8/11/2025

speaker
Operator
Meeting Operator

Hello and welcome to the Annual Meeting of Shareholders of Owens & Miner, Inc. Please note that today's meeting is being recorded. During the meeting, you can submit questions or comments at any time by clicking on the message icon. It is my pleasure to turn today's meeting over to Mark Beck, Chair of the Board of Directors of Owens & Miner. Mr. Beck, the floor is yours.

speaker
Mark A. Beck
Chair of the Board of Directors

Thank you, Operator, and good morning, everyone. I'm Mark Beck, chair of the board, and in accordance with the notice of the meeting, I hereby call the annual meeting of the shareholders of Owens & Miner to order. Along with my fellow directors and the executive officers of the company who have joined our webcast, I would like to welcome you to our annual meeting. We appreciate your attendance at our meeting, your interest in our company, and most importantly, your support of Owens & Miner. After we conduct the annual meeting and voting on proposals, Ed Fasica, President and CEO of Owens & Miner, will share some comments with you before we conclude this morning. Participating in the annual meeting are Heath Galloway, Executive Vice President, General Counsel, and Corporate Secretary of the company, and Sandra Moore with Computershare, who will serve as the Inspector of Election. We will proceed with the formal business of the meeting as set forth in your notice of annual meeting contained in our proxy statement. The meeting will be conducted in accordance with the rules of conduct that are available on the meeting site. Shareholders may submit questions related to the proposals being considered during this meeting by clicking on the message icon provided on the virtual meeting screen. Keith Galloway will serve as secretary of the meeting today And I will now turn the meeting over to him. Thank you, Mark.

speaker
Heath Galloway
Executive Vice President, General Counsel and Corporate Secretary

I have an affidavit certifying that the notices of meeting and availability of proxy materials were mailed on April 4, 2025 to all shareholders of record as of March 19, 2025. A certified list of the shareholders entitled to vote at this meeting is available for inspection during the meeting by any shareholder on the website used to access this meeting. At this time, I would like to introduce Sandra Moore of ComputerShare, Ms. Moore has been appointed to serve as the Inspector of Election. Ms. Moore has taken and subscribed to the oath of office to execute her duties, and we will file this oath with the records of the meeting. I have been informed by the Inspector of Election that immediately prior to the commencement of this meeting, proxies have been received for 71,582,948 shares of the company's common stock, representing 92.66% of the outstanding shares of the company. Based on Ms. Moore's report, I can confirm a quorum is present and the meeting is legally convened to transact business.

speaker
Mark A. Beck
Chair of the Board of Directors

Thank you, Heath. The polls for voting on all matters are open. If you are a shareholder entitled to vote and have not yet voted, or if you want to change your previously cast vote, please do so via the website used to access this meeting. Please remember that if you have already returned a proxy card, voted through the internet website or by calling the toll-free number, you need do nothing further to cast your vote. After voting has completed on all matters on the agenda, we will close the polls and the inspector of election will provide her preliminary report. The secretary will now present the proposals for consideration.

speaker
Heath Galloway
Executive Vice President, General Counsel and Corporate Secretary

Thank you, Mark. As described in the proxy, there are three proposals before the shareholders today for approval. Proposal one is the election of directors. There are nine directors standing for election today to serve a one-year term until the 2026 annual meeting of shareholders. Each nominee is listed in the proxy with a brief summary of his or her professional pursuits, qualifications, and corporate activities. The nominees are Mark A. Beck, Gwendolyn M. Bingham, Kenneth Gardner-Smith, Robert J. Hinkle, Rita F. Johnson-Mills, Stephen W. Clemish, Teresa L. Klein, Edward A. Pasica, and Carissa L. Rollins. No other nominations were received prior to the deadline established in the company's bylaws. Therefore, no additional nominations may be made at this meeting, and I declare the nominations to be closed. Proposal two is the ratification of the appointment of KPMG LLP as the company's independent registered public accounting firm for the year ending December 31st, 2025. The company's audit committee and board of directors have approved this appointment, subject to the shareholders' ratification at this meeting. Proposal 3 is an advisory vote to approve the compensation of our named executive officers as described in the proxy statement. Those are all of the proposals to be considered at this meeting.

speaker
Mark A. Beck
Chair of the Board of Directors

Thank you. Have we received any questions related to the proposals presented? We have not received any questions. Thank you, Heath. We will allow a brief pause of 30 seconds for final voting to be completed on the website. I now declare the voting closed. I'll ask that Mr. Galloway report on the preliminary voting results for the three proposals. Thank you, Mark.

speaker
Heath Galloway
Executive Vice President, General Counsel and Corporate Secretary

The preliminary report of the inspector of elections covering the proposals at this meeting are as follows. Proposal one, election of directors. The nine director nominees listed in the Owens & Miner Incorporated proxy statement each received a majority of affirmative votes cast. Proposal two, The proposal to ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for the audit year 2025 received a majority of votes cast. Proposal three, the proposal to approve on an advisory basis the compensation of the named executive officers received the affirmative vote of the majority of votes cast. Based on the preliminary vote counts, all of the matters voted upon have been approved by the necessary number of shares. A final report of the voting results will be filed by the company on a Form 8K within four business days.

speaker
Mark A. Beck
Chair of the Board of Directors

Thank you, Heath. That concludes the business portion of the Annual Shareholders Meeting. At this time, Ed Pasicka, President and CEO, will share a few brief remarks to close out 2024 and discuss the first quarter of 2025. Ed. Thank you, Mark.

speaker
Edward A. Pasica
President and Chief Executive Officer

So at a high level, we closed out 2024 with the next year of our five-year strategic plan, which is provision 2028. You know, in 2020, for the full year 2024, we saw 4% top line growth while seeing our adjusted operating income increase from $313 million for the full year compared to $305 million in 2023. In addition, our adjusted EPS also increased from $136 or $1.36 in 2023 to $1.53 in 2024. And then finally, we did show strong balance sheet and cash flow, reducing debt by nearly $240 million in 2024. In addition to that, we'll go to the next slide. You know, we saw a nice work in continuing with our mission and our vision and our purpose. Our purpose of life takes care. Related to the purpose, we saw our purpose in action. If you recall the hurricanes that came through Asheville and North Carolina devastating much of the area, our team was recognized for the 2025 Heartbeat of Healthcare Supplier Award for the incredible effort and work that they did making sure that our minor procedure kit tray fitting facility in Asheville, North Carolina within days of the hurricane was back up and running and being able to get product out to the customers that need those. So with that, I will close out with just a couple comments on 2025 and where it started. We had a nice start to the year. You know, things began as we had anticipated they would begin. You know, we saw about 1% top line growth with 2.3% top line growth days adjusted because there was one less day in 2025 than there was in 2024 because since 24 had a leap year day. We saw really good growth in our patient direct business. In our patient direct business, we saw over 6% top line growth and over 7% top line growth on a same day basis. Now that we see top line growth of mid single digits of 6% to 7%, we saw our operating income increase by over 30%. And then we saw growth in virtually all of our major categories as well as some of our minor categories. In our product and healthcare services segment, We saw, you know, days adjusted top line growth about 1%, you know, and continued expansion in that space with investments in new facilities in upper Midwest and South Dakota, as well as in West Virginia to better serve our customer base. So with that, we're off to a start in 2025, according to where we had anticipated and planned, and look forward to another successful year in 2025. With that, I'm going to turn it back over to Mark.

speaker
Mark A. Beck
Chair of the Board of Directors

Thank you, Ed. All of the members of the board and our executive leadership team are grateful to our shareholders and teammates around the globe for supporting our purpose, which is life takes care. This is more than a tagline, and it embodies the remarkable impact that Owens & Miner has across the continuum of care to make each day better for the patients, providers, and communities we serve. Thank you all for your confidence and investment in Owens & Miner. I declare the meeting adjourned and turn the meeting back to the operator now.

speaker
Operator
Meeting Operator

Thank you, Mr. Beck. This concludes the meeting. You may now disconnect.

Disclaimer

This conference call transcript was computer generated and almost certianly contains errors. This transcript is provided for information purposes only.EarningsCall, LLC makes no representation about the accuracy of the aforementioned transcript, and you are cautioned not to place undue reliance on the information provided by the transcript.

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