Aussie Broadband Limited (ABB) Earnings Call Transcript & Summary

October 25, 2023

AU shareholder_meeting 54 min

Earnings Call Speaker Segments

Adrian Fitzpatrick

executive
#1

Good morning, everyone. My name is Adrian Fitzpatrick, and I have the privilege of being the Chair of your company and will be your Chair for today's meeting. It's my pleasure to welcome you to the 2023 Annual General Meeting of Aussie Broadband. It's now 9:00 here in Victoria, the time appointed for the meeting. And as we have a quorum, I declare the meeting open. Before proceedings begin, I would like to start by acknowledging the traditional owners of the country of the many lands we are meeting on throughout Australia today and recognize their continuing connection to lands, waters and communities. We pay our respects to the traditional custodians and elders of this nation, both past and present and the continuation of cultural, spiritual and educational practices of Aboriginal and Torres Strait Islander peoples. I'd like to recognize in particular the land that I am standing on today, the traditional land of the Wurundjeri people of the Kulin Nation. Today's AGM has been convened in accordance with the Corporations Act and the company's constitution. We are delighted to offer our shareholders the choice of participating in today's meeting in person or via our online webcast. If you're joining us online, you may cast your votes at any time during the meeting, and voting will remain open for 5 minutes after the close of today's meeting. Please ensure your vote is cast on time. The agenda today is on the screen with addresses from myself and our Managing Director followed by consideration of the financial statements and the 6 resolutions. It's my duty as Chair to ensure that the shareholders in attendance as a group have a reasonable opportunity to discuss the management of the company and the items of business before the meeting. There will be plenty of opportunity for questions during and towards the end of the meeting. Only shareholders, validly appointed proxies and corporate representatives are entitled to vote at today's meeting. Holders attending in person today need to have obtained a yellow voting card when they registered. Please see the registration desk should you require a yellow card. Those holders voting online, please refer to the instructions contained in the virtual online meeting guide available on the screen in front of you. Only shareholders, validly appointed proxies and corporate representatives are entitled to ask questions at today's meeting. Those shareholders in person need to have obtained the yellow voting card or blue nonvoting card when they registered. [Operator Instructions] Please note there will be time for shareholders to ask general questions after we have dealt with the formal business of today's meeting. I would now like to introduce my fellow directors, Richard Dammery; Vicky Papachristos; Patrick Greene; Phillip Britt, our Managing Director; and Michael Omeros, Executive Director. Our company Secretary, Brian Maher, is also present as well as the company's auditor, KPMG, represented by Suzanne Bell, who joins us online from Korea; and James Dent, who is in the room with us here today. The auditor will be available to answer questions on the conduct of the audit and the audit report for the year ended 30 June 2023. I would also like to welcome Julie Stokes from our share registry, Link Market Services, who will be the returning officer for the poll to be taken on all resolutions at today's meeting. Before we start the formal part of this year's meeting, I would like to take a few minutes to reflect on the last 12 months for Aussie Broadband. FY '23 saw another year of continued growth across all segments. The sales pipeline accelerated during the year as we invested in growing our business development teams with a focus on the Enterprise & Government segment followed by the acquisition of Over the Wire in FY '22. Aussie has come a long way from our early days as a residential Internet service provider in regional Victoria. Today, we provide a complete communications and technology solution across multiple sectors all over Australia. In FY '23, revenue increased 23.1% to $788 million driven by a strong growth in Residential and Wholesale segments and accelerating momentum in the Business and Enterprise & Government segments. EBITDA before one-off items grew 52.1% to $89.6 million. During the year, we advanced the integration of the Over the Wire acquisition, positioning Aussie to reshape the telecommunications landscape. We have continued our long-term investment in building a strong and robust network, increasing our network's functionality, resilience and redundancy. The Aussie fiber core network rollout was completed in FY '23, bringing the majority of our backhaul requirements on net, resulting in improved margins. Aussie remains one of the most trusted brands in Australia and is Australia's most trusted telco. The team is leveraging Aussie's strong reputation in the market and our award-winning customer experience to build relationships across all segments, including Business and Enterprise & Government. During FY '23, Aussie became a certified B Corp, the largest telco in Australia to achieve this accreditation. Being good to people is at the heart of what we do, and this milestone displays our commitment to being a force for good. We have also made strong progress across environmental, social and governance metrics, improving our ESG framework, which will hold our actions to a higher standard of transparency and accountability. We know that gender diversity on the Aussie's Board is of interest to our shareholders. The company had planned to announce the appointment of a new female director at the time of our end-of-year results announcement in August. However, due to unforeseen circumstances, this appointment could not proceed. We are committed, however, to increasing the diversity of our Board and immediately recommenced the recruitment process. We are currently interviewing a short list. As Aussie Chair, I would like to emphasize that our commitment to improving gender diversity on the Board is unquestionable. Aussie has also continued to implement an ambitious inclusion and diversity agenda over the past year, including appointing an Inclusion and Diversity Manager, James Smith, who's in the room today, I think. Welcome, James. Establishing a gender equality working group and delivering a range of programs and resources to promote awareness in areas including disability, neurodiversity and LGBTIQ+ inclusive language. In FY '24, Aussie Broadband introduced market-leading parental leave policy, which offers staff up to 26 weeks of parental leave at full pay for both primary and secondary carers. This flagship parental leave policy was reviewed and endorsed by the People and Community Committee, which is chaired by Richard Dammery. If you would like further information about Aussie's inclusion, diversity programs after the formal part of the meeting has concluded, our Chief People and Reputation Officer, Jane Betts, who's in the room, is in attendance, and we'll be very happy to answer your questions. During the year, we welcomed new members to the executive leadership team, building overall capability by adding further technology and innovation depth together with systems and project management expertise. Expanding a business and doubling its size in a very short time would not have been possible without our incredible people at Aussie. It's our strong belief that looking after our staff ensures they will go above and beyond and keep customers at the center of everything we do, delivering the market-leading Aussie customer experience. Now that we have transitioned into a diversified communications technology company, we are adopting a segment-specific go-to-market approach across sales proposition and customer service. In FY '23, we developed core enabling research capabilities, segment-specific pricing, profiling and product development frameworks, which help inform our approach to win market share and serve our customers in each segment. In FY '24, we will continue to build on those pillars while maintaining Aussie's stated status as the most trusted telco in Australia and strengthening our culture to continue to deliver amazing customer experience and strong growth across all segments. I will now hand over to Phillip Britt, Aussie's Director and Co-Founder, to provide an overview of our operational performance in FY '23 and the outlook for Aussie going forward. Thank you.

Phillip Britt

executive
#2

Thanks, everyone, and good morning. My name is Phillip Britt, and I'm Aussie Broadband's Managing Director. I look forward to sharing with you the great progress we've made over the past year. In August, I returned from 3 months of long service leave, and I used this time after travel and reflect on the past 20 years since we founded the companies that became Aussie Broadband. I came back from long service leave reengaged and is committed to ever to seeing our company succeed, and I'm looking forward to leading us into FY '24 and beyond. From the early beginnings as a small residential Internet provider in regional Victoria, we've been focused on becoming a leading provider of communications and technology services. A game worth playing has been our internal model -- internal motto as we go after meaningful goals to support our strategic company direction. For us, this is not about short-term objectives or copying what our competitors do. It's about building the base for our ambition -- 2025 ambition to have over 1 million broadband services. To reach our aspiration, we continue to invest in our innovation, customer satisfaction, sustainable practices and most importantly, our people. In FY '23, we delivered on our strategic goals as we continue to build scale, strengthening our position as a provider of reliable and resilient network infrastructure. We did this by delivering on our commitment to provide quality communication services and exceptional customer experiences across all our segments. We've grown across all segments. And while I'm encouraged -- and I'm encouraged by our progress in Business, Enterprise & Government and Wholesale. We also leveraged our strategic investment in the fiber infrastructure and cutting-edge technology to deliver higher margins and significant cost savings. A summary of our financial performance is on this slide, but our CFO, Brian Maher, will provide more flavor on this later in the meeting. As I outlined on our results day, I'm extremely happy with the results. Aussie Broadband has a strong track record of growth, with revenue growing at a CAGR of 60% since FY '20. Importantly, we're delivering profitable growth with EBITDA growing at a CAGR of 192% during the same period. The EBITDA margin before one-off items reached 11.4% in FY '23. Aussie Broadband maintained its position as the [Roy Morgan's] most trusted telco in Australia. However, being -- with telco being the most distrusted industry in Australia, that doesn't represent a very high bar. What we're more proud of is that we're also named the 34th most trusted brand in Australia across all segments. In addition, we've secured 16 other awards this financial year, acknowledging the team's excellence in customer service, technology and innovation. I'd like to take this opportunity to thank all the team for the work they do for our customers in this year. During the financial year, as Adrian mentioned, we continue to progress our ESG framework and achieved B Corp certification in August following 18 months of hard work and data gathering. Being good to people has been -- and the community has always been in our DNA. And this achievement takes all that foundational work and helps us demonstrate that for-profit companies can also be good for the planet whilst delivering for shareholders. We're the largest telco in Australia to achieve -- be accredited as a B Corp and 1 of only 19 telcos in the world. With an overall impact score of 96.3, we are one of the top performing B Corp businesses with more than 250 employees in Australia, putting us in the top 6. Underpinning our B Corp certification are our community impact activities, which seek to build and foster strong sustainable communities across Australia. Initiatives like our 1% pledge ensure that as Aussie grows, so does that the reach and support that we provide. During FY '23, we directly and positively impacted 110,000 people through our Helping Communities Connect program, direct charity sponsorships and the small change be change program. At Aussie, we recognize the vital role businesses play in shaping the sustainable and equitable future. We've made strong progress towards reducing our carbon footprint during the year as well. We remain carbon neutral for Scope 1 and 2 emissions and decreased carbon emissions on a per full-time employee basis by 29% during the year. We've implemented initiatives to reduce our overall footprint, including purchasing carbon offset credits, transitioning to green power and working with our supply chain to drive carbon reduction. We look forward to doing more in this space and into the future. Our work towards an equitable future has seen us focus on inclusion and diversity, fostering a workplace culture that champions equality and lives up to our values. Turning to more recent developments. In late September, Aussie confirmed that it submitted a conditional nonbinding indicative proposal to acquire 100% of the shares in Symbio Holdings Limited, by way of scheme of arrangement. We believe that Symbio's range of services and its platform would complement Aussie Broadband's [NetSIP] operations. Symbio has three product sets: a communication platform as a service, tower communications as a service and unified communications as a service. The business hosts 7.3 million phone numbers, carries over 9 billion voice minutes and manages over 180,000 NBN, voice and other services for MSP customers. In FY '23, Symbio reported revenue of $211 million with an underlying EBITDA before one-off items of $27.7 million. We're continuing our due diligence, and we'll provide an update to the market at an appropriate time. Aussie started this financial year strong with broadband connections increasing by 40,000 in the first quarter, including approximately 8,700 connections acquired from Unity. The strong momentum has continued into October with broadband connections now exceeding 740,000 as of yesterday. Our NBN market share has now passed 8%, and our Enterprise & Government customer wins have continued in the first quarter as we continue to experience strong demand for our services. Year-to-date revenue and EBITDA are in line with management's expectations. After a long few years, the NBN SAU has now been approved by the ACCC and will take effect from the 1st of December. The effect of the new SAU sees an increase in wholesale prices for 50 and below tiers and a decrease in prices for speed tiers 100 and above at the wholesale level. Aussie has absorbed cost increases over the past 3 years. And since our last price increase, this wholesale construct requires refreshed pricing approach. Pleasingly, this has enabled us to reduce prices for all of our products at the 100 and above speed. We continue to strive to provide better value to our customers in order to sustain our industry-leading service levels in the long term, but we've unfortunately had to increase some prices. I'd just like to point out an error on this slide, the 1,050 plan should be 129 under the new pricing, not 119. Today, I'm pleased to reaffirm our FY '24 guidance and EBITDA range of $100 million to $110 million. This is an increase of 12% to 23% compared to FY '23, which includes the increased cost of acquisition and increased investment in E&G marketing as mentioned earlier in the presentation. CapEx is expected to be in the range of $47 million to $52 million depending on customer demand for Aussie fiber. Our guidance excludes any costs and contributions from M&A activity. As we progress into FY '24 and continue to build momentum to further drive our growth in the nonresidential segments, we're committed to deepening our presence in the Business and Enterprise & Government segments. This will be achieved through a focus on solution selling and providing tailored offerings to meet our unique needs for these segments. We have also leveraged the trust that our customers have in Aussie Broadband brand to secure wins in the Enterprise segment. The Wholesale segment and voice will continue to be a core pillar as we look to capture further market share. In line with our commitment to operational excellence, we'll continue to make targeted investments in fiber infrastructure and technology to deliver efficiencies and improve profitability. While we continue to concentrate on expanding our presence in key segments, we're equally dedicated to supporting growth in the Residential segment. We'll achieve this by investing in our network and our award-winning customer service and continuing to support and grow our talented Australian team. Before I hand over to Adrian, I'd just like to mention that we had intended to host an Investor Day in November this year. We've now deferred this to the first half of calendar year 2024 due to our ongoing focus on M&A activity. With that, I'll hand over to Adrian to address the formal items for the meeting.

Adrian Fitzpatrick

executive
#3

Thank you, Phil. Notice of this meeting and explanatory information was sent to all shareholders before this meeting, and I propose that the notice of meeting be taken as read. I'll now turn to the business of today's meeting. There are six items that require a shareholder vote. And to ensure the views of shareholders are considered, I advise that I will be calling a poll on all resolutions. If you are present in person, you will have a yellow voting card, which you will be asked to complete and hand to the registry staff at the appropriate time. I will advise you when it's time to complete your voting card. If you need assistance, please ask one of the registry staff. If you have a yellow voting card and need to leave early, you may if you wish hand your completed voting card to the staff at the registration desk as you leave. To cast your vote using the online platform, please click the get a voting card button and follow the prompts. You may cast your live vote at any time during the meeting. I will give you a 5-minute warning before we close the online voting platform. You will see a red bar appear along the top of the online platform with a countdown timer of how long you have remaining to cast your vote. I can confirm that I propose to vote those proxies left to my discretion as the Chair in favor of all resolutions. Proxy votes received prior to the meeting will be shown on the screen for each item of business to be voted on today. Please note that resolutions 1, 4 and 5 are subject to voting exclusions as outlined in the notice of meeting. The first item of ordinary business is the consideration of the financial report, directors' report and auditor's report thereon for the year ended 30 June 2023. These reports were circulated as part of the annual report, which members received via printed hard copy if they so elected or able to access on our website. I'll now hand you over to our CFO, Brian Maher, who will give an overview of the financial performance for FY '23.

Brian Maher

executive
#4

Thank you, Adrian. Good morning all. My name is Brian Maher. I'm the Chief Financial Officer and Company Secretary of Aussie Broadband, and I'm pleased to present the overview of the financial results for the year ended 30th of June 2023. In FY '23, Aussie continued to deliver strong growth with Residential revenue increasing by 23%, while Business and Enterprise & Government revenue grew 7% and 9%, respectively. Wholesale revenue increased by almost $38 million with white label delivering connections and revenue growth supplemented by growth in wholesale voice and data. Overall, gross margin improved 2.1 percentage points up to 35.4%, which was driven by the reduced backhaul costs following the completion of our core fiber network build. Employee expenses increased in line with revenue to $123.7 million, while marketing expenses increased a modest 2.8% during the year. Further investment in marketing has been made as we enter FY '24. Administration costs as a percentage of revenue was 4.1%, inclusive of increased investment in systems and software. The combination of these factors saw EBITDA before one-off items grow by [ 52.1% ] to $89.6 million. Depreciation and amortization expenses increased 27% as the fiber assets were completed, and we continue to invest in our network infrastructure. NPAT before intangible amortization increased to $37.4 million. Aussie's strong balance sheet supports our growth ambitions. As at 30th of June 2023, our cash balance was $75 million, an increase of 57% when compared to the previous year having also reduced our debt by $25 million. The net leverage ratio at 30th of June was marginally over 1x. Plant and equipment assets grew 43% driven by fiber investments, and net assets increased by 8.6%. We had a strong year on the cash front with operating cash flow of $116.7 million, an increase of almost $70 million. Our cash conversion ratio in FY '23 was significantly improved principally due to a once-off change in the NBN billing cycle at the end of FY '23 and the results and timing of our payments to NBN. Net interest of $7.1 million was up $5.5 million being the first full year of our new syndicated debt facility. There's plenty of headroom in our interest cover ratio, which is close to 9x. Deferred capital investments resulted in lower-than-expected investing cash flows. Financial year 2023 was another year of strong growth and solid financial performance for Aussie Broadband, and I'd like to thank all our shareholders for their continued support.

Adrian Fitzpatrick

executive
#5

Thank you, Brian. There's no requirement for shareholders to vote on these reports. However, you now have the opportunity to ask questions about the financial statements and reports for the year ended 30 June 2023. [Operator Instructions] As a reminder, I'll request questions from the phone attendees first followed by online questions and then questions from the floor. Phone operator, are there any questions on the financial statements?

Operator

operator
#6

There are no questions on the phone, Chair.

Adrian Fitzpatrick

executive
#7

Thank you. Are there any written questions on the financial statements?

Unknown Attendee

attendee
#8

Thank you, Chair. We have one question from John Whittington from the ASA, Australian Shareholders' Association. He says one of the most common requests we get from retail shareholders is a 5-year table of key operational and financial metrics. You have an abbreviated version of financial metrics in your remuneration report, but we would encourage you to have a more complete one somewhere in your main report. Aussie has a great story to tell and such a table would do -- would both do this and be appreciated by retail shareholders.

Adrian Fitzpatrick

executive
#9

Thank you. Richard and I did meet with John 2 or 3 weeks ago, and he raised the same point. And we thank him for raising that, which I think you write in the previous year, and we'll undertake to do something along those lines in next year's annual report. Thank you, John.

Unknown Attendee

attendee
#10

There are no other questions in relation to the financial statements.

Adrian Fitzpatrick

executive
#11

Thanks, Ron. Question from the floor? Thank you.

Unknown Shareholder

shareholder
#12

I'm Peter, I'm a shareholder. More comment than a question. Well done on getting your debt down and increasing cash at the same time. You've had a really good deal. Now I've realized that you're going through due diligence at the moment for the Symbio potential takeover. But if it does go ahead, are you intending to fund it by debt or how are you intending to fund it? I stress if it does go ahead. That was it.

Adrian Fitzpatrick

executive
#13

Thanks, John. Can we hold that question over? I'd just like to deal with the financial statements now, and we can deal with questions. I'm sure there'll be others around what's Phil announced in relation to Symbio. We're very limited to what we can say, but we'll say what we can perhaps in the general part of the meeting. Any other questions in relation to the financial reports directly? If there are no further questions or comments on the financial statements and reports, I will declare them as considered and received. We will now move to the resolutions on which shareholders, representatives and attorneys of shareholders and proxy holders are being asked to vote. Resolution 1 is a nonbinding ordinary resolution that relates to the adoption of the remuneration report for the year ended 30 June 2023 as set out in the notice of meeting and displayed on the screen, which is as follows: that for the purposes of Section 250R Subsection 2 of the Corporations Act and for all other purposes, the remuneration report as contained in the director's report for the year ended 30 June 2023 be adopted. The results of the proxies received prior to the meeting are displayed on the screen. Operator, are there any questions in relation to this resolution? No questions? Thank you.

Unknown Attendee

attendee
#14

Thank you, Chair. We have one question again from John Whittington from the ASA. And he says, I am a happy Aussie Broadband customer. I'd like to thank you, the Board and all Aussie Broadband employees on putting the work -- in the work to produce such a strong financial performance for shareholders during the year. Mr. Chairman, we expect companies to pay at least 50% of the short-term incentive in deferred equity. Can we expect this from Aussie in the near future?

Adrian Fitzpatrick

executive
#15

Thank you. Thank you again, John. I'm going to ask Richard Dammery, the Chair of our Remuneration Committee, to actually make some comments in relation to John's request in relation to deferment.

Richard Dammery

executive
#16

Thanks, Adrian. We do actually have in place a deferred STI arrangement for the executive leadership group. And so John's question actually relates to deferral into script. One of the things we've sought to do from the time of the IPO with the Aussie remuneration principles has been to keep them as simple as possible. We've outlined in the remuneration report this year a number of things that we considered during the course of the year around appropriate [ REM ] structure. And while we are [alive] to the issue that John raises, I don't think it's our intention in the short term to adopt that. But we are going to continue to review the appropriate structure for both short-term incentive and long-term incentives as we go forward. So it's certainly on our radar. I don't think we're in a position today to commit to make that change.

Adrian Fitzpatrick

executive
#17

Thank you, Richard.

Unknown Attendee

attendee
#18

There are no [other questions on] resolution 1.

Adrian Fitzpatrick

executive
#19

Questions from the floor in relation to resolution 1? If not, I'll now formally put this resolution to the meeting. I will hand over to the Chair of the People and Community Committee, Richard Dammery, to conduct resolution 2 as it relates to my reelection.

Richard Dammery

executive
#20

I'll stay here, Adrian, perhaps rather than leading us to switch between the lectern. Thanks. So resolution 2 relates to the reelection of Adrian Fitzpatrick as a director as set out in the notice of meeting and displayed on the screen. Just to read you the resolution that Adrian Fitzpatrick, who retires in accordance with clause 14.3 of the constitution and being eligible, offers himself for reelection, be reelected as a director of the company. The results of the proxies received prior to the meeting are displayed on the screen, and I'll now invite Adrian to say a few words in relation to his reelection.

Adrian Fitzpatrick

executive
#21

Thanks very much, Richard. I'm very conscious that I'm here to serve shareholders and act in their best interest. And I thank shareholders for your support for me and for the company to this point. I trust that my financial background and experience in working with entrepreneurial growth-orientated companies during my business career of over 40 years and the commercial acumen that you pick up along the way will bring value to the Board decision-making process at Aussie. I'm very much looking forward to the future as Aussie continues to develop and execute on its strategy in an industry which continues to undergo change at pace. I emphasize that pace, which will no doubt create opportunities for our company. Thank you all for your support.

Unknown Attendee

attendee
#22

Thanks, Adrian. Phone operator, are there any questions on resolution 2?

Operator

operator
#23

There are no questions on the phone.

Unknown Attendee

attendee
#24

Okay. Thank you. Are there any written questions on resolution 2?

Unknown Attendee

attendee
#25

I have a statement and a question from John Whittington from the ASA. John says, as the company is growing, we would encourage you to come more into line with normal practice for larger ASX -- for the larger ASX company you aspire to be with greater independence and diversity of the Board as well as the publication of a genuine skills matrix, highlighting skills of each director individually in the annual report. Last year, the company asked for an increase in the director fee pool to accommodate a new director. However, we haven't seen any new director, and all directors are getting paid more. What's happening about the new director?

Unknown Executive

executive
#26

Thanks, John. I will speak to that in a moment as part of my comments in relation to my own reelection. So if shareholders are happy, we'll just wait for a moment on that in relation to the skills matrix and the other matters that John raised. As Adrian said earlier, we met with the ASA a few weeks ago. They flagged these issues to us. We've taken those comments on Board, and we will look to provide a bit more detail in our Board's skills matrix next year.

Unknown Attendee

attendee
#27

There are no further questions online.

Richard Dammery

executive
#28

Okay. Great. I'll now formally put this resolution to the meeting. Resolution results are shown on the screen. I'll hand it back to the chair, Adrian. Thanks, Adrian.

Adrian Fitzpatrick

executive
#29

Thank you, Richard. Advancing the ball around here. Resolution 3 relates to the reelection of Richard Dammery as director as set out in notice of meeting and displayed on the screen and which is as follows: Richard Dammery, who retires in accordance with clause 14.3 of the company's constitution and being eligible, offers himself for reelection, be reelected as a director of the company. The results of the proxies received prior to the meeting are displayed on the screen. I would like to take this opportunity to provide my unequivocal support for Richard's reelection. In addition to his role as Chair of the company's People and Community Committee, which has seen meaningful initiatives and progress made in the inclusion and diversity space, Richard's expertise in remuneration, governance, M&A strategy and the telco sector generally is an enormous asset to Aussie's Board. I invite Richard to address the meeting in relation to his reelection.

Richard Dammery

executive
#30

Thanks, Adrian, and good morning, everybody. As you can see from the percentages on the screen, there has been a substantial vote against my reelection. And therefore, I'm going to make slightly more extensive comments now than perhaps might be usual. But firstly, can I begin by saying I've been delighted to serve on your Board since before Aussie's listing in 2020. It's obviously been a busy period, as you've heard, with the company experiencing strong growth on all key measures: rolling out its fiber network, acquiring and integrating Over the Wire and establishing a strong competitive presence in Business, Enterprise & Government markets. Aussie has been on a journey as a relatively new listed company. And I've actively supported the maturing of our governance practices, particularly as they relate to people, culture, remuneration and our community participation in my role as Chair of the People and Community Committee. Aussie doesn't have a separate Nominations Committee, but we do handle nominations within the scope of the people and committee's work. Many important changes have taken place in Aussie in the past 3 years and none more significant than Aussie's recognition this year as a B Corporation. As Adrian and Phil have talked about our B Corp certification, and we're obviously very proud of it. But I might just highlight a couple of things about B Corp certification for those who may not be aware of it. It's a designation that the business is meeting high standards of verified performance, accountability and transparency on a range of factors. And in order to achieve certification, you have to demonstrate a number of things. Firstly, our company has to demonstrate high social and environmental performance by achieving a impact assessment score of 80 or above. And you heard from Phil earlier that we achieved substantially higher than that. Secondly, you must make a legal commitment by changing your corporate governance structure to be accountable to all stakeholders and not just to shareholders. And thirdly -- which we did, by the way, when we amended our constitution last year. And thirdly, you must exhibit transparency by allowing information about your performance to be measured against B Lab standards and made publicly available on their website. Aussie's always sought to do the right thing and it's B Corp certification, which was overseen by the Board through the committee that I chair, is tangible evidence of this. Turning to my credentials as a Nonexecutive Director. I currently serve on a range of significant boards, including Australia Post, WiseTech Global and Salta Properties. I'm a fellow of the Australian Institute of Company Directors, a member of its Corporate Governance Committee and an adjunct professor of Monash Business School, where I teach a course in corporate governance to the MBA programs. Until recently, I also chaired Creative Partnerships Australia, the Australian government's primary body for developing philanthropic support for the creative industries in Australia. I started in telecommunications back in 1995 when I was recruited by Telstra to help it prepare for deregulation, which took place actually on 1 July '97, seems like a long time ago. From there, I joined Telecom New Zealand, now Spark and Chorus initially as General Counsel, though I then spent many years as the executive responsible for wholesale and interconnect and also network and capital planning for New Zealand's national telephone network. After Telecom acquired AAPT in Australia, I took the reins on the challenger side as the Group Director of Infrastructure and Head of AAPT's fiber direct business, known then as AAPT Direct [indiscernible]. Hopefully, you can see that all of this is fairly relevant to my role on the Board here at Aussie. I moved for a period from telecommunications into the retail sector, but returned to an advisory role where my telecommunications clients included Singtel, Optus, NBN, Crown Fiber Holdings in New Zealand, M2 Group, Primus, the Australian government's Department of Communications, which I advised in relation to the NBN project, the New Zealand government's Department of Commerce and a range of other industry participants. As an M&A practitioner, I've transacted over $30 billion in buy and sell site transactions over the course of my career. In other words, I have enjoyed broad experience over nearly 30 years. And I look to bring this into the boardroom to support and from time to time, appropriately challenge Phil, the management team of Aussie as we continue to grow your company. I'll now turn to the issues that have led to the vote against my reelection. By way of context and the lead up to this meeting, the Chair, Adrian Fitzpatrick, and I met with a number of shareholders, proxy advisers and other important stakeholders such as the Australian Council of Superannuation Investors. One proxy adviser, whom we had offered to meet but who declined engagement, wrote a report recommending against my reelection on the grounds that firstly, the Board lacks female representation versus the expected 30% target; and secondly, that the company lacks a formal diversity policy and has failed to establish measurable objectives for achieving gender diversity. At last year's AGM, the Aussie Board committed to appoint another female director. We were quite clear about that, and Adrian has spoken about that again this morning. We conducted a search. We found a highly suitable candidate. But at her request, we delayed announcing her appointment so she could rearrange her portfolio. Regrettably, for all of us, before we could announce, the selected candidate became involved in certain governance issues in another listed company. And after careful consideration, the Aussie Board formed the view that as the first nonexecutive appointment post our IPO, we should not in the circumstances proceed. We immediately commenced a further search, which is now well advanced. And we expect, as Adrian has outlined, to appoint another female director in the coming months. I should say that we only have one female nonexecutive at this point in Vicky is not because we want it that way. It's because we exercise judgment on behalf of shareholders earlier in the year when we had a near-completed appointment process. In relation to inclusion and diversity, it's true that Aussie does not have a diversity policy for the reasons outlined in our corporate governance statement. It's not true that we fail to take these matters seriously or that we do not measure performance. We're not hiding here. Since the IPO, Aussie has explained its deep-seated belief that inclusion should be driven by culture and not by policy. The company has a mature inclusion and diversity program that includes initiatives in relation to gender diversity, gender expression, neurodiversity, LGBTIQ+ networks [indiscernible], veterans issues and Aussie's reconciliation action plan to call out a few of the many areas of focus. In particular, Aussie has formed a gender diversity working group with task forces for female representation and mentoring, parental leave engagement and antidiscrimination culture. You've already heard from my colleagues that this year we launched a market-leading parental leave policy with equal benefits for primary and secondary carers, including up to 26 weeks of paid parental leave at full pay and enhanced provisions for other caregivers such as foster parents and grandparents. The company has recently introduced a new staff engagement tool, which has produced strong initial indications that we rate within the top 10% of participating employers in relation to staff engagement generally and inclusion and diversity in particular. This context, both in relation to Board gender diversity and broader diversity and inclusion considerations, was explained to the shareholders with whom the Chair and I met prior to the AGM. The general consensus appeared to be that our decisions and practices were consistent with responsible governance, and people accepted our commitment to add at least one more female director to our Board. It's regrettable, therefore, that one leading proxy adviser issued a report recommending against my reelection as a protest vote and without the benefit of hearing Aussie's strong commitment. The Chair and I again offered to meet with this proxy adviser, and I've also written to them personally. As of this morning, I haven't received a response. The company will consider the feedback in relation to publication of a diversity policy and targets for Board gender diversity, but we offer this in the belief that we already have robust systems and programs in place, and we're doing the right thing. Finally, can I say that I'm very aware that I serve on the Aussie Board at the shareholders' pleasure, and I don't take shareholder support for granted. When I have it, it's greatly appreciated. And if reelected, I'll continue to work hard to represent your interests in the Aussie boardroom. Thank you.

Adrian Fitzpatrick

executive
#31

Thank you very much, Richard, for those words. Phone operator, are there any questions on resolution 3?

Operator

operator
#32

Chair, there are no questions on the phones.

Adrian Fitzpatrick

executive
#33

Thank you. Any written questions, Ron?

Unknown Attendee

attendee
#34

Thank you, Chair. There are no questions online in relation to resolution 3.

Adrian Fitzpatrick

executive
#35

Are there any questions from the floor in relation to this resolution? If not, I now formally put this resolution to the meeting and move to resolution 4. Resolution 4 relates to the amendment to terms of certain options issued to current and former executive directors under the long-term incentive plan, and ratification of the grant of those options are set out in the notice of meeting and displayed on the screen and which is as follows: that for the purposes of Listing Rule 6.23.4, Listing Rule 10.14 and for all other purposes, shareholders approve the amendment to the terms of 1,307,130 options issued to current and former executive directors under the LTI plan and ratify the grant of such options and the issue of shares following the exercise of the options in each case on the terms and conditions set out in the explanatory memorandum to this notice. The results of the proxies received prior to the meeting are displayed on the screen. Phone operator, are there any questions in relation to resolution 4?

Operator

operator
#36

Chair, there are no questions on the phone.

Adrian Fitzpatrick

executive
#37

Thank you. Any written questions, Ron?

Unknown Attendee

attendee
#38

Thank you, chair. I have a statement from John Whittington from the ASA. He says, we can't support your long-term incentive scheme as it has no performance hurdles attached to it. It is only over 3 years, which isn't really that long term and is based on options that are difficult to value properly. Now you're past your IPO, we'd like to suggest that now is the time to start planning for a 4-, 5- or more year scheme with performance hurdles paid with rights that are more transparent to shareholders rather than options.

Adrian Fitzpatrick

executive
#39

Thanks, Ron, and thank you, John. Again, this is something we did discuss with John a few weeks ago. This is something that is under continual review. Richard, would you like to add anything further than what we've already said in this regard?

Richard Dammery

executive
#40

I'll just make a couple of comments, Adrian. I think it's all very well to say that 3 years isn't a very long time. But look at what's happened in the history of this company in 3 years, right? A lot happens in Aussie in 3 years. And I think setting incentives that go beyond a 3-year horizon while we're in such significant growth and change mode would require quite a lot of crystal ball gazing. We did do a review of long-term incentives during the year. We said we were going to do that last year. And we specifically considered whether we should move from simply issuing options to issuing performance rights in addition to or instead of options. We decided in the end based on the same principle I mentioned earlier about simplicity that we'd stick with the option scheme. We believe it provides very strong alignment between management's incentives and shareholders. In some companies, you worry that perhaps an option scheme alone might drive a focus on shareholder value creation at the expense of doing other things that are important, nonfinancial things, doing the right thing, if you like. The Board doesn't have that concern at Aussie, not least because of the strong commitment that we've shown through the B Corp certification process. So we actually think the settings are right as they stand today. We hear the feedback from the ASA. We understand why they say that. We'll continue to think about these issues carefully. But at the -- and in relation to the point about there not being performance hurdles, well, of course, there are performance hurdles in options. It's called growth in the share price. And so we think that's also appropriate. We take the point on uncertainty around the application of the [indiscernible] option valuation pricing model, which includes some level of probability assessment. But again, we approach that as a Board with the benefit of external advice. We turn our mind to the calculations, and we reserve judgment in relation to that. So we think we've got a robust process here. We appreciate the opportunity to explain that to shareholders this morning. But I think, at least for the time being, we're not contemplating further change.

Adrian Fitzpatrick

executive
#41

Thank you, Richard. I think it's clear from that, that this is an area that's under constant review and will continue to be so going forward. And we'll continue to design things that we think are appropriate for the time. Thank you, Richard.

Unknown Attendee

attendee
#42

There are no further questions in regards to resolution 4.

Adrian Fitzpatrick

executive
#43

Thank you, Ron. I now formally put this resolution -- oh, sorry, any questions from the floor in relation to this resolution? If not, I now formally put this resolution of the meeting and move to resolution 5. Resolution 5 relates to the ratification of shares issued and options granted to employees other than executive directors under the Aussie Broadband long-term incentive plan and tax-exempt employee share plan, respectively as set out in the notice of meeting and displayed on the screen, which is as follows: that for the purposes of Listing Rule 7.4 and for all other purposes, shareholders ratify the issue of 112,847 fully paid ordinary shares and grant of 1,714,383 options in the company to employees of the company other than executive directors under the rules of the company's tax-exempt employee share plan and long-term incentive plan, respectively, details of which are set out in the explanatory memorandum to this notice. The results of the proxies received to the meeting are displayed on the screen. Phone operator, are there any questions in relation to resolution 5?

Operator

operator
#44

Chair, there are no questions on the phone.

Adrian Fitzpatrick

executive
#45

Thank you. Ron?

Unknown Attendee

attendee
#46

There are no questions online as well.

Adrian Fitzpatrick

executive
#47

Thanks, Ron. Any questions from the floor in relation to this resolution? If not, I now formally put this resolution to the meeting and move to resolution 6. Resolution 6 is a special resolution, which requires support by at least 75% of the shareholders present and entitled to vote on the resolution. It relates to renewal of the proportional takeover approval provisions as set out in the notice of meeting and displayed on the screen, which is as follows: that the proportional takeover provisions contained in clause 12 of the constitution be renewed for a further period of 3 years as detailed in the explanatory memorandum of this notice and commencing on the date that this resolution is passed. The results of the proxies received prior to the meeting are displayed on the screen. Phone operator, do we have any questions?

Operator

operator
#48

Chair, there are no questions on the phone.

Adrian Fitzpatrick

executive
#49

Thank you. Ron, any questions?

Unknown Attendee

attendee
#50

No questions online either.

Adrian Fitzpatrick

executive
#51

Thank you. Are there any questions from the floor in relation to this resolution? If not, I now formally put this resolution to the meeting also. Before I open up to final questions, a reminder to shareholders and proxy holders in the room to complete the voting instructions on the yellow voting card. Yellow voting cards will be collected shortly by representatives of the share registry. Shareholders and proxy holders attending online will now have 5 minutes to submit their votes via the online platform. The polls will then close. A countdown time will appear at the top of the screen in the online platform. Please complete your voting, and remember the press submit before you disconnect from the meeting. Following general questions, I will declare the polls closed. I now open the floor for general questions.

Adrian Fitzpatrick

executive
#52

I'm dealing with the order that we've been working through. Phone operator, any general questions?

Operator

operator
#53

Chair, there are no general questions on the phone.

Adrian Fitzpatrick

executive
#54

Thank you. Ron?

Unknown Attendee

attendee
#55

Thank you, Chair. There is one question from John Whittington from the ASA. As a technology company that allows customers to watch high-quality video at home, why not your AGM? Will you be loading a recording of this meeting on to your website?

Adrian Fitzpatrick

executive
#56

Who's going to take that one? Phil?

Phillip Britt

executive
#57

I believe the intent is to load a recording of the AGM on to online just like our other investor calls and so on that we do. We do load up recordings of those calls as well.

Unknown Attendee

attendee
#58

There are no other questions online.

Adrian Fitzpatrick

executive
#59

Thank you, Ron. Questions from the floor, keeping in mind, John, your question as well? John, I think your question was around there was an acquisition of some sort, how might that be funded? Yes. I think I should ask the CFO to actually take a comment there. Brian?

Brian Maher

executive
#60

Yes. I think at this stage, we're intending to fund the cash portion of the acquisition through new debt.

Adrian Fitzpatrick

executive
#61

Thank you. Any other questions? I think it's [indiscernible] lightly. If not, I will now formally declare the meeting closed, and the polls will remain open for 5 minutes after the meeting to complete your voting. The final results of the poll will be released to the market on the ASX announcements platform website as soon as they are available. That does conclude the formal part of business to be considered at the meeting. Thank you for your attendance, and please feel free to stay on and mingle and chat with the Board and as members of management team here as well. Thank you all again.

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