Highfield Resources Limited (HFR) Earnings Call Transcript & Summary

Good afternoon, everyone, and welcome to the Highfield Resources Limited Extraordinary General Meeting. It's now 4:30 in Adelaide. It's 6:00 in London, a.m., and 7 a.m. in Pamplona. My name is Paul Harris, Chairman of Highfield and I'll be Chair of today's meeting. I advise that in accordance with the company's constitution, a quorum is present, and accordingly, I declare the AGM open. Firstly, I'd like to introduce the Highfield Board, which I think most of you know. But quickly, Ignacio Salazar, our Managing Director and CEO, is on the call; Pauline Carr, independent Non-Executive Director; Roger Davey from London, our independent Non-Executive Director; and Luke Anderson, our Non-Exec Director in Adelaide. Also, you can find out more information in regard to the Board members on the website or in our annual report. Joining us also by our call is our Head of Investor Relations and Marketing, Olivier Vadillo. And [ in Thames ] is our Company Secretary, Katelyn Adams. So I'll just move to administration. Today's meeting will cover the formal items of business and any shareholder questions relating to these resolutions. There will be no formal presentation from management. Before we start with the formal business of the meeting, I have a couple of quick housekeeping points. Questions to the Board specific to the resolutions being presented today will be addressed at the relevant time. When submitting questions, please state the registered shareholding name, and the specific resolution the question is relating to. Today's virtual meeting allows the submission of questions verbally and typed. If you wish to ask a question verbally, you will need to dial into the conference using the dial-in details that are shown underneath the webcast video. At the relevant item of business, please press the star key, followed by the #1 on your telephone keypad. To withdraw your request, please press star then 2. If you wish to type a question via the webcast, you may do so at any time by typing into the Ask a Question box and clicking Submit. If you require any technical assistance during the meeting, please click on the help function on this webcast. I note that there are no formal apologies have been received for this meeting. So I'll now move to the formal business of the meeting. The notice of meeting was made available to all shareholders in accordance with the Corps Act. If there is no objection, I propose the notice of meeting be taken as read. I advise that no notice of any other items for today's agenda has been received and therefore declare that the only matters for our meeting today that can be dealt with are those set out in the Notice of Meeting. I'd now like to move to voting. Given this meeting is now being held virtually, we will be conducting votes on each resolution by way of poll. Shareholders attending should access the URL as shown on the slide. You'll also need your meeting ID and shareholder ID, which is available on the proxy form or e-mail you received for the notice of meeting. When I shortly open the poll, click on poll to be taken to the voting screen and then confirm to submit your vote. You'll be able to amend your vote until I close the poll. Once the poll voting has been tallied, the results will be posted as an ASX announcement following the conclusion of this meeting. Any directed proxies given to me by the shareholders will automatically be cast as directed when the poll is closed. I note for any undirected votes available to me as Chairman, I intend to vote in favor of each item of business. The proxy votes submitted by the due date for the lodgment of proxies for each resolution will be set out on the slides that will be shown for each resolution. Any shareholders attending are encouraged to submit your questions through the Ask a Question box as I stated before or using the dial-in details below the webcast. Please include your registered shareholder name and the specific resolution it pertains to. The poll will remain open for a few minutes after the conclusion of the final item of business to allow votes to be submitted. So I'm now going to open the poll. I declare the poll open on all the resolutions. [Voting]

Today's relations will be voted on by poll. Each shareholder, whether voting during the meeting by proxy or by representative, is entitled to 1 vote for every share held by that member. To vote electronically, you will need to minimize the webcast on your device to access these voting options by selecting the arrow in the broadcast bar and visiting the URL that is shown on the screen. So I'll now move to the resolutions. So Resolution 1 is for the approval of issue of convertible notes. I inform the meeting that the explanatory notes accompanying the notice of meeting provides the background and details of this item. To consider and if thought fit -- I now move the motion, to consider and if thought fit to pass, with or without amendment, the resolution contained on the slide as an ordinary resolution. I now invite discussion of that motion and will allow time to submit questions. The directors other than Mr. Anderson, who abstains, unanimously recommend that shareholders vote in favor of the resolution. The proxy votes received for this resolution are displayed at the bottom of the screen. This resolution is currently open to vote by conducting a poll. Please now electronically cast your vote on this resolution. Are there any verbal questions or online questions in relation to this resolution? So I'm just going to ask [ Esther or ] -- is there any questions verbally or are there any questions, Olivier in relation to this resolution online?

Thank you, Paul. There are no specific questions relating to the resolution online.

Thanks, Olivier.

There are no available questions.

Okay. There being no further questions, I move to the next item of business. Resolution 2, approval of previous issue of convertible notes under Listing Rule 7.1, Institutional Investor. I inform the meeting that the explanatory notes accompanying the notice of meeting provides the background and details of this item. I now move the motion. To consider and if thought fit to pass, with or without amendment, the resolution contained on this slide as an ordinary resolution. I now invite discussion of that motion and will allow time to submit questions. The directors unanimously recommend that shareholders vote in favor of the resolution. The proxy votes received for this resolution are displayed at the bottom of the screen. This resolution is currently open to vote by conducting a poll. Please now electronically cast your vote on this resolution. Are there any verbal questions to be answered or further online question or any online questions via the webcast?

No relevant questions online, Paul.

Thanks, Olivier.

There are no further questions.

Thank you very much. There being no further questions, I move to the next item, which is Resolution 3, approval of previous issue of convertible notes under ASX Listing Rule 7.1, Tectonic. I inform the meeting that the explanatory notes accompanying the notice of meeting provides the background and details of this item. I now move the motion, to consider and if thought fit to pass, with or without amendment, the resolution contained on the slide as an ordinary resolution. I now invite discussion of that motion, and then will allow time to submit questions. The directors unanimously recommends that shareholders vote in favor of the resolution. The proxy votes received for this resolution are displayed again on the bottom of the screen. This resolution is currently open to vote by conducting a poll. Please now electronically cast your vote on this resolution. Are there any verbal questions to be answered in relation to this resolution or online questions?

No online questions, Paul.

There are no verbal questions.

That concludes the resolutions to be presented at this meeting. Please submit any outstanding votes through the online platform. I just wanted to check via the registry, perhaps, Jake, have we had time for the shareholders to submit their online votes for the polling?

Yes.

Okay. So this concludes the formal part of the Extraordinary General Meeting of Highfield Resources. I now formally declare the poll closed. The results of the meeting will be released to the ASX when tallied later today, which should be fairly shortly. Thank you all for attending Highfield Resources Limited Extraordinary General Meeting. I now declare the meeting closed and wish you all a good day for those in the Northern Hemisphere and a good evening for those of you down under and a good weekend, and thanks for all attending.