PointsBet Holdings Limited (PBH) Earnings Call Transcript & Summary

Welcome to the PointsBet Holdings Limited 2020 Annual General Meeting. My name is Brett Paton, and I will be your chair. We have a quorum, and I'm pleased to declare the meeting now open. I'm delighted to be able to extend a warm welcome to the shareholders who are participating through our online meeting platform. I would like to start by introducing my fellow Director, Sam Swanell, who's with me in Richmond this morning; Peter McCluskey, Chair of Audit, Risk and Compliance Committee and a member of the Remuneration and Nominations Committee; Tony Symons, Chair of the Remuneration and Nominations Committee and a member of the Audit, Risk and Compliance Committee; Becky Harris, member of the Audit, Risk and Compliance Committee and the Remuneration and Nominations Committee; Nick Fahey, the Chief Commercial Officer and Executive Director. As previously announced, Nick Fahey will step down from the Board at the conclusion of today's meeting to concentrate on his executive role. On behalf of the Board and shareholders, I truly would like to thank Nick for his contribution over the last 3 years. Nick will be replaced by Manjit Gombra Singh, who also joins us today. Welcome. Shareholders will be asked to appoint Manjit as an Executive Director later in the meeting. I also welcome Billy Chan and his colleagues from RSM, the company's auditors. The Notice of Meeting, together with the independent expert's report, was distributed to all shareholders, and copies are also available from ASX announcement. I take the Notice of Meeting as read. As set out in the Notice of Meeting, the formal proceedings comprise 7 resolutions. The resolutions will be decided by poll. Voting on the resolutions is now open. Click the voting icon in the navigation bar of your screen to display the resolutions. You can vote any time during the proceedings until I declare the voting closed. You can also change your vote at any time throughout the proceedings. I'll give you a clear prompt later in the meeting to warn on the closing of the voting. We'll also take the opportunity for questions. [Operator Instructions] Where appropriate, we will address your questions later in the proceedings. If you have any difficulties voting or submitting questions, please consult the Lumi user guide, which can be accessed within the platform or linked to within our Notice of Meeting. I'll now commence with the Chairman's address. A lot has happened since I addressed you last year, and it's pleasing to reflect on some of the key milestones achieved by the company over the last 12 months. The company has secured online and retail sports betting market access in Kansas, online sports betting and iGaming market access in Michigan and iGaming market access in New Jersey. We launched digital -- retail and digital operations in the state of Iowa with a population of 3.2 million, digital operations in the state of Indiana with a population of 6.7 million and retail and digital operations in the state of Illinois with a population of 12.7 million. As announced this morning on the ASX, we have now taken our first bet in Colorado and plans to launch in Michigan in the first quarter of calendar '21. Michigan will also see the inaugural launch of PointsBet's iGaming product. From a brand and sponsorship perspective, PointsBet has entered into various strategic sports partnership deals with teams with 4 major U.S. codes -- sporting codes. In the MBL (sic) [ MLB ], Sportsbet became a partner with the Detroit Tigers, being the first sports betting partnership for a professional sports team within Michigan and the first for any Major League Baseball franchise. In the NBA, PointsBet partnered with the Denver Nuggets and Indiana Pacers. In the NFL, PointsBet partnered with the Indianapolis Colts and Chicago Bears. In the NHL, PointsBet partnered with Colorado Avalanche. Under these details (sic) [ deals ], which link closely with the markets where PointsBet is operational or soon will be, we gain usage of the teams' trademarks and logos as well as sponsorship opportunities, brand visibility across various assets and database. PointsBet group accepted more than 17 million bets for the 12 months to 30 June 2020 compared with just over 9 million bets for the 12 months to 30 June 2019. In Australia, on Melbourne Cup Day 2020, this cup day, PointsBet successfully processed more than 460,000 racing bets, over 1,780 bets per minute at its peak, a further demonstration of the company's technological capabilities. During the year, the company also admitted to the ASX S&P -- was admitted to the ASX 300. As I previously said, there are significant market opportunities in the United States as a result of PASPA being overturned in May 2018, and PointsBet has already taken significant steps towards capitalizing on the opportunity. We remain acutely aware of the importance of Australia in our overall strategy. Australia's highly competitive environment and the learnings from this jurisdiction have set a strong base for growth overseas. Further, PointsBet remain well positioned to continue to expand its client base and take advantage of the expected growth in wagering industry in Australia. During the reporting period, the company continued to invest in proprietary cloud-based waging platform and made key hires in the technology, product and corporate teams. We will continue to invest in our technology and people to capitalize on the growth in Australia and expanding U.S. opportunity. During FY 2020, there were some significant regulatory changes in the Australian wagering sector. These included changes to advertising law as well as the implementation of first and second tranche of the National Consumer Protection Framework. PointsBet is compliant in these changes and continues to endorse the principle of informed choice, which is aimed at empowering customers to make informed decisions and exercise choice regarding their gambling expenditure. PointsBet's commitment to responsible gambling is demonstrated through a wide range of responsible gambling initiatives and tools that are available to our clients, both in Australia and the United States. In the United States where the sports betting regulatory framework is evolving, PointsBet is actively engaged with the regulators and other relevant shareholders to support implementation of evidence-based and global best practice regulations to future-proof the sustainability and integrity of the industry. Corporate governance. The Board of PointsBet Holdings considers good corporate governance a priority. It has adopted policies and practices to ensure the Board remains effective and has the composition to adequately discharge its responsibilities and duties and maintain best practice governance. A full summary of our corporate governance activities and policies is available on our website. Coming to our team. Our group CEO, Sam Swanell, supported by U.S. CEO, Johnny Aitken, have done a tremendous job in leading the business through a period of substantial change over the past 12 months. In addition, our highly talented employees across our global footprint are a key asset, and the results have been able to achieve a testament to their dedication, commitment and passion. On behalf of the Board, I'd like to thank all of the team for delivering on the opportunities we saw over FY '20 and positioning the business for continued growth in FY '21 and beyond. I would also like to thank my fellow directors for their support over a very busy past 12 months as we executed on the transformational media partnership with NBCUniversal and undertook 2 significant capital raises to ensure that the company is well positioned to execute on the opportunities here and overseas. I would like to thank you, our shareholders, for support -- your support and vote of confidence in the business and its team. We look forward to delivering on the opportunities we see for the business moving forward and growing shareholder value. Before I hand over to Sam Swanell, I would like to thank Nick Fahey who will retire from the Board at the conclusion of today's meeting to focus on his executive role. As a co-founder, Nick's in-depth understanding of all aspects of the evolving business, both in Australia and the United States, has been vital in assisting the Board to make informed and considered decisions. We thank Nick for his service and look forward to his continued contribution in his role as Chief Commercial Officer. And now it's my pleasure to invite Sam Swanell, Group CEO and Managing Director, to provide further commentary on the FY '20 financial year and the business and strategy and priorities over the coming year.

Thanks, Brett. Good morning. This is Sam Swanell, Group CEO and Managing Director. And I would like to thank you all for attending this virtual 2020 AGM of PointsBet Holdings Limited. This morning, I'll be speaking to what has been achieved by the company in FY '20 and then what we see unfolding in front of us in the United States. Before I do, I'd like to provide some comments on our partnership with NBC and the company's recent capital raise. I was thrilled to announce on the 28th of August that we had entered into a transformational 5-year media partnership with NBCUniversal. This provides PointsBet with deep access and integration into NBCUniversal's world-leading broadcast and digital assets. NBCUniversal is one of the most iconic and trusted media brands in the United States, with the largest sports audience of any U.S. media company accessing over 184 million viewers. PointsBet is the official sports betting partner of NBC Sports with exclusive live sport integrations, including exclusive game-day integrations across all NBC Sports Regional Networks; exclusive partner of NBC Predictor, their free-to-play mobile app; first rights to new NBC properties, platforms and products; premium placement and agreed pricing across NBC Sports television and digital assets; and majority of category advertising placements, known as Share of Voice across NBCUniversal's key sports media assets. As part of the agreement, PointsBet is committing over 5 years to a minimum of USD 393 million in media spend. Importantly, this amount is progressively weighted towards the back end of the 5-year term, aligning marketing spend to PointsBet's expansion into new U.S. states. The cash commitment will be reduced by the value of shares and options issued to NBCUniversal. Pleasingly, this partnership has been cemented by NBCUniversal seeking a significant equity stake in PointsBet, with shares representing 4.9% and an additional 66.88 million options, which, if exercised in full for cash after year 5, will result in an additional $870 million of funds being received by PointsBet. Shareholders have been asked to approve the issuance of this equity today. On the 25th of September 2020, PointsBet completed a $353.2 million capital raise. Under the offer, PointsBet raised $200 million at $11 per share under a placement, $153.2 million at $6.50 per share under a 1 for 6.5 pro rata accelerated renounceable entitlement offer with retail rights trading. Eligible shareholders received 1 new option for every 2 shares issued under the entitlement offer at no further cost. The new options will be exercisable at $13 and expire on the 30th of September 2022. The company will receive an additional $153 million in funds should those options be exercised in full. As a result, at 30 September 2020, the company's corporate cash balance was $436.5 million. The 2020 financial year represented another transformative period for PointsBet. It was a period focused on establishing a platform for future growth. This was characterized by continued investment in additional U.S. state market access; our scalable cloud-based technology platform and product, including iGaming; our people; and executing our marketing strategy to efficiently acquire clients in Australia and the U.S. I'm thrilled with our progress. All the figures here are in Australian dollars unless otherwise stated. The group handled over $1 billion in turnover, finishing the year at $1.15 billion, up 103% on the pcp. Improved net win margin of 7.1% meant that net win growth exceeded turnover growth, rising 191% to $82 million. Net revenue for Australia for the reporting period was $68.2 million. Pleasingly, the Australian trading business achieved its inaugural annual positive EBITDA of $6.9 million. PointsBet U.S. recorded a net revenue of $7 million, which represented just over 9% of group net revenue. This compared to a net revenue loss of $700,000 in the pcp. In New Jersey, PointsBet's financial year online handle market share was 6.25% as reported by the New Jersey Division of Gaming Enforcement. This momentum has continued into the new financial year. As reported in our Q1 FY '21 Appendix 4C, the Q1 performance of the global trading business resulted in strong growth across the key KPIs. Compared to the prior corresponding period of Q1 FY '20, turnover was up 193% to $691.9 million. Gross win was up 282% at $70.4 million. Net win was up 222% at $38.1 million. Active clients were up 88% at 165,000. As can be seen on this slide, for the 12 months to 30 September 2020, in Australia, active clients were up 73%. And in the United States, active clients were up an impressive 159% compared to the 12 months to 30 September 2019. As previously communicated, we significantly reduced our U.S. marketing expense in Q4 FY '20 compared to our pre-COVID expectations. However, as the major U.S. sports resumed in Q1 FY '21, we have increased our marketing spend in targeted U.S. states. As can be seen on this slide, this increase in marketing and return of the major U.S. sports in Q1 FY '21 has had a direct correlation to the increase in active clients. The company currently has market access in 12 U.S. states, up from 5 states at 30 June 2019, and the company continues to diligently assess future market access opportunities. We have proven our ability to secure market access. And now as the official sports betting partner of NBC sports, we are confident of having a presence in the vast majority of states that will make up the estimated U.S. $12 billion revenue per annum opportunity in 2025. In addition to the NBC Sports deal, the company became an approved partner of the NBA, MLB, PGA Tour and the official and exclusive sports betting partner of LaLiga North America. The company also entered into partnerships with the Detroit Tigers, the Indiana Pacers, Indianapolis Colts, Chicago Bears and the Kroenke Sports & Entertainment Group, which owns the Denver Nuggets NBA team, the Colorado Avalanche NHL team and the Ball Arena in Denver, Colorado. In Australia, the company became the exclusive wagering partner for FOX Sports AFL during the 2020 AFL season and entered into a partnership with Channel 7 to become the exclusive Victorian odds integration partner for the Autumn and Spring Carnival National Horse Racing coverage. PointsBet is well positioned for future growth. PointsBet continues to execute on its strategic and operational objectives. These key achievements are a testament to the bench strength and dedication of PointsBet's global team. The outstanding progress we have made was recently recognized at the eGaming Review North America Awards, with PointsBet winning 3 awards: U.S. Sports Betting Operator of the Year; U.S. Socially Responsible Operator of the Year; and U.S. Rising Star. I was particularly proud of the judge's comments, which reflect the strategic areas we have focused on in the U.S., including most innovative marketing of all U.S. B2C operators; clear market leader in social responsibility in the industry; PointsBet has taken more time than many to truly understand what the U.S. player is looking for. Since listing in June last year, the company's strategic objectives have included gaining additional U.S. market access; achieving strong market share in New Jersey; launching operations in additional U.S. states; reaching profitability in the Australian trading business and executing a media deal with a market-leading U.S. media company, NBCUniversal. I'm thrilled we've achieved all of these goals. We've today launched in Colorado and plan to launch in Michigan in Q3 FY '21 for both Sportsbook and iGaming, followed by iGaming in New Jersey. One of the important goals of our technology team is to improve the efficiency and speed of the rollout of our state infrastructure with the aim to ensure that we are on the starting line of future state launches supported by the NBC Sports assets. In 2020, the Australian business processed increasingly large volumes of transactions. We have seen regular records being set across many KPIs. We are pleased to report that throughout the peak October and November period of footy finals and premium spring racing, PointsBet's in-house technology platform successfully processed record volumes, culminating in a seamless Melbourne Cup Day. A record number of Australian daily active clients generated record turnover and bet count for Melbourne Cup Day with over 460,000 bets processed, more than double the prior year. The scalability and performance of PointsBet's in-house platform on peak days in Australia will soon be replicated in the U.S. as PointsBet launches in further states and continues to invest in existing states. It was encouraging to see PointsBet's focus on user experience recognized by Eilers & Krejcik in their recent review of New Jersey's 17 operator apps. They commented that our app was fast and intuitive and enhances the user experience with its attention to detail. They stated it is the most polished and modernized on the market. The report also spoke to the learnings from the U.K. market and emphasizes that a customized user experience is of the utmost importance. PointsBet's brought together a highly experienced iGaming team and is well advanced with the development of our in-house proprietary iGaming platform, remote game server and administrative tools. iGaming content strategy is led by Kieran Power, previous CTO at Ainsworth Gaming and former VP, Advanced Products and Intellectual Property at Aristocrat. Mr. Power reports to Manjit Gombra Singh, President of Product and Technology, who has a deep background in online casino, including in his former position as CTO of Aristocrat. We are focused on ensuring that both our Sportsbook and iGaming platforms are products that are customized for the U.S. market. Our proprietary iGaming platform will be complemented by targeted licensed third-party premium iGaming content, including a live dealer solution, together with a focus on innovating and developing our own content. We plan to launch iGaming in Michigan in Q3 FY '21, as mentioned, followed by New Jersey. This slide reflects the sports wagering and iGaming market opportunity over the term of the NBCUniversal partnership to 2025. This opportunity is predicted to be at least USD 12.1 billion of annual revenue. This is the immediate opportunity in front of us as we pursue our target market share of 10% for any state that we enter. In conclusion, I'm very fortunate to lead an incredible executive team that is backed by market-leading talent in multiple locations across all areas of the business. The team is laser-focused on the clear opportunity ahead and is structured in such a way to deliver maximum economies of scale as we enter new markets. Through our in-house technology platform and one team global structure, PointsBet will benefit from operating margins that deliver a competitive advantage in the long term. I extend my thanks to you, our shareholders, and look forward to continuing the company's track record of delivering shareholder value as we capitalize on the clear opportunities ahead. I will now hand back to the Chairman to commence the formal business of today's meeting.

Thanks for the update, Sam. I will now move to the formal business of the meeting. In terms of casting your vote, I guided at the beginning of the meeting that we will vote on the resolutions by way of a poll. Voting is already open and will remain open during discussions on the various resolutions. I will also provide you with a notice that the polls are about to close. Results will be released to the ASX after the conclusion of this meeting. Please note that only shareholders, proxy holders or authorized shareholder representatives may vote. Any undirected proxy votes given to the Chairman will be voted in favor of the relevant resolutions. Any directed proxies given to you by the shareholder will automatically be cast as directed when the poll is closed. The voting icon is available within the navigation bar. Once you click on this, the resolutions will appear on your screen, along with the for, against or abstain voting options. Simply select one of these options to cast your vote. When voting is closed, your final voting selection will be recorded. If you have any difficulties, please refer to the user guide, which can be accessed through the platform. I appoint Peter Renda from Computershare Investor Services as a returning Officer. We will now move to consider the first item of business. In terms of ordinary business, financial statements, it shows up on Slide 19, financial statements. The first item of business listed in the Notice of Meeting is to receive and consider the financial statements for the 12 months to 30 June 30, 2020, and the reports of the directors and the auditor. Please note that no vote is required on this item of business. As mentioned previously, Mr. Chan, partner of RSM, is with us today. Questions relevant to the conduct of the audit, the preparation and the content of the independent audit report and the accounting policies adopted by the company in relation to the preparation of the accounts and their independence in relation to conduct of the audit may be directed to him through me as Chairman. Any questions in relation to director or executive remuneration policies will be considered when we come to the item of business covered in the adoption of the remuneration report. I'll just pause. Are there any questions? Okay. So resolution 1, the appointment of Director, Manjit Gombra Singh. The resolution and summary of the votes received before the meeting now appear on the screen. Manjit was appointed as the company's President, Technology and Product on 29 July 2019. He's the former Chief Technology Officer and Executive Vice President of leading global gaming technology provider, Aristocrat Leisure Limited, and an industry veteran with a track record of delivering leading products and technology strategy for mobile, social and traditional casino gaming products. I'm delighted to welcome Manjit to the Board. His experience and strong knowledge of gaming, cybersecurity, mobile and cloud technologies has already been providing great benefit to the company and its shareholders. The directors recommend that shareholders vote in favor of resolution 1. I'll pause to take any questions.

No questions.

No questions. Thank you. Resolution 2, ratification of prior issue of placement shares. The resolution and summary of the votes received before the meeting now appear on the screen. On 4 September 2020, the company announced that it conducted a placement to institutional investors together with an accelerated renounceable entitlement offer. The company issued 18,181,819 shares at an issue price of $11 per share to institutional investors on 10 September 2020 under the placement provisions. The funds raised from the issue of the placement shares are being used to support the U.S. marketing costs in targeted states, predominantly related to client acquisition and retention, technology and platform development, U.S. business development comprising market access and government licensing fees and sports betting fit-out costs and also costs of capital raise. The placement shares were issued pursuant to Listing Rule 7.1. The resolution seeks shareholder ratification pursuant to Listing Rule 7.4 for the issue of 18,181,819 shares issued under Listing Rule 7.1. The directors recommend that shareholders vote in favor of resolution 2. Are there any questions on this resolution?

No questions.

No questions. Thank you. Resolution 3 is the adoption of Key Employee Equity Plan. The resolution and the summary of the votes received before the meeting now appear on the screen. The resolution seeks shareholder approval for the adoption of an employee scheme titled Key Employee Equity Plan in accordance with Listing Rule 7.2, exception 13(b) and to enable performance rights, options and shares upon exercise or conversion of those performance rights and options to be issued under the plan and to eligible employees and other persons that the Board determined to be eligible. The objective of the plan is to attract, motivate and retain key employees. And it's considered by the company that the adoption of the plan and the future issue of incentive securities under the plan will provide selected employees with the opportunity to participate in the future growth of the company. A summary of the plan rules are set out in the Notice of Meeting. The directors recommend the shareholders vote in favor of resolution 3. I'll pause to see if there are any questions.

There's a couple of questions here, Brett. Let me just see.

There's a couple of questions coming up.

That's okay. They're for the next resolution.

Okay. So no questions on resolution 3. We'll move to resolution 4, issue of performance shares rights to Mr. Sam Swanell. The resolution and summary of the votes received before the meeting now appears on the screen. The company is listed on the ASX. Following the expansion into the United States where a number of senior leadership team is based, the Board considered remuneration practices in Australia and the United States and identified some meaningful differences primarily in the design of long-term incentive programs. The Board determined that the award of performance share rights, with the award linked to performance and continuation of employment, will provide the necessary motivation for key executives in Australia and the U.S. to invest energies and commitment over time to create shareholder value. Therefore, the purpose of the resolution is to seek shareholder approval for the purpose of Listing Rule 10.14 to grant 8,897 PSRs to Sam Swanell under the Key Employee Equity Plan. The directors recommend that shareholders vote in favor of resolution 4.

There's one question here, Brett, from Mike Robey from the ASA. Can you give details -- can you give us details of the performance hurdles Mr. Swanell reached in order to be granted these rights? Your statement says satisfactory performance and remaining employed.

Sorry, I missed the name of the gentleman from the ASA.