Vistance Networks, Inc. · NASDAQ:VISN
Vistance Networks — CommScope Holding Company — Shareholder Meeting (April 2021)
21 slides from Vistance Networks's shareholder meeting presentation, Apr 14, 2021
Slide 1: Investor Outreach Annual Meeting April 2021
commscope.com | © 2020 CommScope, Inc. Investor Outreach Annual Meeting April 2021
Slide 2: Agenda & Speakers
Agenda & Speakers Introductions Company Overview Corporate Governance Executive Compensation Sustainability Voting Items Q&A Tom Verbeke Talent & Organizational Development Burk Wyatt Chief Legal Officer William Pleasant Corporate Ethics and Compliance Officer Tom Drake Total Rewards Russell Johnson
Slide 3: Our Purpose, Vision and Values
Act with integrity Innovate for customer success Continuously improve Win as one team Our integrity is our moral compass, our core belief in doing the right thing. We find purpose and success through our uncompromising commitment toward our customers, partners and each other. We demonstrate candor,
Slide 4: CommScope NEXT – April 8, 2021 Announcement
CommScope NEXT – April 8, 2021 Announcement Taking Actions to Strengthen CommScope Spin-off of Home Networks Currently expected to be executed through a tax-free spin-off to CommScope shareholders to form a new and independent publicly traded Home Networks company Creates a leading connected home so
Slide 5: 2020 at a Glance
© 2021 CommScope, Inc. Employee safety Meeting customer commitments Manufacturing diversity and resilience Progress in 5G and Wi-Fi 6 Future business with C-Band, CBRS and RDOF New opportunities with virtualization, cloud and analytics 4Q’20 bottom-line growth – quarter over quarter and year over ye
Slide 6: Full Year 2020 Results as Reported at February 17th Earnings Call
Full Year 2020 Results as Reported at February 17th Earnings Call FY’19 Results FY’19 Results Combined Company(3) Net Sales (1) Adj. EBITDA(2) Adj. EPS(2) Adj. Free Cash Flow(2) $8,345 (In $millions, except per share amounts) $9,755 -14%* $1,298 $1,368 -11%* $2.15 n/a -27% $793 n/a -48% Disciplined
Slide 7: Market Demand Outlook and Key 2021 Business Drivers
Market Demand Outlook Key 2021 Business Drivers Broadband Networks Work-from-home and virtual learning continue to drive operator network spend RDOF expected to fund fiber deployments passing millions of underserved homes Operators balancing network spend between head-end and outside plant to addres
Slide 8: Board Leadership Structure
Board Leadership Structure Claudius (Bud) E. Watts IV Chairman of the Board Timothy T. Yates Lead Independent Director Highly Qualified and Engaged Board Members with Deep Expertise Derrick A. Roman Independent Director Audit, Consulting and Senior Client Relationship Partner at PricewaterhouseCoope
Slide 9: Corporate Governance Enhancements and Best Practices
© 2021 CommScope, Inc. Corporate Governance Enhancements and Best Practices Governance Best Practices Company proposal to declassify the Board at 2021 Annual Meeting Enhanced gender and racial/ethnic diversity on the Board Board commitment to refreshment led to successful appointment of 1 new indepe
Slide 10: New Leadership Team to Advance Our Strategic Priorities
New Leadership Team to Advance Our Strategic Priorities Recent Leadership Changes New-hire Charles “Chuck” Treadway appointed President and CEO on October 1, 2020 as part of the Board’s ongoing succession planning Claudius E. “Bud” Watts IV (Lead Independent Director) appointed employee Chairman Tim
Slide 11: CEO Inducement Equity with Rigorous Performance Hurdles
CEO Inducement Equity with Rigorous Performance Hurdles CEO Inducement Equity Awards 31% Restricted Stock Units 69% Performance Share Units 33 ⅓ % Vest 1st Anniversary of Grant Date 33 ⅓ % Vest 2nd Anniversary of Grant Date 33 ⅓ % Vest 3rd Anniversary of Grant Date Target Price: $15 1 yr. service 10
Slide 12: Selective Performance-based Equity for non-CEO Leadership
Selective Performance-based Equity for non-CEO Leadership Background and Key Considerations for Proposed Termination of Performance-based Options In 2019, following the CommScope-ARRIS combination, Board approved granting of EPOP1 options to align and reward executives for exceptional business perfo
Slide 13: EPRG: Linking Stockholder Value Creation and Compensation
EPRG: Linking Stockholder Value Creation and Compensation We are seeking approval from our stockholders to terminate the performance-based EPOP options and provide replacement grants of EPRG in the form of PSUs. © 2021 CommScope, Inc. Key Features of EPRG Replaces realizable pay opportunity of the E
Slide 14: Focus on Human Capital During Our Response to COVID-19
Focus on Human Capital During Our Response to COVID-19 © 2021 CommScope, Inc. Rigorous health and safety protocols at facilities worldwide Temporary work-from-home arrangements and paid leave for those directly impacted by COVID-19 Wellness webinars and free resources to help employees manage work a
Slide 15: Diversity, Inclusion and Belonging Network (DIBN)
© 2021 CommScope, Inc. launched on June 8, 2020 DIBN Member count as of 3/15/21 1,805 DIBN Leadership Council Members 27 DIBN Ambassadors 98 Top 10 Largest Global Member Sites US Remote Employees Reynosa, Mexico Horsham, PA, USA Suwanee, GA, USA Suzhou, China Shenzhen, China Richardson, TX, USA Bang
Slide 16: Sustainability Objectives Progress Update
© 2021 CommScope, Inc. Sustainability Objectives Progress Update RESPONSIBLE SUPPLY CHAIN SUSTAINABLE PRODUCTS OUR BUSINESS OPERATIONS ETHICS & GOVERNANCE OUR PEOPLE Update the current CR&S strategy to consider the output of the recent materiality assessment and transforming business. Publish a comb
Slide 17: We Request Your Support at the 2021 Annual Meeting
We Request Your Support at the 2021 Annual Meeting © 2021 CommScope, Inc. Ballot Item Proposal Board Recommendation Item 1 To approve a proposal to amend the Company’s amended and restated certificate of incorporation (our Certificate of Incorporation) to declassify the Company’s Board of Directors
Slide 18: Questions
commscope.com | © 2020 CommScope, Inc. Questions
Slide 19: Appendix: Selected information from February 17, 2021 Earnings Call
Appendix Selected information from February 17, 2021 Earnings Call
Slide 20: Adjusted EBITDA and Adjusted Net Income Reconciliation
Adjusted EBITDA and Adjusted Net Income Reconciliation © 2021 CommScope, Inc. All rights reserved. | CommScope, ARRIS and the ARRIS logo are trademarks of CommScope, Inc. and/or its affiliates. All other trademarks are the property of their respective owners.
Slide 21: Adjusted Free Cash Flow Reconciliation
Adjusted Free Cash Flow Reconciliation © 2021 CommScope, Inc. All rights reserved. | CommScope, ARRIS and the ARRIS logo are trademarks of CommScope, Inc. and/or its affiliates. All other trademarks are the property of their respective owners.
CommScope Holding Company — Shareholder Meeting (April 2021) on 6ix