PWR Holdings Limited (PWH) Earnings Call Transcript & Summary

October 27, 2023

Australian Securities Exchange AU Consumer Discretionary Automobile Components shareholder_meeting 60 min

Earnings Call Speaker Segments

Teresa Handicott

executive
#1

Hello, ladies and gentlemen. The appointed time has arrived. I couldn't start early, because we have people online. So good afternoon. My name is Teresa Handicott, and I am the Chairman of PWR Holdings Limited and of today's -- look, I just said to Lisa. It says, good morning, and I'm going to change it to afternoon and then I forgot, I read the script. And I'm the Chairman of today's Annual General Meeting. On behalf of the Board, I warmly welcome you all to our AGM. It's great to see so many of our shareholders and our stakeholders here today at our state-of-the-art manufacturing facility. For those of you who are able to join us for lunch, I hope you enjoyed the food, but more importantly, the opportunity to interact with PWR folk and your fellow investors. So I warmly welcome those who could not join us in person, but who will be watching us via our webcast. As you may have noticed, we've got products on display as we always do. But due to both our own IP and to confidentiality arrangements with our customers, we ask that you don't take photos or any videos of any product. In addition to those participating in the meeting today, we have received proxies from 166 shareholders representing approximately 51% of the issued capital. As I said, the meeting is being webcast live, and a copy of this recording will be available on our website after the meeting. I'd now like to introduce my fellow directors. Firstly, the man that needs no introduction, Kees Weel, the founding shareholder and Managing Director of PWR. Kees is a globally recognized automotive cooling expert. His ability to lead constant change and ongoing growth continues to be critical to PWR's success. Jeff Forbes, Jeff has been a director since company listed and chairs the Audit Risk and Sustainability Committee. Jeff is an experienced listed company Director, who contribute strong financial capability and extensive experience in global operations and in the U.S., in particular. Roland Dane has been a director since 2017 and is an experienced business owner across a number of sectors, but in particular, and importantly for us, in the global motorsports industry. Kym Osley. Kym joined the Board in February this year. He is a widely respected aerospace and defense industry executive, with extensive connections across the defense ecosystem in Australia and overseas, including connections with the defense force government and private defense and aerospace-related companies around the world. Amanda Holt is our newest recruit commencing in September this year. Amanda is an accomplished and respective senior executive and defense industry leader. Amanda has been SYPAQ's Chief Executive Officer since 2015, and she brings aerospace, defense and cybersecurity skills to our Board. We also have many of our senior leaders here today, and I'm going to ask them as usual to stand up as I introduce them. First of all, Martin McIver, who's our Chief Financial Officer. He is now an integral part of the team. Matthew Bryson has been with PWR for over 20 years and leads the technical and commercial team. Andi Scott is our GM of Advanced Technology. He's a highly experienced engineer and leads the growth in our aerospace and defense business. Ben Nielsen is our Senior Project Engineer, who works closely with Matt Bryson, and he's been with us for over 15 years. Jason Hicks is our newly promoted General Manager of Production in Australia, and he's been with PWR for over 20 years. Lisa Dalton has been our Company Secretary since pre-listing. Everyone else had to stand up, Lisa. She is an experienced Company Secretary and governance expert and provide support to the Board and to the business. Debbie Bodill joined us this year as our Group Financial Controller and has already made herself invaluable. Jake Howard joined PWR in January this year as our Human Resources Advisor, and he's a very experienced human resources manager and he leads our global HR team. Tim Pahn is GM of our Global Performance aftermarkets business. He's unable to be with us today because he's busy selling product at a Trade Show. I'll also introduce our leaders at PWR North America and PW Europe, who can't be here today for travel reasons. Mick currently is currently the interim General Manager for PWR North America; and Wayne Rodgers is our Executive General Manager for PWR Europe. Both of these gentlemen have been instrumental in setting up the new manufacturing facility in PWR Europe. Could you also welcome Erin Neville-Stanley, the audit partner of KPMG, who's the company's auditor. Also here is Stephanie Davieson, a partner from Clayton Nutz, our lawyers; and Jessie Yerma and other representatives from our share registry, Computershare. Today's meeting will proceed as follows. Firstly, I'll make assure address summarizing some key points from the 2023 financial year including progress on the implementation of PWR's strategy. Kees will then review the financial performance and operational developments for PWR and for the past year and talk about our expectations and plans for the future. Shareholders will then be able to ask questions about company, my address or Kees' presentation. And because we're webcasting, that's why I'm going to ask you to come up to the microphone to ask your questions, please, so that they are recorded for those watching online. If you can't come up, though, please just raise your hand and we'll bring a microphone to you. We'll then undertake the formal business of the meeting, each time, I'll take your questions specifically regarding each of the resolutions, and we'll take any final questions at the close of the meeting. In my presentation today, I will provide information on the company's strategic objectives and how it performed in the 2023 financial year. As today is my last day as Chairman and a Director of PWR, I'll also take the opportunity to more properly introduce you to your incoming Chairman, Roland Dane. Your Board continues to spend considerable time on the group's strategy and its implementation, growth, profitability and excellence are the 3 pillars of PWR's strategy. We understand that the decisions that we make today not only affect the current financial year, but the medium and long-term prospects of the company. A few years ago, we made the decision to leverage our knowledge and capability in the motorsports industry to the aerospace and defense sector. And since that time, we have made truly great strides forward. We've achieved AS9100 certification to enable our growth in these industries and added to our companies by achieving Nadcap Accreditations for both our credit chemical processing and heat treatment applications. We've successfully grown our capability in the U.S. through the opening of our dedicated aerospace and defense machining facility. We've very deliberately built a pipeline of talent to develop that part of the business ably headed up by Andrew Scott. And more recently, we appointed aerospace and defense capability to the Board with the appointment of both Kym Osley and Amanda Holt, both of whom will be standing for election at today's Annual General Meeting. We are pleased to achieve year-on-year revenue growth of 48% in the aerospace and defense sector in the financial year 2023. Andrew Scott and his global team have succeeded in positioning the PWR brand in the sector in a very short period of time, and they are to be congratulated. Also, over the last financial year, we expanded our capability in Europe, to enable us to manufacture some of our products closer to our European customers. We made the decision to do this in Rugby in the U.K. And in February of this year, we opened a new manufacturing facility where we have co-located the PWR team from the U.K. with the teams from both Dockings Engineering and Bespoke Motorsport Radiators, the 2 businesses that we recently acquired. We're very proud of our new facility in Europe, and we'd like to share a video with you so you can see how far we've come. And you will not fail to recognize the PWR DNA at work in this facility. [Presentation]

Teresa Handicott

executive
#2

Kees told us yesterday that, that was filmed by a drone with someone operating it from upstairs. So that's just a little bit of today's technology amazing. I think we probably could tell that when it flew through the machine. It's probably the only way that it could be done. Besides our ambitious growth plans, the other 2 pillars of our strategy, ensuring that our growth is profitable and ensuring excellence in everything we do are equally important. During the year, we continued to invest in our people and their development with the establishment of a dedicated production training function, which has at its vision to develop a PWR Academy for job-related learning and development. We have 14 of our talented employees about to embark on a Certificate II in Engineering which will be undertaken here at PWR's manufacturing site in collaboration with TAFE Queensland. We also invested a record amount of $15 million in leading-edge technology and equipment to support our business and $2 million to acquire businesses in the United Kingdom to establish our European manufacturing base. In financial year '23, our profitability pillar kept the team very focused, and PWR delivered a record NPAT result of $21.8 million, up 4.4% on the prior period. The group retained a strong cash balance of at 30 June 2023 of $17.6 million and remains debt-free with access to its $10 million multicurrency and $7.5 million equipment finance facilities to support future operational requirements, if that be required. Cash flows continued to be impacted by the decision in financial year 2022 to increase our inventories of raw materials in response to global supply chain challenges, including the impact in the war in Ukraine on global aluminum supplies. Now, that these global supply challenges seem to be subsiding, we have commenced reducing raw material inventory holdings to historical levels, increasing the EBITDA to operating cash conversion ratio to 86%. It was 66% in the previous financial year. The group continued to deliver on its growth objective through implementation of its ongoing capital investment and research and development programs while still producing a strong return on equity at 25%. Considering these results and the balance sheet position, the Board has declared a fully-franked final dividend of $0.089 per share, taking the full year dividend to $0.125 per share, an increase of 4.2% on last year's full year dividend. For our shareholders, this translated into a total shareholder return over the 3-year period up to June 2023 of 103%. PWR's relative total shareholder return against the companies in the ASX 300, excluding Energy, ranked PWR at the 88th percentile of the benchmark group, an outstanding result for which Kees and the team are to be congratulated and one which the entire company should feel very proud of. I certainly am. As previously announced, I will not seek reelection today and will conclude my term as your Chairman and Director of PWR at the conclusion of today's AGM. It has been both a privilege and a pleasure to serve on the PWR Board for the past 8 years, working with my Board colleagues and the management team to guide this impressive organization over this pivotal period. It's been an amazing and deeply satisfying journey, of which I am very proud to have been part of. Thank you to all of the people at PWR who have worked with passion and drive to deliver significant and transformative growth since PWR's listing on the ASX. Thanks to my Board colleagues who have brought their individual experience and expertise that has resulted in strong collective contributions and collective decision making. Particular thanks to Kees, who, along with the then Chairman invited me on this journey. To the indispensable Lisa Dalton, for agreeing to join when I put her name forward for the role she has so ably performed. Kees, I think it's probably one of the best things we've done for PWR. Jeff. Jeff Forbes, who has been here since listing and Roland who joined soon after. We have worked together over a long period, striving to deliver the best results for shareholders, having the robust conversations when we needed to, but always with a collaborative spirit with a very clear objective of continuously moving this very special company towards achieving its potential. I thank Kees and all shareholders for your support and for the opportunity to serve you as a director since 2015 and is Chairman since 2017. I wish Kees, the Board and PWR the very best for what I believe to be a very bright future. Now, I would like to call on your new Chairman, Roland Dane, to speak to you. Roland has the unanimous support of the Board in this role. He has substantial Board, leadership, operational and financial experience, and he's been a Board member here, as I said, since March 2017. So I'll now ask Roland to come up and say a few words.

Roland Dane

executive
#3

Thank you, Tessa. Those very big shoes to fill. I'm delighted and very privileged to assume the role of Chairman as we continue with an unwavering focus on growing this great company. I'd like to think of myself because of my background not as Chairman, but hopefully as a head coach. As Teresa mentioned, I've been on the Board for some years now. But by way of background, I've been in the motor racing industry all my life as well as the broader automotive world for 18 years. I was CEO of Triple Eight Race Engineering based in Brisbane. Most successful team of Australian Motorsport, and I continue my involvement there as a nonexecutive chairman. I've also served on the Board of Supercars Australia for some 14 years. So on behalf of the Board, our people here, I wish to sincerely thank Teresa for her chairmanship of PWR over the last 6.5 years. She's played a pivotal role in the success since the listing on the ASX in 2015, and she leaves an amazing legacy of good governance and strong stable growth. Personally, I've learned a hell of a lot from Teresa. We -- since the time we've overlapped on the Board. She's been an amazing role model and she truly embodies PWR's DNA of respect, passion and teamwork. I think I speak for the whole Board, particularly Jeff and Kees on our journey over the period where we've overlapped with Tessa. Tessa has taught us so much of our good governance in an ASX atmosphere and ASX setting, that, honestly, we wouldn't be capable of doing the job that I hope we can without that education over the last few years. Thank you, Jeff. And enjoy your new life. I'm sure you're going to be gallivanting around the globe, send us a postcard from time to time. I think, Matthew, step up, please. I think it's only appropriate that you make a presentation to Teresa. And now, I'll hand you over to the boss. Kees to give you an overview of our performance and going forward. Kees. Thank you.

Kees Weel

executive
#4

Thanks, Roland. Good afternoon, everybody. Let's hope the rain can stay away for maybe another half an hour or so. It will be a great day. So I hope you everyone enjoyed your lunch, and thanks to our chefs, Grant, Hahn and Kopu putting on another good feed. And let's see, if we're going to top of that next year or something else. I'm really pleased to see that, we're able to get quite a few shareholders here today through our plant and facility and which has grown significantly since we listed in 2015. With a solid performance behind us, I'm pleased to take you through both financial and operation highlights of what we achieved over 2023 year, as well as provide an update on where we'd like to see the '24 financial year, taking us. Some of the performance highlights. '23 reflects as an outstanding effort contributable staff globally during the year. Revenue was up across all key markets and geographies. Of note is strong performance of revenue out of Europe, 18% up and Australia 17% from OEM product and Motorsports. The teams in Australia and Europe are to be congratulated for that achievement. Revenue in Aerospace and Defense was up 48% to $10.5 million and now represents approximately 9% of our total sales. We continue to invest in new equipment, factory space and headcount to support growth, investing now and collecting later. We established U.K. manufacturing facility to increase global capacity and also to support further expansion into our European markets. We expect our budget CapEx program for '24 to be funded from cash reserves as we have done and generated -- and cash generated from operations. In addition, we have significantly undrawn facilities -- finance facilities should we need them. As mentioned by our Chairman, we paid a full fully final dividend of $0.089 per share, making a total dividend of $0.125 for the 2023 financial year, an increase of 4.2% over prior year. We delivered 103% total shareholder return over the last 3 years. And as Tessa said, this was an 88th percentile in -- when compared to the ASX 300, excluding energy stocks. Revenue by market sector. Motorsport remains the largest market and important technology driver for PWR. Motorsport revenue grew 13% with the growth across several major motorsport categories, given our current penetration into major motorsports categories, we expect more moderate revenue growth for '24 and beyond. Automotive OEM grew 19% due to the continuation of existing programs and commencement of new programs. Aerospace and Defense grew 48% as we expand the number of customers and programs. As these programs progress into full production, we expect Aerospace and Defense to be an important contributor to the global growth in '24 and beyond. Automotive aftermarket had 12% growth. Demand in this market remains strong, and we are still continuing to work on the increase of production capability and capacity and improving our markets efforts. The business outlook. PWR is a vertical integrated manufacturing company, which we do everything in-house. This is one of the major reasons we've been able to grow our revenue and to pursue into new markets, including aerospace and defense. We are able to control the lower and supply chain risk for customers. The newly established European manufacturing facility in Rugby continues to expand starting from an empty factory at the end of January this year. The team has delivered a world-class facility, increasing our global manufacturing capacity and providing local engineering and manufacturing support for all our European customers. The number of potential size aerospace and defense opportunities continues to grow across Australia, Europe and North America, supporting our view that aerospace and defense will be an important contributor to growth in '24 and beyond. We continue to leverage our knowledge gained in motorsports sector to become a key supplier to large aerospace and defense organizations in the new and earlier stage of projects due to our technology and reduced lead times and our high-quality of standards. The continuation and introduction of emerging and advanced technologies into our manufacturing process ensures we retained at the forefront of manufacturing capability and complexity for both existing customers as well as potential new customers and industries. Pipelines, we continue to deliver existing OEM programs such as Valkyrie AMG X1, Rimac, Nevera, Koenigsegg, et cetera. We're also in discussion with several other parties for new OEM programs. The OEM pipeline continues to expand with discussion about size and timing of future programs is ongoing. Pipelines in other areas. Other than OEM production pipelines, we continue to expand and develop with expanding aerospace and defense programs and the uptake of emerging technologies across a range of customer markets, in particular, motorsports and aerospace and defense. Investing in people. Of course, it goes without saying that we continue further growth for PWR comes down to staff in Australia, U.S. and Europe. They will continue to drive production innovation and customer-focused solutions. Both of which are central to our strategy and continued growth and success. PWR has now over 500 team members globally. And with the continued growth, our ability to attract and retain top talent is another key pillar in our strategy. PWR is investing in growing its headcount, is actively recruiting for several roles and the employment market has become slightly, but remains tight for quality staff. We also invest heavily in apprentices, work experience students, both school and university graduate engineering programs. Most of our people demonstrate every day PWR's DNA, respect, passion and teamwork. Retaining talent and people is vital, for maintaining quality production, efficiency and achieving our growth targets. This involves providing a clear and rewarding career path, ongoing development training and a range of employment benefits. In Australia, we provide breakfast, morning tea and launch daily. Several years back, I proposed to the Board of expanding our short-term incentive program to include supervisors and key staff. The Broad SDI program provides a direct link between our performance and personnel reward for their employees -- for key employees, I should say. As a different number of staff here today at PWR shareholders, and allowing them to share in our ongoing success, investing in capability and capacity to achieve our growth potential, it is imperative that we continue to plan well ahead, investing in the latest technology and of course, factory space for manufacturing. CapEx was higher in 2023 due to the timing of purchase orders and extended lead-times for equipment ordering in the prior years. '24 CapEx is to be expected to be similar to the historic average, excluding CapEx for Pacific new customer programs. This year, we expand our global capacity planning function to improve efficiency within the factory and to better utilize our global capacity. The new factory which we announced this morning that we've -- together with the Queensland Government. We've signed a lease for a new factory of just over 20,000 square meters, which is approximately twice -- a little bit over twice as big as what we have here and that is really investing for the next 20 years. At last year's AGM, we told you about the vision to move to a brand-new manufacturing facility. And today, it's happened. So we've signed a 15-year lease with a 25-year extension, and an option for around 21,000 square meters facility out statements and with plans to undertake a purpose design fit out and moving in around about July 1, 2025. Planning for the new site will consider growth in our headcount numbers, traffic access, manufacturing flows an opportunity to increase the use of automation where appropriate. The Queensland government has supported our decision to expand Australian manufacturing base through an investment in Queensland grant program. Under the grant, PWR will receive $8.78 million in support over a 10-year period provided PWR meet investment and headcount targets over the grant period. The investment in Queensland program has provided a real incentive to stay-on-home soil and grow, and provide over time hundreds of new local jobs as a result. Our short-term vision is to set PWR up for the next 20 years of growth. I will say that, we had the Minister here this morning, Cameron Dick, who was present to hand over that grant this morning. So thank you to the State Government and their willingness to support manufacturing and export in Australia. It always comes to the catch. Nothing is free. And it's all about jobs. Jobs in Queensland and particularly export, so thank you. Before I hand back over to Tessa, I'd like to give my personal thanks to Tessa for making us what we are today. We spoke about this yesterday after our Board meeting, had a bit of a laugh, how I talk Tessa into one coming on our Board as a Director. And then when the opportunity came up, could she -- could we persuade her to take on the chairmanship Time flies. It seems like yesterday. But by how we have achieved a lot. And it goes without saying that without Tessa's guidance and I guess, keeping us blokes in line more so than anything, has done a fantastic job, and we really wish Tessa well in the future. And as Roland said, she'll be doing some trips and go about and around, and I'm not quite sure whether you'll have time to send us a postcard. But anyway, Tessa, thank you very much for your leadership. And I'd like to now hand back to Tessa to take your questions. Thank you very much.

Teresa Handicott

executive
#5

Thanks, Kees. We'll now be happy to take questions from shareholders about the company, its management, future plans. So I once again ask, if you can to come up to the microphone. If you can't, we'll bring one to you. Who's going to kick off?

Unknown Attendee

attendee
#6

Only a fairly recent shareholder, but also a very keen one, and I'm also a member of Teaminvest. Just regarding the pipeline slide that was in the FY '23 results and that one covering the multiyear contracts, is there an inflation combined in that? Or do you allow for that in your pricing?

Teresa Handicott

executive
#7

Sorry, an inflation component?

Unknown Attendee

attendee
#8

Yes. Do you allow annual or whatever reviews of the - ?

Teresa Handicott

executive
#9

Kees -- or do you want to take that up? Give Martin a go.

Kees Weel

executive
#10

He's the money man.

Martin McIver

executive
#11

Yes. The contracts are structured in 1 of 2 ways. One is if it is, say, a 2 or 3-year fixed contract, we build an inflation into our price calculations for that fixed price. Alternatively, there's a -- there'll be horizon for mechanism to cater for changes in wage or changes in material costs. So it's certainly taken into consideration.

Teresa Handicott

executive
#12

You coming up?

Unknown Attendee

attendee
#13

As a shareholder, I'm assuming it's all under control with the power and -- try again. So what are your plans just to mitigate increasing energy costs?

Teresa Handicott

executive
#14

Do you want to talk to that, Kees?

Kees Weel

executive
#15

Yes. With the new factory part of the fit-out and the moving into that where we certainly, the plans are to do a lot of solar, the current fabrication, I guess, on the structure of the roof, there is a roof loading on there that we can put 1.5 meg on there. So, we'll be certainly making use of all that.

Unknown Attendee

attendee
#16

Okay. And just my last question is when you move into the new building, whether it be a dedicated place for shareholder meetings?

Kees Weel

executive
#17

Well, certainly, we'll be the first year. So hopefully, we don't fill it out the first year. So we'll be down the back. But now it -- we're in a fairly strong ability to fill that factory fairly rapidly, but we always want to make sure that we've got room for expansion, et cetera, for different programs.

Teresa Handicott

executive
#18

When Kees took me through the place, the first time, well, a bit over 8 years ago, that building over there had a certain demand in it, but that front-facing section there just passed the drive up to the roof, was almost empty, had about 3 machines in it. None of this existed. That didn't last very long. And I think we had our first shareholder meeting on-site in that building, Kees. And since then, mezzanine later have been built to create extra room. But certainly, at the beginning, we do hope for some time, you'll be able to be indoors but adds to the excitement does. And I was think it's like a wedding marquee that you just want to get everything done before it gets too bad. Sorry for the people online to be able to hear you over the flapping. Anyone else? Okay if not -- take your time. You're right.

Unknown Attendee

attendee
#19

Just on the international, like we've got a few more sites, et cetera, that becoming more of a global workforce and the sub-security implications and the investment into that. And I guess, if you can just put some words surrounding how in that technical communication.

Teresa Handicott

executive
#20

As you would expect, we've done considerable work and we've been considerably like the rest of Australia, very concerned about this, and we've been putting considerable investment into our systems, both in terms of upgrading them for our operations, but also with cybersecurity in mind to have all the necessary protections. And to be frank, this dovetails very well because we are now starting to work for defense. So there's a real business investment incentive as well as a data protection incentive as well. So there's considerable work going on in that Martin, he's already there, has been leading to I'll get him to say a few words, but also that Amanda has considerable experience in this area as well sitting on a significant organization. So we hope she always has the up-to-date information on this to be able to help guide us in this area, but it's critical for the obvious reasons, but it's also critical for our strategic reasons as well.

Martin McIver

executive
#21

Just adding to Tessa's comments because aero -- because defense is a growing part of our business, there's a very clear requirements and protections that we need in place to service that market, which also helps us have those protections for our overall business globally. And we're servicing and looking to serve -- expand our service for defense in all locations. So it's bringing that uniform approach to IT. Yes, it's a constant focus for us. It's an ever-changing requirement and ever-changing, I suppose, issue that we need to manage, so it's very much at the forefront of Board discussion and management discussion.

Teresa Handicott

executive
#22

We're almost fortunate at this time, that we're still small enough and the only acquisitions we've done are very small ones. These challenges get harder when you're -- the bigger you get and the more M&A because you've got so much for so many systems to integrate. So, really is an ideal time for us to get on top of this and stay on top of this to the extent that you can in that terrifying world. Do we have any other questions before I move to the business of the meeting? If not -- before I put the resolution, I have to go through some fascinating meeting procedures, so please bear with me. All resolutions at today's meeting will be by way of poll. If you're a shareholder or proxy holder, you should have received a blue admission card with the resolutions on the back of your card. When I open the voting, you'll be asked to cast your vote directly on to that card, and your completed cards will be handed to a Computershare representative at the conclusion of the meeting. Jessie Yerma from Computershare will be our returning officer and will tell you the votes for each resolution. Results of the resolutions will be released to the market at the close of the meeting. As the notice of meeting has been circulated and published in accordance with the requirements set out in our constitution, I'll take the notice of the meeting as read. I also to take each resolution in the sequence it is listed in the notice of meeting. A reasonable opportunity will be given to shareholders to make comments and ask questions about each resolution before it is put to the meeting. After receiving comments and questions and before putting the poll, the resolution, together with the proxy votes for the resolution are going to be displayed on the screen. It will give you a fair idea. I do not intend to read out the resolutions or the proxy numbers and unless someone requests me to do so. Before we move to the business set out on the notice of meeting, I'd like to highlight that key management personnel, details of whose remuneration are included in the remuneration report as well as their closely related parties are not entitled to vote on the adoption of the remuneration report or remuneration-related resolutions. However, a vote cast by a member of the key management personnel, if it is cast as a proxy, the appointments in writing that directs the proxy had a vote in respect to the resolution and provided it's not cast on behalf of a member of key management personnel or replace the related party of a member of key management personnel. Probably would have been easy to see Kees and Martin rather than all of that. As I confirmed in the notice of meeting, as Chairman of the meeting, I intend to vote on each resolution that I'm entitled to consistent with the recommendations of the Board, which are in favor of all resolutions. Where as Chairman, I have been appointed as a proxy that is undirected, I will be voting undirected proxies in favor of resolutions consistent with the Board's recommendations. Besides the financial report, there are 4 items of business to deal with today. But the first thing to consider is the financial reports, the directors' report and the auditor's report, all of which are contained in the 2023 annual report. The Corporations Act requires that these reports be laid before this meeting, but there is no requirement that shareholders vote on, approve or adopt these reports. But of course, you will be afforded an opportunity to put questions regarding these reports or any other matter relevant to the performance of the company. Shareholders are also entitled to direct audit-related questions to the auditor, Erin Neville-Stanley from KPMG. No written questions to the auditor were submitted prior to the meetings. So have any questions on various reports, could you please ask them now? Okay. If we've exhausted questions, I'll move to the formal resolutions to be considered at the meeting. The first resolution of the remuneration report for the financial year 2023. It's part of the directors' report and is also contained in the 2023 annual report. The Corporations Act requires the remuneration reported to shareholders for your consideration. The company's remuneration policy and practices are designed to attract, motivate and retain high-quality people. They are built around the competitive markets in which the company operates. The directors unanimously support the adoption of the report. The screen shows details of the proxies received on this resolution. The adoption of the remuneration report is now open for discussion. If you have any questions or comments on the remuneration report, could we please have those now?

Unknown Attendee

attendee
#23

It's Olsen. Back again. Not too happy about having -- as one of the things because it includes the share price, which is not really able to be controlled by the Board or executive but I accepted.

Teresa Handicott

executive
#24

We like to think we have some impact.

Unknown Attendee

attendee
#25

Well, yes, in the long-term. Anyway, I accepted sort of a fact of life across a lot of REM reports. The one that I'd like to speak a little bit about is the EPS growth target. The lowest hurdle is 4%. Now, the company has been growing at a lot more of that. I realized the top one is 12%. I wonder why the 4% was selected because it seems very atypical and very low.

Teresa Handicott

executive
#26

It's not atypical, if I could just start with that. In fact, our range of 4% to 10% probably is the market standard, and we are very careful to look at market standards. We can see that there's -- and I will talk about this a little bit more when we have had this feedback in relation to the LTI hurdles, and that's what you're talking about, the EPS 3-year hurdle over a 3-year period compound growth. You are seeing trends in the market with some companies starting to move from 5% to 12%. But the bottom layer of 4% or 5% is just threshold, and it only pays a fraction of an incentive. And you have to get to that 10% in order to over compound growth -- compound EPS growth over 3 years in order to achieve the maximum of that component. And it's only 1 component of the LTI as well the TSR being the other one, which surprises me that you don't like it because most investors absolutely love it because it's nothing you can -- it really is an assessment of how you're doing against the market. So certainly, our institutional investors are very keen for us to maintain that. So -- but the EPS, we will talk about in the LTI as well. But we hear the feedback from yourselves and some of the proxy advisers have recommended against Resolution 4 for the reasons that you're talking about, but -- and the Board will most certainly have a look at that. We'll listen to that feedback. We really believe that you need to have incentives that are reachable, achievable. And we're very proud of our record of compound EPS growth over the period, certainly, that I've been here. And it is at the high end of the market and what companies are achieving, but it doesn't mean that that's always going to happen. The world is constantly getting harder as we know, with growth come all the challenges of increased need for procedures, for systems, the cybersecurity issues we just talked about. Margins are harder and harder to achieve, the bigger that you get. We all realize that. And especially with our movement into bigger and larger projects, which are going to be different, so there's no guarantee that what we've been able -- I sound like a super fund, but there's no guarantee that what we've been done in the past, we'll be able to keep doing in the future. But we do want to have realistic incentives for our leadership team to chase. I mean, seriously, I actually think that if they can continue to get to -- and this is a team that's not going to be striving for the 4%. It's going to be striving for the maximum every single year, if they continue to do compound EPS growth over 3 years of 10%, you really just should be happy about that. And that is going to be an ongoing challenge for them to do. And we want to keep them focused on achieving that. We don't want to have some sort of stretched target that becomes impossible in a period where the company is going to another level. So we think it's appropriate. We thought it was appropriate when we put it forward. We, in fact, did work on the LTI scheme last year, and we put it forward to shareholders, and it was passed with a 92% vote or something. So shareholders certainly agreed with this last year, but we can see that the proxy advisers have raised it this year. And as I said, the Board will consider that when it sets up the LTI plan for next year because the LTI plan every year, it's a fresh grant, and it can be changed from year to year. So it will be considered. We hear your voice. Anybody else? Okay. Then if there's no further discussion on the remuneration report, can you please now cast your vote on it by marking your voting card. [Voting]

Teresa Handicott

executive
#27

Okay. We'll move to the next resolution. Ladies and gentlemen, Kym Osley was appointed to the Board to fill a casual vacancy on 1 February this year, understanding for election by shareholders. Kym's qualifications and experience are they have in the notice of meeting. The remaining directors unanimously recommend Kym's election. The screen shows details of the proxies received on this resolution. If you have any questions or comments on the election of Kym as a director, can you please ask them now? If there's no discussion on that resolution, could you please now cash your vote by marking your voting card. [Voting]

Teresa Handicott

executive
#28

Okay, ladies and gentlemen, Amanda Holt was appointed by the Board to fill a casual vacancy on 11th September this year and is standing for election by shareholders. Amanda's qualifications and experience are set out in the notice of meeting. The remaining directors unanimously recommend Amanda's election. The screen shows details of the proxies received on this resolution. If you have any questions or comments about the election of Amanda as a director, can you please ask them now? If there's no discussion, can you please now cast your vote by marking your voting card? [Voting]

Teresa Handicott

executive
#29

Okay. We'll move now to the final item of business, which seeks shareholder approval to grant performance rights to Mr. Kees Weel under the performance right plan. The performance conditions attaching to the rights asked have in the notice of meeting. The non-executive directors unanimously recommend approval for the issue of the performance rights to Kees Weel, the company's Managing Director. I was going to go on to talk about the proxy advisers and the discussion about the EPS hurdle, but because I think we've had a good discussion on that, I will leave it at that, unless anyone else has any further similar questions. So any questions on that resolution? If not, can you please now cast your vote on the request to issue performance rights to Kees Weel by marking your voting card. [Voting]

Teresa Handicott

executive
#30

Ladies and gentlemen, that concludes our discussion on the items of business. I'll pause for a few seconds to make sure you've completed your voting cards, and I'll ask Computershare to please come through and collect those cards so that they can close the polls. [Voting]

Teresa Handicott

executive
#31

Okay. Ladies and gentlemen, if we -- I think we're on the voting, anyone still going? Could you just raise your hand if you are? Okay. It looks like we're all done. So just checking any final questions or comments? None. This draws today's meeting to a close. Results of the polls held at today's meeting will be released to the ASX after the meeting. So on behalf of the Board, I thank you for your attendance and your continued interest in the company. It was lovely to get the opportunity to show you through our manufacturing facility and to meet some of you over lunch. Travel safely on your way home, and thank you all very much.

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