DXN Limited (DXN.AX) Earnings Call Transcript & Summary

Today's meeting is being convened in accordance with the Corporations Act. The Notice of the meeting was lodged with the ASX on 22 December, 2023. We would take the Notice of the meeting and the resolution to be considered at the meeting as read if there are no objections. The meeting is a virtual meeting of shareholders being delivered live via webcast. Every effort has been made to ensure that this meeting runs smoothly for our shareholders. If we experience any technical issues today, a short recess or an adjournment may be required, depending on the number of shareholders affected. If this occurs, I shall advise you accordingly. I would like to introduce you to the Board of Directors and the members of the management team [ that ] [ were ] present [ or are ] online during the meeting today. With me, I have Brendan Power, who is a non-Executive Director; and also Tim Hannon, who's an NED. You can see them on your screen. Also, present is Shalini Lagrutta, DXN, CEO; Andrew Metcalfe, our Company Secretary; and Sarah Livesey, our Financial Controller. Today's meeting is being held through an online meeting platform powered by Automic. This allows shareholders and proxies to attend the meeting virtually. All attendees can participate in a live webcast of the meeting. And in addition, shareholders and proxies have the ability to ask questions and submit votes. In order to vote initially, you need to have registered your shareholder with Automic. If you haven't already done so, you can follow the instructions on the screen to register and log in to enable you to vote at this meeting. Questions can be submitted at any time. To ask a question, press on the Q&A icon, and this will open a new screen. And at the bottom of that screen, there is a section for you to type your question. Please start your question by typing your shareholder SRE or HIN. This will allow the moderator to identify you as a shareholder. If you would like to ask your question verbally, type your SRN or HIN and then type, I'd like to speak. Once you have finished typing, please hit Enter on your keyboard to send. Please note that while you can submit questions from now on, I will not address them until the relevant time in the meeting. Kindly start your question with the agenda item number to which it relates. Please also note that your questions may be moderated, or if we receive multiple questions are one topic amalgamated together. Due to the time constraints, we're [ not ] running out of time to answer all your questions, and if this happens, we will answer them in due course by [ remote ] posting responses on our website. All questions should be addressed to me as the Chairman. I will either deal with the question personally or ask someone who is better placed to respond. We will do our best to answer any relevant questions raised. I ask that you keep your questions short and to the point so that as many shareholders as possible have a chance to ask a question. Voting today will be conducted by way of poll on all items of business. In order to provide you with enough time, I will shortly open voting for resolutions. I now declare voting open on all items of business. You can submit your votes at any time, and I will give you a warning before I move to close voting. There is no presentation at today's meeting. We will proceed with the formal business of the meeting, and questions of a general nature can be asked after the business of the meeting concludes. As previously notified, all resolutions today will be decided by a poll. I'm just going to get an update from the Company Secretary as to how many proxies have been received from shareholders and how many shares that represents.

Thank you, Peter. So for today's General Meeting, we've received 28 proxies, or 28 holders voting by way of proxy, voting just over 253 million shares, which represents just over 11% of the total issued capital.

Okay. And I'll declare the proxies received on the resolution before putting the resolution to vote. I would like to highlight that where undirected proxies have been given in favor for the Chairman, these proxies would be voted in favor [ of ] all resolutions being put to the meeting today. We'll now move to the formal resolutions contained in the Notice of the General Meeting. So, Resolution 1 is the ratification of issue of shares under the placement, Tranche 1. And that for the purposes of ASX Listing Rule 7.4 and for all other purposes, the shareholders approve and ratify the issue by the company under the placement Tranche 1 completed on 4 December, 2023 of 430 million shares at an issue price of $0.002 per share to sophisticated professional investors, on such terms as more particularly described in the explanatory memorandum which accompanies and forms part of this Notice of the meeting. Proxies received in relation to this resolution, 245,799,340 shares or 97.2% for, and just over 7 million shares or 2.8% against no shares opened and 505,100 shares abstaining.

I'll now invite any questions or comments on this resolution.

Yes. No questions, Peter.

As there are no further questions, I will now put the resolution on the screen to the meeting. And Resolution 2 is the approval of the issue of shares under the placement Tranche 2. That for the purpose of ASX Listing Rule 7.1 and for all other purposes, the shareholders approve and agree to the issue of 545 million shares at an issue price of $0.002 per share to sophisticated professional investors, on such terms as more particularly described in the explanatory memorandum, which accompanies and forms part of this Notice of Meeting. Proxies received prior to this meeting, 222,678,280 shares or 93.82% for, [ 14,678,096 ]48,678,096 shares or [ 6.18% ] against 0 shares opened and 505,100 shares abstaining. I'll now invite any questions or comments from shareholders.

No questions, Peter.

As there are no further questions, I'll now put the resolution on the screen to the meeting. Resolution 3 is the approval of the issue of shares to Brendan Power. That for the purpose of ASX Listing Rule 10.11 and for all other purposes, the shareholders approve and agree to the issue of 50 million shares at an issue price of $0.002, and share to Brendan Power on such terms as more particularly described in the explanatory memorandum which accompanies and forms a part of this Notice of the meeting. In terms of the proxies received, 229,741,280 shares or 96.63% for, just over 8 million shares or 3.37% against 0 shares opened and 15,611,060 shares abstained. I will now invite any questions or comments.

No questions on this resolution, Peter.

As there are no further questions, I now put the resolution on the screen to the meeting. Now I will call upon Brendan to chair the next 2 resolutions, please.

You're on mute, Brendan.

Apologies. So this is Resolution 4. I take the chair. Approval of issues and shares to Peter McGrath. That for the purpose of ASX Listings Rules 10.11 and for all other purposes, the shareholder approve and agree to the issue of 25 million shares at an issue price of $0.002 per share to Peter McGrath on such terms as more particularly described in the explanatory memorandum which accompanies and forms part of this. The approval of shares to Peter McGrath, proxies received prior to this meeting, 229,741,280 shares for, 96%, 8 million against -- [ 3.37% ] against 0 shares -- or 0% open and [ 15,600,011 ] shares abstained.

There's no questions on this resolution, Brendan.

As there are no further questions, I now hand this chair position across back to Peter [ McGrath ].

Actually, Brendan, this next Resolution 5 is in [indiscernible].

Sorry, yes, of course. Resolution 5, sorry. That for the purpose of ASX Listing Rules 10.11 and for all other purposes, the shareholders approve and agree to the issue of 30 million options to acquire new fully paid ordinary shares to Peter [ McGrath ] and all his nominees on such terms as more particularly described in the explanatory memorandum which accompanies and forms part of the Notice of this meeting. Proxies received prior to this meeting, 188,370,000 shares or 80%, [ 46,000,979 ] shares or [ 19.96% ] against 0 shares open and [ 18,022,896 ] shares abstained.

No questions received on this resolution.

I now invite any shareholders -- there's no questions. I'll put the resolution on the screen of the meeting. And now I hand the chairmanship back to Peter McGrath.

Thank you, Brendan. Okay. We move now to Resolution 6, which is to approve the issue of 20 million options to acquire new fully paid ordinary shares to Brendan Power or his nominee. And that for the purposes of ASX Listing Rule 10.11 and for all other purposes, the shareholders approve and agree to the issue of 20 million option to acquire fully paid ordinary share to Brendan Power and his nominee on such terms as outlined in the explanatory memorandum, which accompanies and forms part of this Notice of the meeting. In terms of the proxies received prior to this meeting for this resolution, 688,370,339 shares or 80% for, 46,979,301 shares or [ 19.96% ] against 0 shares opened and just over 80 million shares abstaining. I now invite any questions or comments from shareholders.

No questions on this resolution.

Okay. And Resolution 7 is the approval of issue of options to Tim Hannon. That for the purpose of ASX Listing Rule 10.11 and for all other purposes, shareholders approve and agree to the issue of 20 million options to acquire new fully paid ordinary shares to Tim Hannon or his nominees on such terms as more particularly described in the explanatory memorandum, which accompanies and forms part of this Notice of the meeting. In terms of the proxies received for this resolution, 188,835,339 shares or 80.03% for, 46,979,301 shares or [ 19.97% ] against 0 shares opened and 18,157,896 shares abstained.

No question on…

I now invite any questions or comments from shareholders.

Sorry, Peter, no questions on this resolution.

As there's no further questions, I now put the resolution on the screen to the meeting. And then finally, Resolution 8, which is an important resolution. It's a consolidation of share capital. And that's outlined now on your screens, that's subject to and condition upon the passing of Resolutions 1, 2, 3 and 4 for the purposes of Section 254H of the Corporations Act. ASX Listing Rule 7.2 and for all other purposes, the shareholders approve and agree to the consolidation of its issued capital on the basis that every 15 shares in DXN be consolidated into 1 share in DXN and where this consolidation results in a fraction of a share being held, DXN will be [ authorized ] to round that fraction up or down to the nearest whole number, provided that with such entitlement is to half of the share, such entitlement will be rounded up to the nearest whole share. In terms of the proxies received so far, [ 83,000,451 ] shares or [ 72.02% ] for, [ 30,978,096 ] shares or 27.18% against 0 shares opened and 139,393,989 shares abstained. Just to clarify, Company Secretary, does this require an ordinary 50%?

Yes, it does.

Okay. Thank you. And just want to understand if there's any questions or comments from shareholders there? None at this stage, Andrew?

No questions on this resolution. Thanks.

Okay. All right. As there's no further questions in relation to this resolution, I now put the resolution on the screen to the meeting. And if you haven't voted as per the instruction [indiscernible] you can vote. So ladies and gentlemen, that concludes the discussion on the items of business. Please ensure that you have cast your vote on all resolutions. I'll now pause to allow time to you to finalize those votes. In terms of the questions, Andrew, should we answer those -- take any questions on now or after we close the polls?

Close the polls and we can take any questions of a general nature.

Okay. Is that about a minute, Andrew?

Yes.

All right. So you had the chance to vote. I will now close the polls. And when the voting has been collated, the results will be declared on each resolution and released on the announcement platform with the ASX and published on the company's website. I'd just now like to turn to the Company Secretary and understand if there's any questions.

No further questions have been received in respect to any matters in relation to our company's operations.

All right. Thank you for that. Thank you, ladies and gentlemen. Thank you to my fellow Directors and to the management who attended today and those shareholders also who have attended. That now concludes the [ voting ] part of the meeting, and I would like to thank you all for your online attendance today. And I now declare the meeting closed. Thank you.