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Lorillard Inc. (NYSE:LO)

Q4 2008 Earnings Call

February 09, 2009; 10:00 am ET

Executives

Martin Orlowsky - Chairman, President & Chief Executive Officer

David Taylor - Chief Financial Officer

Nathan Owell - Investor Relations, Financial Dynamics

Analysts

Christine Farkas - Banc of America

David Adelman - Morgan Stanley

Nik Modi - UBS

Adam Spielman - Citi

Erik Bloomquist - JP Morgan

Judy Hong - Goldman Sachs

Filo Reid [Ph] - Credit Suisse

Operator

Good day ladies and gentlemen and welcome to the Lorillard fourth quarter and year end 2008 earnings conference call. My name is Latasha and I will be your coordinator for today. At this time, all participants are in a listen-only mode. We will be facilitating a question-and-answer session towards the end of this conference. (Operator Instructions)

I would now like to turn the call over to Nathan Owell from FD; please go ahead.

Nathan Owell

Thank you, operator and good morning everyone. By now you should have received a copy of the company’s fourth quarter and full year 2008 earnings release. If you have not, please call our offices at 212-850-5600 and we’ll be happy to send you a copy. The speakers we have on today’s call are Martin Orlowsky, Chairman, President and Chief Executive Officer; and David Taylor, Chief Financial Officer of Lorillard Inc.

Before we begin, I would like to remind you that some of the comments made on today’s call and some of the responses to your questions may contain forward-looking statements. These statements are subject to the risks and uncertainties as described in the company’s earnings release and other filings with the SEC.

I would now like to turn the call over to Martin Orlowsky. Please go ahead.

Martin Orlowsky

Thank you, Nathan. Good morning everyone. We’re pleased to report that Lorillard’s financial and marketplace performance during the fourth quarter and for the full year 2008 were positive relative to comparable periods of the prior year and with respect to total industry performance for 2008. I will provide a brief overview of our business performance, and David Taylor, our CFO, will follow with a recap of the financial results.

Total Lorillard wholesale shipments for 2008 increased by 3% as compared with 2007; leading this growth was the Newport brand, with domestic US wholesale shipments up 1.5% for ‘08 versus ‘07. Please note, the full year 2008 contains one more shipping day than the full year of 2007, higher trade inventories and lower promotional units than 2007.

Lorillard’s total wholesale shipments for the fourth quarter of 2008 were up 8.2% as compared with the fourth quarter of 2007. The Newport brand increased its wholesale shipments by 6.4% in Q4 ‘08 versus Q4 ‘07, influenced to an extent by higher trade inventory levels on the part of some major wholesale customers and promotional units.

According to Lorillard’s retail shipments database, the company achieved 11% retail share of market for the year ending 2008, an increase of 0.59 over 2007. Newport’s retail share for 2008 was up. It was 9.92%, up 0.37 percentage points versus 2007. The menthol segment accounted for 28.97% of retail shipments in 2008, an increase of 0.62% over 2007. Newport’s 2008 share of the menthol segment was 34.25%, up 0.57 percentage points as compared with 2007.

Lorillard will continue to pursue its core business strategy of balancing profitability with sustaining and/or growing Newport’s market share by adjusting the brand’s marketing strategy. The factors affecting Newport’s business trend, such as competitive actions and/or operating environment considerations may reflect variables that could cause adjustments to this strategy in the future.

Now I’m going to turn it over to David Taylor.

David Taylor

Thank you, Marty. Net sales for the fourth quarter of 2008 were $1.088 billion compared to $957 million in the fourth quarter of ‘07. This increase of $131 million or 13.7% is the result of an increase in units sold, combined with the impact of higher net average selling prices. In addition to the impact of the price increase we implemented in May of 2008, we also announced a price increase of approximately $0.10 per pack on substantially all brands in mid December 2008.

As Marty mentioned, total units shipped in the quarter increased by 8.2%. We posted volume increases in premium price segments, driven by Newport and in the price value segment driven by Maverick. In addition, sales promotion costs, accounted for as a reduction in net sales, were lower in the fourth quarter of 2008 than in the fourth quarter of 2007.

Gross profit increased $72 million to $494 million or 45% of sales, from approximately $422 million or 44% of sales in the fourth quarter of 2007, as the increase in net sales was partially offset by increases in amounts due under the State Settlement Agreements and other manufacturing costs.

Selling, general, and administrative costs decreased approximately $62 million to $80 million in the fourth quarter of 2008, compared to the fourth quarter of 2007. The 2007 quarter included a charge of $66 million related to the Scott litigation, so all other SG&A expenses increased approximately $4 million.

This increase is primarily the result of higher legal fees, which were approximately $6 million higher in the fourth quarter of ‘08 than in the prior year period. As in prior quarters, this increase in legal costs is primarily the result of higher defense costs for the Engle progeny cases underway in Florida, among other things.

After adjusting for the $66 million I just mentioned, operating income increased approximately 20% to $414 million or 38% of sales in the fourth quarter, from $346 million in the 2007 fourth quarter.

Net investment income was $1 million in the fourth quarter of 2008, compared to $23 million in the fourth quarter of 2007. The $22 million decline is the result of lower average yields in 2008 compared to 2007, lower average invested cash balances in 2008 than in ’07, and the lack of the significant income from limited partnerships that was reported in 2007. As we previously described, Lorillard substantially reduced its investments in these limited partnerships early in 2008.

Our effective income tax rate for the fourth quarter of 2008 was 37.9% as compared to only 29.6% in the fourth quarter of 2007. This increase is primarily due to the inability of Lorillard to use the full manufacturers’ deduction for the pre-separation period, as we previously described, along with the impact in 2007, of the favorable resolution of several state income tax matters.

Net income for the fourth quarter of ‘08 was $258 million or $1.53 per share on a fully diluted basis, compared to $213 million or $1.23 per share for the fourth quarter of ‘07. For the year ended December 31, 2008, net sales increased $235 million or 5.9%, to $4.204 billion from $3.969 billion in ‘07. Operating income increased to $1.415 billion in ‘08 from $1.274 billion in ‘07. Net income for ‘08 was $887 million or $5.15 per share, compared to $898 million or $5.16 per share in ‘07.

As we previously announced, the company completed its $400 million share repurchase program during the fourth quarter of ‘08. As a result of the repurchase of shares, we had fewer shares outstanding for the fourth quarter of ‘08, which increased earnings per share by $0.05 for the quarter.

Once again, as we’ve done in the past, we reiterate our intent to enter the debt markets in order to more appropriately leverage our balance sheet. However, we are not in a position today to comment on the structure or timing of such a move. We will continue to evaluate the credit markets in light of our plans in order to make rational decisions about our access. As in prior quarters, the Board will take up the matter of a quarterly dividend in the next few weeks and you should expect an announcement shortly thereafter.

With that, I’d like to open the line for questions. Operator.

Question-and-Answer Session

Operator

Thank you. (Operator Instructions) Your first question comes from the line of Christine Farkas with Banc of America; please proceed.

Christine Farkas - Banc of America

Thank you very much; good morning, everyone. A couple questions if I could Marty. You talked about some higher inventories at the end of the quarter; was that a single specific customer; was it a number; was it a region; would you say there was load? Can you just tell us perhaps how much that was?

Martin Orlowsky

It was limited to a few wholesale customers. It was not necessarily related to specific geography as such. We probably had about 150 million to 200 million units in there that represent increased buying.

Christine Farkas - Banc of America

Okay, great and can you comment maybe on regional performance? Were there pockets in the US that performed better than others or better than expected; any color you can give us there?

Martin Orlowsky

Nothing of any significance. The performance geographically for us has been pretty consistent throughout 2008 with historical trends, so really nothing of any major consequence there.

Christine Farkas - Banc of America

Okay and final question; perhaps David, you can answer this. With respect to litigation costs and perhaps regulatory costs that might be higher in ‘09 versus ‘08, is there some sort of number or guidance you can give us around that incremental cost for ‘09?

David Taylor

No, I can’t really give you numbers around that for ‘09. We would expect that the defense cost associated with the Engle progeny matters underway will continue through ‘09. We don’t see any sign of the activity there abating in any significant way in ‘09. As for potential regulatory costs in 2009, that’s really unknown at this point and I would hesitate to venture a guess.

Christine Farkas - Banc of America

If we split that up into two buckets, one being FDA potential and others being lobbying against state taxes, would you say the lobbying on the state level, is that higher you would say in ‘09 versus ‘08?

David Taylor

No, it’s not going to be any higher. It’s pretty well defined.

Christine Farkas - Banc of America

Okay. Thanks a lot.

Operator

And your next question comes from the line of David Adelman with Morgan Stanley; please proceed.

David Adelman - Morgan Stanley

Good morning, Marty and David.

David Taylor

Hi David

David Adelman - Morgan Stanley

A couple of things I wanted to ask. First on the trade load of 115 million to 200 million sticks, I want to be clear; are you saying that that was the increase in inventory during the fourth quarter or that’s the difference in year-over-year inventories?

Martin Orlowsky

No, it’s an increase that’s reflected by a degree of loading that occurred in the late third quarter, but most of it took place in the fourth quarter. It is absolute to the increase itself; it is not comparable.

David Adelman - Morgan Stanley

Okay, and secondly on the buyback, can you explain why after completing the prior authorization, the Board hasn’t authorized the capacity to do incremental buybacks; irrespective of potentially debt financing given the balance sheet and cash balances you have.

David Taylor

We’re just not in a position today to comment about timing. As to why the Board did not re-up authorization, I don’t think we’ll comment about why the Board didn’t.

Martin Orlowsky

Yes, it’s just a matter of the course of the finance; it’s not anything in specific.

David Adelman - Morgan Stanley

Okay. Then Marty, can you help us understand, given the FET increase this year, somewhat of a weaker economy obviously, the state excise tax threats, how you would define and how your reports get bonused based on business performance in a year like this? In other words, collectively, what’s good performance for Lorillard in this operating environment?

Martin Orlowsky

Well, if you go back to our core strategy, which is to sustain and/or grow Newport’s market share, it is all relative to that taking place. So I don’t think bonuses per se is an issue that I would isolate in any way. We have to take a look at the totality of our performance, given whatever factors occur in the operating environment that may affect that performance, but I can’t give you a sort of preconceived definition of what may or may not happen and how that may or may not affect anyone’s compensation.

David Adelman - Morgan Stanley

Were there any material changes that you’d call out in the competitive environment in the fourth quarter?

Martin Orlowsky

No, nothing of any major change, no.

David Adelman - Morgan Stanley

Okay and then two last things. Has Lorillard, Marty, entered into this supplemental arbitration agreement for the 2003 disputed payments?

Martin Orlowsky

Yes, we are part of that process.

David Adelman - Morgan Stanley

Okay and then lastly, can you give us a sense David, about where you think the tax rate will be for 2009 please?

David Taylor

We have not given that guidance David and I’m hesitant to do it now. It’s obviously going to be significantly less than the 2008 effective rate.

David Adelman - Morgan Stanley

Will there come a time where you’ll share what your expectation is for the tax rate this year?

David Taylor

Yes, I will.

David Adelman - Morgan Stanley

Okay, thank you.

David Taylor

Yes, thank you.

Operator

Your next question comes from the line of Nik Modi with UBS; please proceed.

Nik Modi – UBS

Good morning, guys. Just a quick question, David; in terms of net cash on the balance sheet, if you take out all the MSA, do you have that number handy?

David Taylor

Well, there’s a balance sheet in the press release Nik. There was about $1.2 billion cash on hand at December 31 and the accrued liability for the State Settlement Agreements was just under $1 billion.

Nik Modi – UBS

Okay and then just curious; you guys have given us long term guidance in the past, the 3% to 4% top line and the 5% to 7%, I guess on the operating line; just curious how we should think about that going forward. Clearly, obviously with the FET, there’s going to be some weight down on those numbers, but just curious how we should think about that as we think about our models.

David Taylor

Well, when we had given those long term objectives, they were long term objectives and we had not assumed any sort of significant earthshaking events in the cigarette market or cigarette industry.

As we think about those numbers or expectations for ‘09 and ‘10, the truth is that we don’t know what’s going to happen to industry volumes and Lorillard’s volumes, so we don’t know what the impact of that FET increase is going to have and making a guess as to what’s going to happen as a result either to our volumes or anybody else’s volumes, is a slippery slope that we want to stay off of.

Nik Modi – UBS

Fair enough. Thank you.

Operator

Your next question comes from the line of Adam Spielman with Citi; please proceed.

Adam Spielman – Citi

Hello, it’s Adam Spielman here. Very quickly, can you tell us if the increase in tax in New York State, has had any material effect on your business in New York State and what directions it’s had; and if there’s any read across if you like, from what’s happened in New York to what we might expect nationwide after April 1.

David Taylor

Well, I’ll answer the latter part first. It would be extremely difficult to use any experience in New York State and project that in the other state. So there really isn’t a basis to do that. New York State, it represents a unique situation given the amount of tax increases that occurred and the absolute tax that exists. So I would not use that as a benchmark for anything else. In terms of our own business, we’ve seen a little bit of a softening of the business in New York State, but nothing of any major consequences so far.

Adam Spielman – Citi

Are you able to be a little bit more specific and a little bit of softening that you’re talking, so 1 or 2 percentage points decline in volume or something like that?

Martin Orlowsky

To be honest with you, I don’t recall the percentage, but as I said, I don’t believe it’s been, certainly through 2008, substantially material in any thing.

Adam Spielman – Citi

Thank you very much.

Operator

Your next question comes from the line of Erik Bloomquist with JP Morgan; please proceed.

Erik Bloomquist - JP Morgan

Hi, good morning. A question on margins; 38% operating profit margin in Q4, 32%, 33% long-term outlook. It would seem to me, given the pricing in December and maybe you could also comment on whether you intend to follow the price increase announced for today? Given that pricing dynamic, is there a possibility that we could see the operating profit margins higher than the long term guidance?

Martin Orlowsky

Well, as a point of fact we announced the price increase on Friday of last week, for a $5 a 1,000 across our brands. So that’s the state of our pricing currently.

With respect to any potential impact on our margin, obviously, as we have said over time, any adjustments we might make to our promotional strategy or our overall business strategy, particularly in support of Newport, obviously can have some effect on the margin.

At this point, as David just pointed out a minute ago or so, there are a lot of unknowns with respect to the big $54 question or I guess 51 and two third cent question, that is unknown as far as what the potential impact is going to be; either in terms of its effect on volume or on any competitive activity that might arise in response to that that may affect us.

So it’s really very difficult to predict anything. We are still in the range of that percentage, the 32% or so and we hope to achieve that. If something extraordinary happens, we may have to adjust that. I don’t know that today.

David Taylor

Erik, I would like to point out that I wouldn’t read too much into it. Well, you can read what you want into the fourth quarter operating income percentage; but the fourth quarter did benefit from a reduction in the inflation rate assumed for the tobacco settlements across the board, which impacted the fourth quarter and gave us some wider margins and there was lower consumer promotion spending in ‘08 fourth quarter than in ‘07 and as Marty just pointed out, the long term trend for that has to depend on competitive actions.

Erik Bloomquist - JP Morgan

Okay, thank you. Then with respect to consumption growth, you gave us the shipment, but can you give a sense for what kind of takeaway growth Newport had in the quarter?

David Taylor

On a retail level, which our database reflects movement from wholesalers to their retail accounts, we’ve not seen anything in particular. If you read that, it’s sort of an example for a representation of consumption factors. We haven’t seen anything of any consequence there, but in real terms, it’s difficult to determine what the consumption trends are, we really don’t do that. We don’t have the data that’s appropriate for us to do that and besides that; it’s difficult to build a model for it. So I can not give you a direct answer to that other than the inferred one which is what I provided.

Erik Bloomquist - JP Morgan

Okay and then finally, what was the impact of the one extra shipping day on the 8% volume growth?

David Taylor

In the fourth quarter they were the same number of shipping days ‘07 and ‘08. That extra day was in the third quarter.

Erik Bloomquist - JP Morgan

Apologies. Okay, thank you.

David Taylor

Alright, thanks.

Operator

Your next question comes from the line of Judy Hong with Goldman Sachs; please go ahead.

Judy Hong - Goldman Sachs

Thanks. Good morning.

David Taylor

Hello Judy.

Judy Hong - Goldman Sachs

Marty, I’m wondering if you can just give us a little bit more color in terms of the competitive dynamics in the menthol segment. You’ve talked about the activity not really changing in the fourth quarter, but the Newport share growth seems to have accelerated as we got into the second half of the year. What do you think is driving the improved share performance of Newport and whether you think that that is sustainable for the next few quarters?

Martin Orlowsky

Well, the share growth during the second half of the year, well, third quarter is always a good quarter from a seasonality standpoint. So generally speaking, the back half of any year tends to be a little stronger by virtue of a certain positive consumption factor.

In terms of the competitive outlook, there really wasn’t any very significant change, so that our performance just reflects the continued growth and strength of the Newport brand and the result of our promotion strategy. Even though we spent less in the fourth quarter, we still booked a very healthy gain and I think that just speaks to the underlying strength of the brand.

Judy Hong - Goldman Sachs

So, you haven’t really noticed any difference in terms of the changes to Kool following Reynolds' decision to move that brand into not a growth brand, but more of a support brand?

Martin Orlowsky

Well, as far as we can tell, Reynolds is still fairly substantially supporting Kool with their buy down discounts at retail. The biggest difference was, I think a reduction of sorts in their promotional units, the buy one get one free concept. So fundamentally, I would not describe the Kool change as being so significant that it would change the equilibrium or the dynamic that is out there.

If you look more into it, there’s still very aggressive of what we had during the fourth quarter; still very aggressively supporting Marlboro Menthol. So there really wasn’t any major, major difference in the fourth quarter’s competitive promotional activities that would cause us to reach a different conclusion.

Judy Hong - Goldman Sachs

Okay. Then Marty, as we think about ‘09, with the SCT and just thinking about it, in the environment where obviously there are some challenges here, how do you think about sort of Newport’s ability to manage through that environment? I mean are there structural or regional, geographic exposure that might actually help the brand weather those challenges better than expected or you look at the menthol segment, where the deep discount segment is pretty modest versus the non-menthol segment. Just wondering how you think about in this environment your ability to manage through the environment and come out actually better than maybe other companies.

Martin Orlowsky

Well, you’re asking me to get out my crystal ball and try to predict the future. Look, if we look at history, there’s no reason to expect, and going back 10 years really, in ‘99, coming into ‘99 when there were substantial price increases that were results of the settlement costs coming into effect, the state settlements and we did well on a relative basis during that period of time.

There’s really a lot of unknowns with respect to the FET increase impact that might occur this year. We are really dealing with a whole different set of factors. There is a large body of the low-priced brands out there that weren’t there in ‘99. They will have to take the price increase relative to the FET as well and in fact, the percentage change between high and low priced brand, will actually narrow by definition of that FET increase.

So we are really dealing with a different environment in those terms. Looking at our ability or capability to manage our way through it, I don’t see anything unusual in terms of what we can or might do to deal with it. I think that the Newport brand is basically a very sound proposition in the marketplace and we will manage it accordingly, as I’ve said. I cannot give you a specific prediction if you will, of what may or may not occur, but I certainly have confidence in our ability to assess the variables at play and deal with them appropriately.

Judy Hong - Goldman Sachs

Okay. Then David in the fourth quarter, if I looked at your cost of goods sold excluding the settlement and buyouts, it was up pretty significantly year-over-year. I’m just wondering what drove that and if there are any issues that kind of affected the year-over-year comparison?

David Taylor

In the fourth quarter?

Judy Hong - Goldman Sachs

Yes.

David Taylor

I don’t know; what you use, but Judy sometimes you use factors calculating cost of goods that do not necessarily…

Judy Hong - Goldman Sachs

I’m just taking your total COGS and then excluding the excise taxes as well as the settlements and buyouts and I get about $132 million of cost of goods sold versus $100 million last year.

David Taylor

I don’t get that. I mean of course you’re doing calculations that are not in front of me, but I don’t believe that the basic manufacturing cost per unit increased substantially Q4 to Q4.

Judy Hong - Goldman Sachs

Was there a higher level…?

David Taylor

They increased as a result of increased tobacco costs and other things, but I would not characterize it in the terms that you gave, although I’ll have to go back and look.

Judy Hong - Goldman Sachs

Okay, was there a higher level of free goods promotions in the fourth quarter of ‘08 versus ‘07?

Martin Orlowsky

Yes. There was some degree, some of the cost factors that might have affected our cost of goods in the fourth quarter related to the LIFO charge in the fourth quarter. Nothing huge, but there was a LIFO charge; promotional units, we had some more dollars in terms of COGS related to promotional units in the fourth quarter of ‘08 versus ‘07 and that’s about it.

David Taylor

Well, if it’s the biggest increase, it will be in the increase in ‘08 in tobacco costs as compared to Q4 of ‘07.

Judy Hong - Goldman Sachs

Okay. And then any color in terms of whether your pension expenses are expected to go up in ‘09?

David Taylor

Yes, pension expense will go up in ’09; maybe not as dramatically as many people with defined benefit pension plans. The assets in our pension plan declined during 2008, but didn’t decline as much as the broad market. It declined a little less than 8% for the year, which obviously will reflect itself in pension expense going forward, but the increase I would characterize in the $20 million neighborhood.

Judy Hong - Goldman Sachs

Okay, thank you.

David Taylor

Thank you.

Operator

(Operator Instructions) Your next question comes from the line of Filo Reid [Ph] with Credit Suisse; please proceed.

Filo Reid - Credit Suisse

Good morning; two questions just for you. If I remember correctly, your Board is still not complete; you’re still missing one Board member there. When can we expect the Board to find that lost member, and what will the Board be able to do once it’s complete that it hasn’t been able or willing to pick up in the past?

Martin Orlowsky

There is no effect relative to the number of Directors today versus what it might be tomorrow. It will have no impact on any decision making. It’s just another person. And as far as the additional Board member, we made a decision to try to evolve with the number of Directors we have now, so that we can sort of establish our approaches and then at some point in the future we may very well add an additional Director. There is nothing significant to be associated with that.

Filo Reid - Credit Suisse

Okay. Then the other question was regarding Maverick, which had the fifth quarter in a row of 50% plus growth. How much of the growth in this quarter was coming from increased down trading and how much was coming from just increased distribution for the brand?

Martin Orlowsky

Well, very little regarding increased distribution. I think most of Maverick’s gain really is derived from trading within the discount segment, not necessarily down trading from premium to low prices.

Filo Reid - Credit Suisse

Did you see any down trading during the quarter?

Martin Orlowsky

When you ask me that, Newport obviously didn’t suffer any down trading, at least we don’t think it did. We have no way of really determining what, if any down trading occurred. You can only assume that if you look at gross numbers on a macro level. So I could not conclude based on our numbers that there was any substantial down trading from premium to non-premium priced products.

Filo Reid - Credit Suisse

Okay, thank you.

Operator

I show no further questions in the queue. I would now like to turn the call over for any closing remarks.

Nathan Owell

Thank you operator, and thank you everyone for joining us today. This concludes the call. We look forward to talking to you next quarter.

Operator

This concludes the presentation and you may all now disconnect. Good day.

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