Jumbo Interactive Limited (JIN) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to the 2021 Annual General Meeting of Jumbo Interactive Limited. I am Sue Forrester, the Chair of the Board, and I'd like to thank you for all attending our online AGM today. Given the uncertainty with COVID and the ability for public gatherings and the potential for snap lockdowns, the Board has decided to hold the AGM this year as an online one. And we are pleased to be able to offer our shareholders the opportunity to participate in our AGM in a way that is safe and responsible during these challenging times. It's now 11:00 a.m. here in Brisbane, the nominated time for the meeting, and I have been advised by the company secretary that a quorum is present. So I'm happy to declare the meeting open. A couple of comments around the Notice of Meeting and meeting arrangements. If you lose connection to the meeting at any time, you can log back into the AGM online platform by returning to the Lumi login page and following the prompts. Alternatively, please call our share registry provider, Computershare, on 6103-9415-4024 for assistance. I'd like to make some introductions to you this morning. And joining me for this AGM today via our online platform are Sharon Christensen, Non-Executive Director; Giovanni Rizzo, Non-Executive Director; Mike Veverka, our Managing Director and Chief Executive Officer; David Todd, who's not on screen, our Chief Financial Officer; and Graham Blackett, our Company Secretary. Kim Colyer, a representative from our auditor, BDO, is also attending this meeting via our online platform and will be available to answer any questions you have. Giovanni Rizzo, as Chair of our Audit and Risk Committee; and Sharon Christensen, as Chair of our People and Culture Committee, will also be available to answer any questions. Let me just outline some arrangements for questions and voting. At this point, I will have Graham Blackett, our Company Secretary, explain the arrangements for asking questions and voting on formal items of business.

Thank you, Chair, and good morning, everyone. I will firstly deal with how you can ask questions at today's meeting. If you are registered on the online platform as a shareholder or proxy holder, you can ask questions at this meeting. There are 2 ways by which questions can be asked, either by typing a question into the platform or by using a link and asking your question verbally. Online attendees can submit questions at any time. To ask a question, select the Messaging tab at the top of the Lumi platform. At the top of that tab, there is a section for you to type your question. Once you have finished typing, please hit the arrow symbol to send. Please note that while you can submit questions from now on, they will not be addressed until the relevant timing in the meeting. Please note that your questions may be moderated or, if we receive multiple questions on one topic, amalgamated together. For those shareholders who wish to ask a verbal question, an audio questions facility is available during this meeting. To use this service, please pause the broadcast on the Lumi platform and then click on the link under Asking Audio Questions. A new page will open where you will be prompted to enter your name and the topic of your question before being connected. You will listen to the meeting on this page while waiting to ask your question. If you have any issues using this system, please return to the Lumi platform. We ask that you keep your questions short and to the point so that as many shareholders as possible have the chance to ask a question. All questions will go through to me as the moderator for the meeting. I will identify each person who asks a question, read out the question and then pass the question on to our Chair, who will either answer the question or pass it to the most appropriate person to respond. Where we have a verbal question, I will introduce the shareholder who can then ask their question. We reserve the right to rule out questions that do not relate to the business of the meeting. We will also not answer questions that are the same or substantially similar to questions that have already been answered. Otherwise, we will endeavor to answer as many of the questions asked as we can. I will now move to how you can vote at today's meeting. All resolutions to be considered at this meeting will be determined by a poll. Shareholders were given the opportunity to appoint a proxy to vote on their behalf at this meeting. As set out in the Notice of Meeting, our Chair will vote all directed proxies in accordance with the directions provided by shareholders and will vote all undirected proxies in favor of all resolutions. Voting will shortly open for all resolutions. At that time, if you are eligible to vote at this meeting, a new voting tab will appear. Selecting this tab will bring up a list of resolutions and present you with voting options. To cast your vote, simply select one of the options. There is no need to hit a submit or enter button as the vote is automatically recorded. You do, however, have the ability to change your vote up until the time the Chair declares that voting is closed. If you have any questions about casting your online vote, please refer to the online meeting guide that was issued with the Notice of Meeting or call Computershare on 03-9415-4024. I will now hand back to the Chair.

Thank you, Graham. I'll now make some brief comments about the company's performance in FY 2021 and so far in 2022 before handing over to our CEO to take you through these matters in more detail. So again, I welcome you to our second consecutive virtual AGM as we continue to navigate the challenges of COVID-19. I'll begin today by respectively acknowledging the [indiscernible] people, the traditional custodians of land on which this event is taking place, and pay my respects to elders past, present and emerging. I extend that respect to Aboriginal and Torres Strait Islander peoples here today. It was only a year ago that I first presented to you, having been the Chair for only 7 weeks. Since then, Jumbo has made great progress with its strategy, including expanding the business beyond lottery retailing and the introduction of Software as a Service and Managed Service segments, signing our first government lottery SaaS client in Lotterywest and our first U.K. SaaS client in St Helena Hospice and most recently announcing our entry into the Canadian charity lottery market through the conditional acquisition of Stride. A few comments on strategy and financial performance. At Jumbo, our mission is making lotteries easier, and our vision is to be the #1 choice in digital lottery and services to the charity and government lottery sectors. FY '21 was a milestone year for Jumbo as we implemented a new operating model and management structure and moved from 1 to 3 operating segments. These changes align us better with the growth opportunities we see ahead, and along with clearer management expectations and accountabilities, will drive focus for improved decision-making and accelerate execution. Turning to our FY '21 financial performance. In August, we announced solid results that reflected double-digit revenue growth in our lottery retailing business, supported by growth in our emerging SaaS and Managed Services segments. The strength of this result enabled the Board to provide shareholders with a fully franked dividend of $0.185 per share, taking the total dividend for the FY '21 year to $0.365 fully franked. While on the subject of financials, I wanted to advise other typographical correction with out -- within our annual report for FY '21, whereby the FY '21 total shareholder return figure reported on Pages 15 and 70 was stated as 189.1% rather than the correct figure of 89.1%. This correction has been made to the digital version of the annual report available on our website. In terms of the lottery sector, since Jumbo was established by Mike in 1995, it has entrenched itself as a global leader in digital draw-based lottery games, which continue to grow in popularity and it rates comfortably exceeding GDP growth here in Australia and internationally. Investor interest in the lottery sector continues to intensify, spurred on by the proposed demerger of Tabcorp to create a stand-alone lotteries business and today's announcement of the trade sale of Scientific Games Lotteries unit to Brookfield. As a pure-play lottery specialist, we believe these developments, including a deeper understanding of lotteries as an asset class, are fundamentally positive for the domestic lottery sector. In the midst of all this activity, we see significant opportunities for organic and inorganic growth at Jumbo as we continue to invest heavily in creating engaging and entertaining lottery experiences for our players while delivering strong financial outcomes for government and charity clients. Turning now to governance and Board renewal. Jumbo operates in a heavily regulated industry. At last year's AGM, I chaired the Board -- I shared the Board's commitment to raising the bar in terms of corporate governance. Over the course of FY '21, we took steps to ensure our governance foundations were effective, including formalizing key processes, refreshing existing and introducing new policies, improving risk reporting and investing in additional human resources. These targeted actions were aimed at fostering a proactive risk management culture and ensuring the Board is appropriately supported in its oversight role. Turning to the Board. The departure of David Barwick, our former Chair at last year's AGM, and Bill Lyne, our former Non-Executive Director and Company Secretary, as well as the appointments of Giovanni Rizzo and Sharon Christensen in 2019, mean the Board has undergone a period of renewal and is well positioned to help the business navigate the risks and opportunities ahead. In addition with my election as Chair at the last AGM, we now have genuine gender parity at Board level. Today, Sharon Christensen is seeking reelection, and she will address you shortly when we reach the resolution for her election. And the Board recommends that you vote in favor of this. A few words around sustainability. We understand the importance of sustainability as we continue to grow, and that consistent delivery of strong sustainability outcomes not only builds trust with our key stakeholders, but also closely aligns with the delivery of strong total returns for shareholders. We've made good progress on our sustainability agenda so far. Our priority is always the welfare of our players. And while we work extremely hard to deliver engaging and entertaining experiences, we aim to do this in a safe and trusted manner that does not result in excessive gambling or anyone extending beyond their means or causing personal distress. Jumbo, through the deployment of our technology and expertise, also has the privilege of being able to assist several charitable organizations and worthwhile causes, develop a vital and sustainable source of their fundraising revenue to make a difference in the communities they operate. The technology that Jumbo creates is key for charities to survive challenges such as COVID-19 and indeed thrive into the future. Over the course of this financial year, we will focus on improved sustainability reporting, including voluntarily participating in modern slavery reporting and baselining our CO2 emissions. Just last week, our People and Culture Committee approved our new diversity, equity and inclusion policy, which we rolled out next month, highlighting our commitment to pay equity, inclusion, gender diversity and cultural diversity. At Jumbo, we recognize the importance of the contribution of our people and the contribution they make to our success. We have a diverse and talented workforce with a shared passion for technology and innovation and a common goal of delivering the most engaging and entertaining experiences for our players. I'm especially proud of how our team has embraced new ways of working and the strong engagement and productivity levels despite challenges from COVID-19. Our people continue to be our strongest asset. And in FY '21, we replaced the Nomination and Remuneration Committee with the People and Culture Committee, chaired by Sharon Christensen, to bring a new holistic focus to aspects of governance, including diversity and inclusion, well-being, employment engagement and culture. We're also developing a new talent management framework, which will focus on workforce planning, attracting top talent, learning and development, retention and succession planning. I'd also like to take this opportunity to welcome Richard Bateson to the new role of our Chief Commercial Officer based in the United States. Richard was instrumental in the development of our international strategy, and I am very pleased to have someone of his caliber and extensive international lottery experience in our leadership team. As a Board, we are committed to providing sound governance and diligent stewardship of the company's strategy and culture. We continue to encourage management to invest in our technology and people, which will be critically successful to executing on our growth strategy. I'd like to thank my fellow Board members for their counsel and support during the year. I'd also like to thank Mike and his team of 160 strong staff, their adaptability during a very changing work environment with their dedication, energy and enthusiasm. I'll now hand over to Mike to present a more detailed review of the company's performance. Thank you, and I look forward to taking your questions later in the meeting.

Thank you, Sue, and good morning, everyone. I'd also like to take this opportunity to welcome you to the 2021 Jumbo Interactive Annual General Meeting, my 23rd meeting as CEO and Founder. I'll now take you through both the financial and operational highlights of FY '21 and provide an update on our first quarter performance. As Sue mentioned, we delivered a solid FY '21 result with double-digit growth across group TTV, revenue and underlying EBITDA. This was despite the average value of large jackpots being down 21%. Operating cash flow increased 24%, and we were pleased to pay out an $0.185 per share final dividend, taking the total dividend for FY '21 to $0.365 per share fully franked. FY '21 was a pivotal year for Jumbo as we reconfigured our business from 1 to 3 operating segments and announced the acquisition of Stride, which adds scale to our Managed Services segment and gives us a foothold in the Canadian charity lottery market. The transition to the new Tabcorp agreement has gone well and, importantly, gives us long-term certainty as well as a unique opportunity to build our relatively nascent SaaS and Managed Services businesses. We continue to invest in the business to ensure we have the right people and capabilities to deliver on the growth runway ahead. Our balance sheet remains a key strength. And finally, the structural tailwinds supporting the ongoing shift to digital in the lottery sector show no signs of slowing down. Turning to the future opportunities for Jumbo. At our core, Jumbo is a technology company that has found its niche as a pure-play digital lottery specialist. Over 2 decades, we have built a world-class lottery software platform that has delivered strong compounding growth in our new ticket sales, which in turn has translated into strong shareholder returns. Jumbo is now at the point where we have achieved enough scale to expand beyond the current reseller model here in Australia and leverage our software DNA to meet significant unmet demand for digital lotteries globally. Our 2 new operating segments of SaaS and Managed Services are designed to capture this opportunity and the markets we have prioritized include the U.K., Canada and the U.S. Our SaaS segment targets existing lottery operators in the charity and government sectors by providing them with our leading lottery software to help grow their lottery and increase revenue for good causes. Our Managed Services segment goes one step further and targets charities that do not yet have a lottery. Not only do we provide our clients with our software platform, but we also provide a full suite of lottery management services, including obtaining a lottery license, game design, prize procurement, marketing and customer relationship management, effectively a lottery in a box. From our perspective, there was tremendous upside in these segments driven by the structural shift to digital and demonstrated by the large total addressable market. Furthermore, the characteristics of these markets make them highly attractive for Jumbo. One, there are significant barriers to entry, given the specialized nature of our lottery software and the fact that we operate in one of the most highly regulated sectors globally. Secondly, our platform deployment is getting cheaper and faster over time and can be done remotely. Three, the platform is highly scalable, and when combined with a relatively fixed cost base, exhibit strong unit economics. Four, the revenue streams are sticky and recurring and the revenue economics mean there is a strong shared incentive between our clients and us to grow. Further to providing our software, we can provide clients with additional services based on our lottery management expertise developed over 20 years through a laser-like focus on lotteries. And six, finally, the funds raised through these lotteries are all for good causes and the benefit of the community. These businesses, over time, have the potential to make a material contribution to overall group earnings and rival that of our lottery retailing business. As we execute our strategy, one of the key metrics we are focused on is growing active players. We count an active player as someone who has purchased a lottery ticket on our platform in the 12-month period up to the end of the financial year. Active players in the average spend per player drives our total transactional value and revenue. We've demonstrated strong active player growth in our lottery retailing division over the years with active players more than doubling from FY '15 to FY '19. More recently, we have added new active players in Australia via our SaaS segment and in the U.K. via the acquisition of Gatherwell in FY '20. The acquisition of Stride in Canada, when complete, will add around 750,000 active annual players and will result in our overseas businesses contributing more than 1/3 of our total active players. While player value and the cost of acquisition varies by segment and geography, there is a huge opportunity for us to leverage our software platform, proven track record in lottery retailing and data and analytics tools to improve the yield per player as well as grow in these new markets where the TAMs are attractive and much larger than here in Australia. It's also important to note that our overall customer database is much larger than this, and we have a significant opportunity to reactivate dormant players. We believe Jumbo has an important role to play as a socially responsible and sustainable business that delivers value for all of our stakeholders. As an S&P and ASX 300 company, with aspirations to enter the S&P and ASX 200, we continue to make progress on a range of important environmental, social and governance areas. While responsible gambling is clearly the key social issue for the broader sector, lotteries are globally regarded as causing minimal harm relative to more aggressive forms of gambling, such as sports betting and casinos as well as an important source of government revenue to support expenditure on a range of social services such as hospitals, schools and health care. As a digital lottery specialist driven by data, we monitor and respond to abnormal or suspicious player behavior promptly and provide support for vulnerable customers. Furthermore, we have several automatic safeguards, features and tools built right into our app for players to proactively manage their spend. I'm pleased to advise that we will launch our new diversity, equity and inclusion policy next month, outlining our commitment to pay equity, inclusion, gender and cultural diversity. As the war for talent intensifies and as employees rethink what they value and remote working becomes the norm, we will launch a new talent management framework encompassing workforce planning, learning and development, succession planning and refining our employee value proposition to ensure we attract and retain talent. We formalized our distributed workplace last year and have invested in and embraced leading online collaboration platforms and tools to enhance productivity while ensuring our employees remain connected in the new normal. In the first quarter of FY '22, around 3/4 of our workforce work from home or remodeling. From an environmental perspective, our immediate priority is to undertake a detailed risk assessment and baseline of our carbon emissions footprint, after which we will commit to operational targets. Another key focus is to undertake an extensive review of our supply chain to better understand the risks and opportunities and report our first modern slavery statement at the end of this financial year. Behind the scenes, we have made significant improvements to our corporate governance, invested in additional resources to enhance risk management oversight and introduce new policies, procedures and frameworks. We have a long history of supporting Australian charities through our lottery retailing segment. We sold our first charity lottery ticket in 2000 for the RSL, and ticket sales from our charity partners typically represent 2% to 3% of lottery retailing TTV. More recently, through our new SaaS and Managed Services segments, we have been able to assist charities and worthwhile cause organizations grow their lotteries, survive the challenges from COVID-19 and help create a more sustainable and cost-effective source of funding. Our technology helps charities raise vital funds for good causes and community benefit. A couple of weeks ago, Sue and I were taken on a tour of the Endeavour Business Solutions facility here in [ Waikele, ] and it was great to see firsthand some of the great work Endeavour is doing directly as a result of the funds raised through their lottery. In the U.K., through Gatherwell, we expect to raise over GBP 4 million for local good causes through community-run lotteries and over GBP 2 million for schools and parent-teacher associations this year. While still subject to the regulatory approval, our recently announced Canadian acquisition, Stride, has been working with charitable organizations for over 20 years. [ Stars, ] one of Strides' long-term long-standing clients, provides life-saving emergency rescue and support services to over 7 million Canadians in Alberta, Saskatchewan and Manitoba. Other key clients include the Alberta Council [indiscernible] Foundation and Calgary Stampede. To further strengthen our capabilities and execute on our growth strategy, we have brought in additional leadership talent and realigned our operating model to drive a sharper focus on growth, improve decision-making through clear accountabilities and accelerated delivery. A key part of this is realigning our team on a regional basis with general managers for Australia, the United Kingdom and North America. Across the broader leadership team, we now have a strong combination of deep technology and lottery sector experience, motivated to capitalize on the growth runway we see ahead. Turning now to our first quarter trading update. This information is unaudited and should not be considered a forecast or a market guidance. After adjusting for the transition of our Western Australian customers to Lotterywest, underlying group TTV and revenue for the first quarter of FY '22 were up 28% and 20%, respectively, on the PCP. Lottery retailing achieved 19% underlying TTV growth, underpinned by strong customer engagement and focused marketing initiatives. We are continuing to invest in smarter ways to communicate, engage our players across all range of jackpots by providing personalized experiences tailored to our players' preferences. We're seeing encouraging and sustained results. SaaS TTV and revenue continues to ramp up, although growth does reflect some timing impacts as not all of our charity clients were live on the PBJ platform in the PCP. While we successfully transitioned Lotterywest to the PBJ platform in December 2020, to date, the Lotterywest digital marketing strategy has continued to focus on their existing online channel. We have been working very closely with Lotterywest on key initiatives that will enable them to increase the value of the customer through effective use of marketing communications based on our proprietary analytics and experience in the lottery retailing. Second quarter FY '22, a limited cohort of new player acquisitions will be trialed on the PBJ platform to assess performance versus their existing online channel. Managed Services TTV and revenue increased 81% and 48%, respectively. The modestly lower revenue margin mainly reflects the timing impacts of new client setup fees, which are captured at 100% margin. Pleasingly, gross profit increased 14% despite the step-up in the Tabcorp service fee from 1.5% of the subscription price in FY '21 to 2.5% in FY '22. I've included some more detailed financial information on our first quarter performance in the appendix. Turning now to our Lottery Retailing segment. I've added the first quarter of FY '22 to our usual sales performance chart, which demonstrates the solid momentum in this business. While we have had one more greater than $15 million jackpot in the first quarter of FY '22, the average value per jackpot was down 9% versus the PCP. Against this backdrop, it's pleasing that the Lottery Retailing division achieved 19% TTV growth. We added 116,000 new players in the first quarter, up almost 10% on the PCP as we became more active at lower jackpot levels and leveraged new and more sophisticated marketing automation tools. In closing, we've made a good start to FY '22. However, I note that the full year FY '22 performance will be significantly influenced by the size and frequency of jackpots, which remain a key driver of ticket sales. Before I conclude my presentation, I would now like -- I would like to take this opportunity to thank our staff for their hard work and commitment and how, as a team, we have all adapted to the changing work environment, including multiple time zones and working remotely. Finally, I would also like to thank you, our shareholders, for your ongoing support as we continue to grow the business from humble beginnings in early 2000s to a leading digital lottery software and services company, generating almost $500 million in ticket sales last year and with operations now spanning multiple countries. I'll now hand back to Sue.

Thanks, Mike. At this point, I'd like to provide shareholders the opportunity to ask Mike any questions related to his presentation or as regards to the performance of the company more generally. Are there any questions?

Here, we've received 2 questions in this section. I'll read the first question. It's from Mr. Steven Mabb from the Australian Shareholders' Association. There are 2 parts to this question. Firstly, the Board is now quite small for a company of Jumbo's size. Has any consideration been given to increasing the number of directors? And the second part of the question is, if new directors were appointed, would Jumbo seek someone with merger and acquisition experience given the company's growth strategy?

Thank you, Graham, and thank you for the question, Steven. As Chair of the Board, I'm happy to answer that question. In answer to part A of your question, yes, we acknowledge that our Board is small for a company of our size and scope. The reason why we did not immediately move to replace Bill Lyne is that we felt we had been through a significant period of renewal already. And when we did a skills matrix review of the -- where we were at the time, we felt that we had sufficient skills and experience in the existing nonexecutive directors, plus Mike, to be able to continue. However, yes, we are aware that we are on the small side, and we are considering the inclusion of another nonexecutive director. In answer to the second part of your question, yes, it's very important that the composition of the Board and the skills and experience around the Board table are appropriate to be able to review and monitor the agreed strategy. We believe that the next nonexecutive director may well be offshore to take into account our international strategy. And the other skills that we are including in our skills matrix, a deep international lotteries experience, mainly to be able to support Richard Bateson as our offshore COO and to assist us in our M&A work overseas, and then secondly, M&A experience as well at an international level. That said, we have a Strategy Day lined up for December this year where we will bring together our whole leadership team and Board, and we will be reviewing our strategy. And following confirmation of that strategy, we will then review our decision in terms of who we appoint and what skills they might have.

Thanks, Chair. I've got a second question for this section. And again, it's from Mr. Steven Mabb from the Australian Shareholders' Association. Mr. Mabb's question is, is there any update on the Stride acquisition?

I think I'll hand that question to Mike to answer. Thanks for your question, Steven.

Thanks, Sue. Thanks, Steven. It's still a work in progress. The Canadian regulators are some of the toughest in the industry, and we're working with them to provide all the relevant information. We're not foreseeing any problems. It's just taking time. So yes, it's still very much a work in progress.

Chair, we have no further questions for this section.

Thanks very much, Graham. As we have no further questions, I'll now move to the formal part of the meeting. In terms of the resolutions in front of us, shareholders are asked to consider the 5 resolutions set out in the Notice of Meeting dated 24th of September 2021. The poll for each resolution is now open and will close 5 minutes before the end of the meeting. For each proposed resolution, I will introduce the resolution. There will be an opportunity for shareholders to ask questions on the resolution through our online platform in line with the process that Graham previously described. Those persons entitled to vote on the resolution may cast a vote on the resolution at any time before the close of the poll. And the results of the poll will be released on the ASX company announcements platform and made available on our website as soon as possible after close of the meeting. The first item of business is to receive and consider the company's financial statements and reports for the financial year ended 30 June 2021, as set out in our 2021 annual report. The business does not require shareholders to vote on a resolution or to formally adopt the reports. Shareholders or their proxies may ask questions or comment about the financial statements and about the management of the company. Shareholders or their proxies may also ask questions of the company's auditor, BDO, in relation to the conduct of the auditor, the preparation and content of the audit report, accounting policies adopted by the company and the independence of the auditor in carrying out the audit. I will now address any questions relating to this item of business or any general business questions. Do we have any questions, Graham?

At this point, Chair, there are no questions.

Thank you. So resolution 1 is the reelection of Professor Sharon Christensen. We'll now move to that resolution, which is for her reelection. The resolution is as set out on the screen. Details of Sharon's background and experience were set out in the explanatory memorandum, which accompanied the Notice of Meeting. So I don't propose that we go through that. However, I would like to emphasize that the Board considers that Sharon's significant experience in the areas of regulatory and public policy, corporate governance, corporate transactions and digital technology and innovation brings significant value to the Board and the committee. I'll now invite Sharon to briefly address the meeting.

Thank you, Chair, directors, and good morning, shareholders. I consider it a privilege to have been a member of the Jumbo Board at such an exciting time in the company's journey and today seek your support to continue to represent you further as a director. I was appointed as a director in September 2019 and currently serve as Chair of the People and Culture Committee and as a member of the Audit and Risk Committee. Jumbo is a dynamic, innovative digital business with a clear vision, and I believe that I'll complement the Board's existing skills with my extensive legal, commercial and governance expertise gained from experience in a diverse range of endeavors. I bring a diversity of governance experience gained in the university sector, legal profession, consultancies and previous nonexecutive director role that complements the skills of the other directors. I have relevant expertise and experience in strategic governance of organizations seeking to influence digital change, risk management, maintaining workplace culture in times of change and business impacts of regulatory reform. I bought these skills to bear as Chair of the newly established People and Culture Committee, working with the committee and management to establish the committee's governance framework and work plan. An important focus of the committee in 2021 has been the evolution of strategies with a focus on attraction of high-quality talent, retention and succession planning and employee engagement and experience. These strategies are key foundations of the governance framework that will be needed to support a diverse, inclusive and high-performing global workforce. I believe I have the capability, capacity and commitment to continue to effectively contribute to the strategic direction and governance of Jumbo, both as Chair of the People and Culture Committee and as a director. I'm honored to have been part of a company with such a talented and diverse workforce, sharing a passion for technology, innovation and engaging customer experiences as well as being part of a well-functioning Board. And I thank my fellow Board members for their support for my reappointment. It is with great pleasure and enthusiasm that I put myself forward for election as a director of the company, and I sincerely thank you for your consideration.

Thank you, Sharon. The directors, with Sharon Christensen abstaining, unanimously recommend shareholders vote in favor of this resolution. I'll now address any questions relating to this item of business. Are there any questions? Please click on Ask a Question button, type your question and press the send arrow or alternatively follow the steps to ask your questions verbally.

Chair, we do not appear to have any questions for this item.

Thank you, Graham. As there are no further questions, I now put resolution 1 to the meeting. The results of the proxies received are now being displayed. Would you please now select either For, Against or Abstain for resolution 1 on your voting tab? We'll now move to resolution 2, which is the nonbinding and advisory vote on the company's remuneration report for the year ended 30 June 2021. The Corporations Act requires this section of the director's report dealing with remuneration of directors and key management personnel of the company be put to you as an advisory vote of shareholders. The remuneration report detail in the company's approach to remuneration is contained within the 2021 annual report, which is available on our website. The resolution is set out on the slide. I'll now address any questions relating to this item of business. Are there any questions?

We have no questions for this item of business, Chair.

Thank you, Graham. As there are no further questions, I now put resolution 2 to the meeting. The results of the proxies are now being displayed. Would you please select either For, Against or Abstain for resolution 2 on your voting tab? We'll now move to resolution 3, which relates to the issue of STI Director rights to the CEO. The resolution is set out on the slide. The details and the background of this resolution are set out in the explanatory memorandum. I will now address any questions relating to this item of business. Are there any questions?

Chair, we don't have any questions in relation to this item of business.

Thank you, Graham. As there are no further questions, I'll now put this resolution to the meeting. The results of the proxies received are now being displayed. And again, please vote For, Against or Abstain for resolution 3 on your voting tab. We'll now move to resolution 4, which relates to the issue of LTI Director rights to the CEO. The resolution is set out on the slide. The details and background on this resolution are set out in the explanatory memorandum. I'll now address any questions relating to this item of business. Are there any questions?

Chair, we don't have any questions in relation to this item of business.

Thank you, Graham. As there are no further questions, I now put resolution 4 to the meeting. The results of the proxies received are now being displayed. Would you kindly select either For, Against or Abstain for resolution 4 on your voting tab? Our final resolution is that of the issue of special LTI director rights to the CEO. The resolution is as set out on the slide. The details of the background to this resolution are set out in the explanatory memorandum. I'll now address any questions in relation to this item of business. Are there any questions?

Chair, we have a question from Mr. Steven Mabb from the Australian Shareholders' Association. Mr. Mabb has asked, this resolution relates to a special LTI rights of the CEO in recognition of his work on the Tabcorp agreement renewal. Obviously, this was a very important agreement and it observes -- deserves recognition, but could you please provide some background on why a special resolution was needed?

Thank you for your question, Steven. I'll hand over to Sharon, who is the Chair of our People and Culture Committee, to provide an answer to that question.

Thank you, Chair, and thank you, Steven, for the question. Ordinarily, the special LTI would have been part of the STIs for that year. And I will note that the Tabcorp original agreement was to expire in May 2022. The opportunity arose to renegotiate that agreement much earlier and after the STIs were set for that particular year. The Board considered in light of the significance of that achievement in terms of a 10-year agreement, creating certainty for the business going forward, that the grant of a special long-term incentive at that time was appropriate. And I will note that the long-term incentive is granted on the same basis as other long-term incentives. And it has rights that are exercisable after a 3-year period once the shares meet the particular vesting amount. Thank you, Chair.

Thank you, Sharon. If there are no further questions, I now put resolution 5 to the meeting. The results of the proxies received are being displayed. Would you please vote either For, Against or Abstain on your voting tab? So shareholders, that ends the formal part of the Annual General Meeting, and I now declare the meeting closed. As I said earlier, the poll will remain open for a further 5 minutes to allow all those who have not already voted time to lodge their votes online. The results of the meeting will be announced on the ASX company announcements platform and will be available on our website as soon as possible after the close of the meeting. Thank you for participating in our online meeting today, and we look forward to your continuing support in the coming year.