging their company into the then Cara. John also joined the board of directors of Recipe and brought his experience and humility to this leadership, particularly of the Corporate Governance Committee. We want to thank John for everything he has done to help build Recipe. Thank you, John. Secondly, we must thank Mike Norris. Mike was on the original Cara board of directors prior to the involvement of Fairfax and the merger with John's company, Prime Restaurants. Mike worked closely with Sean and the Phelan family to evaluate Fairfax as a partner and supported the turnaround of the business, the IPO, the acquisitions of The Keg and St-Hubert, and many other things. Mike's wise and experienced counsel has been invaluable to the revitalization of Recipe. Thank you very much, Mike. Now for the future. Spring is here. As more vaccines are rolled out, we are hopeful that restrictions will ease and business can get back to normal. Our neighbors to the south of us are several months ahead with vaccinations. Hopefully their recent experience with respect to returning to restaurants and celebrating life will be repeated here in Canada. We are confident that Recipe will be prepared for the reopening of the economy. We are excitedly looking forward to welcoming guests back to our great restaurants very soon. We are now happy to answer a few questions from registered shareholders or duly appointed proxy holders. Each question will be summarized before we proceed to the answers. We will now give attendees a moment to type in their questions. There being no questions, we conclude the question and answer portion of this meeting. On behalf of management and our board of directors, I would like to take this opportunity to sincerely thank you, our shareholders, for your commitment and continued support. Goodbye for now, and stay well. Thank you very much. This concludes the meeting. You may now disconnect.
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