MAAS Group Holdings Limited (MGH) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. My name is Stephen Bizzell, the Chairman of Maas Group Holdings. And on behalf of my fellow directors, I'd like to welcome you to the 2024 Annual General Meeting of Maas Group Holdings Limited. This is our fourth AGM of the company since we listed on the ASX. It's just after 10:00 a.m. and I'm informed by our Company Secretary that in accordance with the company's constitution, a quorum is present, and I therefore declare this meeting formally open. This AGM is also being held virtually via the Link Group platform and we encourage all shareholders to take part in today's meeting, whether they're here in person or online. I acknowledge that this AGM is being produced on the traditional lands of the Turrbal and Jagera peoples, and I pay my respects to their elders, past, present and emerging. Before we proceed with the business of the meeting, a few housekeeping points. If all mobile phones could be turned to silent, recording devices and cameras shouldn't be used during the meeting. And in the event of an emergency, please follow the emergency exit signs and instructions of the staff at the rear. Our Company Secretary has confirmed that the Notice of Meeting has been made available to all shareholders and other persons entitled to receive it within the notice period. I'd now like to introduce my fellow directors and Secretary who are here in person in Brisbane, working from left to -- my left to right, Tanya Gale, Executive Director; Wes Maas, our CEO and MD; Michael Medway, Non-Executive Director; and David Keir, Non-Executive Director. In the front row, we have our Chief Financial Officer, Craig Bellamy; and our Company Secretary and General Counsel, Mrs. Candice O'Neill. Also present hiding in the second row is our company's auditor, Mr. Tim Mann of BDO Australia. Tim will be available to answer any questions you have about the audit of the financial statements later in the meeting. The AGM addresses that myself and Wes will be presenting shortly have already been released to the ASX. Just before we get to these addresses, I'd like to outline some technical and procedural matters for this meeting. For those here attending in person, you should have already been given an attendance card when you registered on arrival. If you have a yellow voting card, you are a voting shareholder, proxy holder or corporate rep and you are also entitled to speak at the meeting. If you have a blue card, you're a non-voting shareholder or you'll be entitled to ask questions and make comments, you're not entitled to vote at the meeting. And if you have a white card, representing that you're a visitor, you're not entitled to vote at this meeting either. Anyone with a yellow or blue card wishes to speak, please raise your hand at the appropriate time. A representative will bring a microphone to you and please identify yourself before asking your question. For those shareholders attending the meeting online, I ask that you familiarize yourself with the virtual meeting online guide, which enables you to register for a voting card and cast your votes online, enables you to ask written questions via the Ask a Question box or ask questions verbally via the web phone. You'll only be able to ask questions online once you have registered to vote via the online platform. You'll be able to finalize and submit any votes at any time during the meeting and up until 5 minutes after the meeting ends. If you're present in the meeting here, your vote will not be collected until the close of the voting by the -- close of voting by the Link representatives. All items of business today or formal resolutions will be voted on by a poll, which is now open. If you experience any difficulties using the virtual meeting platform, please check the virtual meeting guide on our website or contact the helpline shown on the screen. Resolutions and proxy results will be displayed on the screen. And if anyone would like me to read out the resolutions and proxy results, please submit a comment now online. I will consider any questions submitted online or via the web phone after we have taken questions from holders attending in person, and I ask that you limit your questions to 1 at a time and also restrict your questions and comments to the resolutions being considered. Any general shareholder questions submitted and not answered during the meeting will be addressed after the formal business is completed. If we are not able to answer all questions today, or if there are specific questions that would be better addressed on an individual basis, we will respond to them after the meeting. Are there any apologies for the meeting, Candice?

Stephen, there are no apologies. I also advise I've received a validated list of proxies from our share registry provider Link, the results of which we presented at each resolution.

Thanks, Candice. The matters requiring consideration today are outlined in detail in the notice of meeting. And unless anyone requires otherwise, I'll take the notice of meeting as read. I'll now like to deliver my annual address. It's a privilege to report on another successful year for Maas Group Holdings Limited. It's been an eventful 12 months since our last Annual General Meeting with the company delivering another record financial result and achieving continued growth. Going forward, we believe Maas Group is in a strong position to capture the opportunities presented and create value for shareholders. In my address today, I'll briefly reflect on the company's achievements in the past year, including its strong financial performance and provide an update on the direction of the company, including its growth strategy and capital management initiatives. I'll then hand over to our Managing Director, Wes Maas, who will address our performance, strategy and outlook in further detail. I'm proud to say that the company again delivered solid results for all our stakeholders in FY '24. The company achieved another record financial performance. Our people and the communities we operate in were supported and the company served its customers effectively. Before reflecting on our financial performance, I'd like to address sustainability. Sustainability of our operations is fundamental and our continuing ability to grow in a sustainable way depends on our ability to balance the competing demands of shareholders, employees, customers and the community. The company remains respectful of its social license to operate and is focused on continual improvements in safety and maintaining its safety-first culture and commitment to ensuring everyone who works at Maas Group goes home safely. I'm also pleased to advise that Maas Group continues to make progress in its efforts to minimize its environmental impact and is advanced in its preparations for the upcoming mandatory climate related disclosures reporting. On financial performance, the company delivered a record result for FY '24 with an underlying EBITDA result of $207 million, representing an increase of 27% from FY '23. We also had an increase in statutory net profit after tax of 12% to $73 million. All business segments contributed to this pleasing result. The results are a testament to our strategic investments, capital management initiatives, high-quality operations and the high-performing culture of our team. We continued our significant growth trajectory through both organic business growth and strategic acquisitions, particularly in the Construction Materials segment. We strengthened our position in the Greater Melbourne area with the acquisition of Melbourne East Quarries and Economix. These acquisitions will make significant contributions to future earnings and once integrated into the group, will provide a strong platform for long-term growth. The company's founder, Wes Maas, remains energized and continues to lead the group with passion. Wes' vision for Maas Group is inspiring and is supported by an experienced, values-driven management team who, together with Wes, are committed to maintaining a high-performance culture and achieving long-term success for the group and its shareholders. The company's strategy and its commitment to deliver value creation to shareholders remains unchanged. In implementing its strategy, the group has demonstrated prudent capital management processes, including delivering on its capital recycling program. In the past year, this included the sale of its existing self-storage portfolio and several other commercial properties in New South Wales with over $70 million received with proceeds greater than book value. The company continues to progress several capital recycling opportunities in line with the company's focus on maximizing returns on deployed capital. We've also recently completed an oversubscribed debt syndication process, increasing our Australian debt facilities and expanding our lending group to 6 banks and providing enhanced capital flexibility, which will allow us to continue our growth strategy. We continue to carry out a disciplined review of potential strategic acquisitions, primarily in the Construction Materials segment and looking for opportunities where targeted returns on capitals -- returns on capital can be achieved. Investments will only be progressed that further enhance our position, provide opportunities for synergistic growth and leverage off the significant investments we've already made. We recognize that our people are our greatest assets, and we are committed to investing in the training and development of our growing workforce and embedding our values of teamwork, ownership, candor, leadership, trust and commitment. With now over 2,000 teammates across Australia and Vietnam, our training initiatives assist our team to thrive professionally and personally. We are proud of our organization's culture and our commitment and care. On our directors, we trust shareholders today will support the reelection of Michael Medway. Mick was appointed to the Board in 2020 as part of the IPO of Maas Group after having been a long-term adviser to Wes and the group and makes an enormous contribution to the Board, particularly in his roles as Chair of both the Audit and Risk Committee and the Health, Safety, Environment and Sustainability Committee. Whilst we continue to monitor our Board composition, as the group continues to grow, confident we have the right mix of skills, background and experience within the boardroom to continue to deliver on our strategy. We also continue to make good progress in delivering on our long-term strategy. In the current financial year, whilst project delays have been impacting parts of the business and are a near-term challenge, the significant investments we have made on the East Coast of Australia and the company's strong pipeline of work has it well placed to again deliver earnings growth for FY '25 and into the future. This, along with our capital management initiatives, provides a foundation for long-term sustainable success and the delivery of significant value creation to shareholders. In closing, I'd like to thank my fellow directors for their support, effort and commitment this year. I'd also like to congratulate and thank Wes and the executive team for their hard work and dedication, which has resulted in a record financial result. Their efforts have allowed us to make significant progress in implementing our strategic priorities. The company's successful year would not have been possible without its talented and hardworking workforce. Their efforts are acknowledged and are appreciated. Finally, to you, our shareholders, thank you for your ongoing support and confidence. The business has made enormous progress since our IPO in 2020 and there is significant growth potential still to be realized. The Board's outlook remains positive and our future is exciting as we continue to build a great Australian business. We are well positioned to continue to succeed and ultimately deliver significant long-term shareholder returns. I'd now like to -- that concludes my address and I'd like to invite Wes to address the AGM from there.

Thanks, Stephen. I'm proud to report that Maas Group has delivered another record performance in FY '24, driven by robust profit growth and continued strong cash flow, including over $70 million generated from the strategic asset recycling. This result highlights our disciplined capital allocation and the unwavering dedication of our team, whose commitment forms the bedrock of our corporate culture. Notably, our growth has been achieved both organically and through strategic acquisition that have further strengthened the group's competitive position. FY '24 was a pivotal year for Maas Group. Our asset recycling initiatives generated substantial cash flow, enabling us to reinvest in higher return opportunities. A key example of this from our strategy was the National Storage deal announced in February to sell 9 operating self-storage assets well above book value, validating our revaluation process and creating capital-efficient options for future growth. The completion and the sale of the commercial developments will provide recurring cash flow, allowing for further reinvestment and growth, particularly in our Construction Materials segment. We've been growing our business and capabilities now for over 20 years. Since listing, we've grown the geographic spread of our businesses as well as deepened the capability within our segments. We now have 5 years of published full year results as a listed entity. At the corporate level, Maas Group has delivered an EBITDA cumulative annual growth rate of 34%, whilst the Construction Materials and Civil Construction and Hire, respectively, account for 70% of today, they've grown at 46% and 22% CAGR. Our FY '24 results saw results once again for the group year-on-year underlying EBITDA growth of 27%. Underlying EBITDA of $207 million was at the upper end of our range that was previously at $190 million to $210 million in spite of a number of challenges, including interest rates, some project delays and weather. Adjusting for $5 million contributed EBITDA from the businesses acquired in FY '24, we were still pleasingly above the midpoint of the guidance range. Our growth was primarily from existing businesses within the core operating industrial divisions of Construction Materials and Civil Construction and Hire, as I said, delivering around 70% of the overall group EBITDA. Notably, our disciplined focus on working capital saw cash flow conversion at 88% with operating free cash flow for the year just under $150 million, up from $33 million in FY '23. Our business is asset backed with tangible assets growing to $1.4 billion, including the residential land bank of over 8,000 lots recognized on our balance sheet at historical cost of around $15,000 per lot. The strong cash flow performance has seen our leverage ratio fall further to around 2.4x below the midpoint of our target range and our capital position has been strengthened through the successful debt syndication process completed in August, which pleasingly was oversubscribed and now sees our banking group increase from 2 to 6. At Maas, our culture of commitment and care has been vital to our growth and we have focused on maintaining our core values as we expand geographically and in headcount. Our commitment to safety remains paramount, supported by our health and safety strategy. This year, we saw a 16% increase in the lost time injury frequency rate, but overall trend from FY '21 reflects 37% decrease. We believe this increase is reflective of the business' growth and we will continue to focus on mitigating risks and improving safety outcomes. We're also committed to developing and retaining our talent, and we've got an extremely high retention rate within the group. And in FY '24, we provided 82 apprenticeships and traineeships positions, and we continued the rollout of the Maas Edge leadership program, where we've put over 155 leaders through reinforcing our leadership and growth initiatives. Our progress on diversity and inclusion is ongoing with 31% of our senior executive roles now held by women. We remain focused on improving representation across the group and supporting indigenous participation and other training initiatives. Maas Group remains deeply engaged with the communities where we operate and in FY '24, this continued. We supported several community initiatives, including fundraising for Dolly's Dream and sponsoring events such as the Dubbo Titan Mud Run. These activities reflect our commitment to making the communities that we live and work in better places. In FY '24, we continued the commitment to sustainability. Our environmental management framework guides our efforts to reduce environmental impacts and respond to climate change. Key achievements include lower carbon offerings in our concrete products, including the use of recycled asphalt. Waste minimization, our Queensland operations incorporated the end of waste framework and increased using recycled products again and alternative fuels with our Austek business using over 158,000 liters of alternative fuels, reducing the reliance on conventional diesel. We're also preparing to meet new climate-related disclosure requirements in 2025, ensuring transparency in all our environmental practices. On governance, Maas is committed to responsible corporate governance and has adopted the ASX corporate governance principles and recommendations. The Board supported by various committees, oversees the integration of sustainability into our business strategies and risk management. On the trading conditions update, we've seen continued momentum in Construction Materials business where price discipline across the industry remains evident. Integration of our internal aggregate supply to the Economix business, which was acquired at the end of May has been successfully implemented. We've seen a number of renewable energy-related projects that were expected to contribute to revenues in the first half be delayed, primarily impacting Civil Construction and Hire. These projects are expected to contribute materially in the second half and beyond as the ramp-up of the renewable rollout and associated substantial opportunities remain intact. Our Residential Real Estate segment has seen settlements and inquiries at levels above a year ago, but still somewhat subdued due to consumer confidence and the higher interest rates. Our Commercial Real Estate asset recycling program has seen strong progress with over $65 million of sales already booked for the first half of this year. On the FY '25 outlook, we're giving guidance for underlying EBITDA in the range of $215 million to $245 million. Due to the above-mentioned project delays, timing of fair value adjustments and englobo sale of residential land, earnings will be weighted to the second half of '25. Capital recycling program, we're now announcing that we expect to realize in excess of $100 million cash proceeds in FY '25. Factors considered within our FY '25 guidance is normalized weather outlook, allowing operations to achieve average historical utilization levels. Competitive intensity remains stable with rational pricing maintained. We're expecting improved momentum in the renewable sector, which has impacted in the first half. Projects are now expected to materially contribute to the second half and beyond. Expectations that external land lot settlements will be in the range of around 150 to 180 lots. On the longer-term outlook, our strategy is unchanged. The business fundamentals remain strong and in line with previous commentary. While some renewable energy-related projects have encountered some delays in startup, the overall scope of the projects and opportunity is unchanged with the duration of the energy transition expected to be longer than previously forecasted. Our Construction Materials segment will integrate and optimize in the Greater Melbourne hub to drive revenue, cost and CapEx synergies. We also continue to focus on lean manufacturing and leverage of significant contract opportunities around our quarry locations, including the major renewable projects. We remain active in pursuing select M&A opportunities that meet our strategic and return capital objectives. Our Civil Construction and Hire segment remains focused on delivering on contracts and securing the pipeline in the renewable energy and major infrastructure projects. The residential segment is very well positioned to leverage when the market inevitably returns, and we've got a solid pipeline of approved developments ready to meet demand. Our Commercial Real Estate portfolio will benefit from high market demand from our core asset classes being industrial, self-storage and childcare. We will continue to drive our asset recycling program to maximize returns and recycle that capital. Our manufacturing and sales segment will continue to streamline and focus its product range and focusing on high-demand markets pushing into the U.S. and Europe and increase volume out of our Vietnamese manufacturing facility. I assure our shareholders of my continued dedication and passion for the company. And I'm confident alongside the Board and the leadership team, we will continue to deliver what we have promised. I'm excited about the future at Maas as we continue to propel forward, focused on achieving our goals and delivering for all shareholders, employees, customers and communities. Thank you.

Thanks, Wes. That concludes the annual addresses for this meeting. Before we move to the formal items of business, are there any general business questions from shareholders here in the room? Yes.

Yes. Gary Hilberg is my name. I just have a question mainly for Wes and it's on the manufacturing and sales side of the business. It's a bit that I don't understand about your business. The other segments I do. It's a small part of the group and it's international and you're spreading further internationally into your sales distribution in other countries. It just seems to me a bit of an orphan and a bit of a stretch of management resources. I'd just like if you could just share some of your sort of thoughts on how that fits into the picture and maybe your view on how that will look in 3 to 5 years' time.

Sure. Over the last 5 or 7 years, the business has changed. So a few years ago, when we first started that business, it wasn't much more integrated because we ran quite a reasonable sized underground hire business. Today, you're right, it is a little bit orphaned and a little bit immaterial, albeit the fundamentals and the opportunity for that business is unchanged. So we've got a state-of-the-art manufacturing facility in Vietnam that we can do high-quality, low-cost manufacturing. I think Vietnam has the most free trade agreements with anywhere in the world. And we've pushed into the U.S. and Europe using a distributor model. So we're not -- actually our company is not distributing every part. We're using distributors in those other markets. And we expect strong growth over the next few years to get that utilization of our factory up a bit further. If we talked about a bit further out in the 2, 3, 4, 5 years, will it belong in Maas? It may, but it may not. It is immaterial and it is isolated on its own. But we haven't made a confirmed decision on if it belongs with us longer term.

Thanks. I might just add on that. I mean, that unit, like all of our business units and all sort of areas where we're deploying capital in the business, I mean, we're looking at what's getting the appropriate return on capital for us. And as we've demonstrated in the last year, we've had a healthy focus on recycling capital out of assets where we don't think we'll continue to get the appropriate return of capital into new areas where we think we will. And our manufacturing business as a whole has sort of less than 5% of our sort of assets deployed. Any other questions from the room here? Do we have any questions next online, Candice?

Stephen, there are no questions received online.

Do we have any questions on the web phone?

No questions on the web phone.

Thank you. In which case, we'll now move to the formal business of the meeting. The first item of business is to consider the annual report of the company and its controlled entities for the year-ended 30 June 2024, which includes the financial report, the directors' report and the auditor's report. As noted earlier, our external auditor, Mr. Tim Mann from BDO, is also in attendance and is available to answer any questions about the conduct of the audit and the content of the independent audit report. There's no requirement for a vote on this item. It's a discussion item only. Are there any questions from the floor here on this item? No questions from the floor. Are there any questions online, Candice?

No questions online, Stephen.

And moderator, is there any questions on the -- over the phone?

No questions on the web phone. Thank you.

Okay. We'll move to the next item of business, which is resolution 1, which is shown on the screen here for those in the room, which is to consider and, if thought fit, to pass with or without amendment, the following resolution as a non-binding resolution that for the purposes of section 250R(2) of the Corporations Act and for all other purposes, approval is given by the shareholders for the adoption of the remuneration report as contained in the company's annual report for the year-ended 30 June 2024. The proxy votes received before the meeting are presented on the screen here. Are there any questions from the floor? Any questions on the phone? And any questions online, Candice?

No questions online, Stephen.

Okay. As noted earlier, all resolutions will be decided by poll and the results of the -- of those resolutions will be released to the market following close of the meeting. The next resolution is a reelection of a Director, Mr. Michael Medway. And the resolution is that for the purposes of clause 9.2(b)(4) of the Constitution and ASX Listing Rule 14.5 and for all other purposes, Michael Medway, who was appointed as a Director, retires and being eligible, offers himself for reelection and that he be reelected as a Director of the company. The directors unanimously support Mike's -- Mick's reelection. The proxy votes received before the meeting are presented in the slides on the screen. Any questions from the floor? Questions online?

We do have one question online, Stephen. The question has been asked, could Mr. Medway please describe what he considers to be the greatest risks and opportunities facing the company and how he strives to help the company manage those risks and pursue those opportunities.

Of course, the biggest risk for any company, probably, I say basically is skilled labor. Employees is the biggest risk for us. We do have a very big labor force ensuring we -- and also based on our regional areas, it's a lot harder to gain those skilled labor in those areas. Of course, with us doing a lot of infrastructure projects, that affects our Civil Construction and Hire business and also our Construction Materials. Any sort of level of government spending, whether it's a decrease, which is, of course, a risk, but the opportunity we take up is when government spending is bigger, that we see those opportunities and basically increase our revenue through those sources. Probably one of the biggest risks I feel is ensuring the culture of the company is good, ensuring that we have a very good, happy workforce, ensuring that basically, we're striving for the one goal. And how I basically see how I interact with that is going to various management meetings that we're invited to as directors, also conducting site visits during the year to understand the issues the workforce is doing. Of course, as a director and with a sort of compliance background, also ensuring that we comply with government regulations as such. So, yes -- and the biggest way of doing that is being actively involved in Board meetings, discussions with fellow Board members, discussions with our external consultants, especially being Chair of the Audit and Risk Committee that I'm heavily involved with discussions with our audit firm and the audit partner directly. And also through our Managing Director, Wes, he allows us as directors to interact with various staff members, which gives the ability to gauge our culture. So to be honest -- and probably the other one, of course, is interest rates, because that affects a couple of our segments and it's making sure we take appropriate strategies for that. But overall, it's basically being actively involved around the boardroom is how I see that I participate and see how we go with our strategy.

Yes. Thanks, Mick. And certainly, Mick does add a lot of value both inside and outside of the boardroom. And his long involvement with Wes and the business gives him great insights in terms of where the business is heading. Are there any other questions online, Candice?

No further questions, Stephen.

Any questions on the phone?

No questions.

Okay. We'll move to the next resolution. As I said, all resolutions will be decided by a poll. But based on the overwhelming proxies in favor, congratulations on your reelection, Mick. Resolution 3 is approval of the long-term incentive plan. And the resolution reads that pursuant to and in accordance with Listing Rule 7.2 and for all other purposes, shareholders approve the company's employee incentive scheme titled the Maas Group Holdings Long Term Incentive Plan and the issue of securities under the LTIP on the terms and conditions in the explanatory statement. The proxy votes once again are shown on the screen. Any questions from the floor on this resolution? Any questions online, Candice?

No questions online.

And do we have any questions over the phone?

No questions.

As there's no questions, we'll move to the next resolution. Resolution 4 is the approval of the issue of performance rights to Wes Maas under the long-term incentive plan. And the resolution is that approval be given for the purposes of ASX Listing Rule 10.14 and for all other purposes for the issue of 66,924 performance rights to acquire ordinary shares in the company and the issue of ordinary shares on the vesting of those performance rights to Wes Maas in accordance with the company's long-term incentive plan for the financial year-ended 30 June 2024. Are there any questions in relation to this resolution? None from the floor. Any online, Candice?

No questions online.

Any questions on the phone?

No questions.

So, there's no questions. We can move to the next resolution, resolution 5, which is the approval of the issue of performance rights to Tanya Gale for the financial year-ended 30 June 2024 under the long-term incentive plan. And the resolution is that the approval be given for the purposes of ASX Listing Rule 10.14 and for all other purposes for the issue of 30,117 performance rights to acquire ordinary shares in the company and the issue of ordinary shares on the vesting of those performance rights to Tanya Gale in accordance with the company's long-term incentive plan for the financial year-ended 30 June 2024. The proxy votes received on this resolution are shown in the slides. Any questions from the floor? No questions from the floor. Any online, Candice?

No questions online.

And any questions on the phone?

No questions.

Now move to the final resolution, which is the approval of financial assistance. And the resolution is that for the purposes of Section 260B of the Corporations Act and for all other purposes, approval is given for financial assistance to be provided by Casacir Proprietary Limited, a subsidiary of the company, in connection with the financial assistance acquisition of the subsidiary as described in the explanatory memorandum. Are there any questions in relation to this resolution? None from the floor. Any online, Candice?

No questions online.

Any questions on the phone?

We have no questions. Thank you.

As noted earlier, proxies are displayed on the screen in relation to this resolution and the poll results will be advised after the meeting. That concludes the formal business of the meeting and the resolutions to be put. If there's no further questions, I'll now declare the 2024 AGM of Maas Group Holdings closed. Shareholders and proxy holders attending the meeting online, you'll have 5 minutes from now to submit your live votes via the online platform. For shareholders here in person who haven't voted, please place it in one of the ballot boxes that the Link representatives will bring around the room shortly. And the results of today's AGM resolutions will be released to the market and made available on the company's website as soon as possible later today. Once again, thank you for participating in today's Annual General Meeting and for your support of Maas Group Holdings. The directors, for those here in the room in Brisbane, will be available after the meeting over a -- perhaps a cup of coffee and some snacks. Thank you once again, ladies and gentlemen.