Sandfire Resources Limited (SFR) Earnings Call Transcript & Summary

Good morning, everyone, and welcome to Sandfire Resources' Annual General Meeting for 2021. Thank you for taking the time to attend. My name is Derek La Ferla. I am the Chair of the company and will chair this meeting. I have been advised that a quorum is present, and I declare the meeting open. As a result of the COVID pandemic and related travel restrictions, our Annual General Meeting is being held virtually this year using a combination of teleconferencing and an online portal for the purposes of voting and asking questions. As this meeting is being conducted as a virtual meeting, I'd like to welcome those shareholders that are joining us online. Online attendees can submit questions at any time during the webcast. When you submit a question or comment, please identify yourself by entering your name, shareholder number and then typing which resolution it relates to so that it can be addressed at the appropriate time. [Operator Instructions] For those shareholders who wish to ask a verbal question, an audio questions facility is available during the meeting. [Operator Instructions] Questions which relate to the general business of the company and are not otherwise covered over the course of the meeting will be collected and addressed after the close of formal business. Shareholders are requested to restrict themselves to 2 or comments initially, and further questions will be considered if time permits. Questions and comments may be moderated to avoid repetition and to make them more concise. May I introduce the other members of the Board who are in attendance at the meeting: Karl Simich, our Managing Director and CEO; and my fellow nonexecutive directors, Paul Hallam, Sally Langer, Roric Smith, Jen Morris and John Richards. Our Company Secretary and Chief Financial Officer, Matthew Fitzgerald, is in attendance, along with our Chief Operating Officer, Jason Grace. There are also a number of the company's advisers attending our virtual meeting today, and I welcome, in particular, Philip Teale representing our auditors, EY. Philip is available to answer questions regarding the audit at the appropriate time. I will shortly deliver my address, and this will be followed by a presentation by our Managing Director and CEO, Karl Simich. We will then proceed to the formal part of the meeting, including the tabling of the financial statements and putting the resolutions set out in the Notice of Annual General Meeting. As to my address, it's again my pleasure to welcome you to the Sandfire Resources' 2021 Annual General Meeting and reflect on what has been a highly successful and truly momentous year for the company. We have delivered another outstanding operational and financial performance and made substantial progress against the key objectives of our strategic growth plan and sustainability strategy. The September announcement of our acquisition of the world-class MATSA Mining Complex in Spain has rapidly moved Sandfire to the next phase of growth as an international diversified and sustainable mining company. When we complete this transformational acquisition, it will cement Sandfire's status as a leading copper-focused company. MATSA is a large-scale, long-life and low-cost base metals asset that offers exceptional exploration upside, and we expect it, along with our operations in Botswana, to provide the foundation of our business for the next decade and beyond. The fact that we are able to secure this asset in an extremely competitive bidding process, secure the necessary debt and equity funding and move so rapidly towards completion is a credit to our senior management team led by our Managing Director and CEO, Karl. I would like to sincerely congratulate everyone involved in this remarkable transaction, which has set new benchmarks for M&A activity in the Australian mid-tier resource sector and has resulted in a substantial increase in Sandfire's market capitalization and value proposition. I'm pleased to say that our key MATSA integration planning and work stream activities are progressing well with the objective of ensuring an orderly and efficient transition of the MATSA operations into Sandfire's global business. Our goal is to share our commitment to the highest standards of safety responsibility and sustainability with a strong focus on building a shared culture that embodies the values we are embedding across our organization. Our DeGrussa operations in Western Australia delivered another standout operational and financial performance in FY 2021, underpinning a record net profit after tax of $170 million. This enabled us to pay out a record dividend of $0.34 per share for FY '21, equating to a total return to shareholders of more than $50 million for the year. I would like to acknowledge the hard work and dedication of the DeGrussa operational team, which has been the foundation of our success to date and the springboard for Sandfire's new era of global growth. It has been the consistent operational and financial success of the DeGrussa operations over the past decade that has enabled Sandfire to expand, first, into North America through Sandfire America onto the East Coast of Australia through our Eastern Seaboard exploration ventures; more recently into Botswana and the broader Kalahari Copper Belt; and now into the Iberian Pyrite Belt through the acquisition of MATSA in Spain. During the year, we have also made important progress towards planning for life after DeGrussa with the operation currently expected to reach the end of its scheduled mine life in the September quarter of 2022. A key aspect of this transition will be to ensure that we have measures in place to minimize the impact on local communities and on our site-based team as the mining operation in its current form winds down. We're working hard in this regard while also progressing feasibility studies for a potential transition to gold production at DeGrussa through the development of the Old Highway Gold Project. In Botswana, we announced a final investment decision for the development of our new Motheo copper mine during the year, representing a major milestone for the company. The mining license for Motheo was awarded by the government of Botswana in July with construction and development activities commencing shortly thereafter and now in full swing. Importantly, Motheo represents just the first step in what we expect will become a major mining hub for Sandfire in the Kalahari Copper Belt. This ambition has recently been enhanced with the announcement of a maiden ore reserve for the satellite A4 Deposit and a positive pre-feasibility study for an expansion case of 5.2 million tonne per annum operation at Motheo. A definitive feasibility study for this expansion case is now underway. With Sandfire's rapid growth across the globe, I'm pleased to say that a huge amount of hard work has been put in to expand the depth and capability of the organization, enhance our systems and strengthen our culture. We have been fortunate to welcome some very talented and experienced individuals to our leadership team during the year, including Dale Burgess as our in-country CEO in Botswana and Richard Holmes as our Head of Exploration. I'm confident that Sandfire's business prospects and culture will continue to attract quality women and men as the strategic growth plan continues to be delivered. The Board's succession process we initiated last year has continued through financial year 2021 with Sally Langer, Jennifer Morris and John Richards joining the Board as nonexecutive directors, all of whom have made an outstanding contribution so far and become valued members of our Board. Long-term Director, Robert Scott, retired during the year with Paul Hallam also set to retire after today's meeting. On behalf of the Board, I would like to sincerely thank both Robert and Paul for their invaluable contribution and counsel over many years of service. I have also advised my intention to retire by the end of the 2022 financial year with a new Chair to be announced in due course. On that basis, given that this will likely be my final AGM, I would like to express my sincere gratitude and appreciation for the opportunity to chair this wonderful company over the past decade. I'm extremely proud of Sandfire's achievements during this first year of growth from the discovery, development and successful operation of DeGrussa through to our first critical international growth steps into North America, Southern Africa and now Europe. I am particularly pleased with the strong culture, governance and systems that we have built during the period and the robust ESG framework, which is in place and which I believe will stand Sandfire in excellent stead for its next growth chapter. I would like to thank my fellow directors and particularly our Managing Director, Karl Simich, the senior leadership team, staff and our shareholders for their support. I have no doubt that Sandfire is now well established on a growth trajectory that will see it become one of the world's leading suppliers of critical metals in the years ahead. Looking to the future, there is no doubt that we are executing our growth plans against the backdrop of unprecedented demand for the metals we produce, particularly copper due to its pivotal role in driving decarbonization to mitigate the global impacts of climate change. This is an exciting time to be a Sandfire shareholder, and in closing, I'd like to wish everyone involved in the company all the very best for the future. Thank you. And I'll now hand over to Karl for his presentation.

Thanks very much, Derek, and welcome, everyone, to our 2021 Annual General Meeting and presentation. It's a delight to be presenting at this AGM today. And what I would say is the last 12 months for this organization have been quite a remarkable 12 months. There's been a lot that has been achieved, and certainly, relative to the discovery of DeGrussa and taking that into production in record time almost over a decade ago, I think the last 12 months for Sandfire have been the most significant since that time and are putting us in good stead for a long time into the future. As a business, Sandfire, we believe, and we've spent quite a lot of time over the last 2.5 to 3 years considering our capability skill sets where we thought we had an opportunity to be successful. And during that period of time and culminating in an announcement we made to the market on the 1st of July last year, just as we were dealing with COVID from the 1st of July 2021, we reset and restated our strategic vision as a company and what our purpose, vision and strategy was. And that is something that we have been working hard to deliver on, and I think it's been a year of delivering on that strategy. That effectively wasn't enunciated then but, in fact, was happening behind the scenes prior to that. There was total alignment between those key elements. And we are in the business to create value, and that's creating value for a number of different key stakeholders, clearly, many of you on the phone here today. And we are in the process of building an international, diversified and sustainable mining company, and we're very proud of that. We have 5 key strategic imperatives to do this. We will execute delivery that are the things that are in front of us that are within our business at the moment, and we will deliver on those. We aim to and will continue to build and then sustain a long-term production pipeline, and that is effectively looking at inorganic opportunities in and around the globe that meet our specific criteria for businesses that we want to be in and minerals and commodities that we believe are important for the human race going forward. We will continue, as we always have had, as part of the DNA in our business and look to in an inorganic sense, accelerate discovery looking for those very critical minerals and metals that the world requires to be as it moves into the future. We'll ensure -- and we've been working extraordinarily hard with our people and all the stakeholders that we work with to ensure that we are aligned, we're collaborating and that we are working together to ensure that we have got all the skills and resources and capabilities that we need to deliver on these strategic imperatives. So aligning and empowering our people across the globe is absolutely critical to the success of our strategy and ensuring that the human architecture, the organizational architecture is in place to ensure that we can deliver on our outwardly looking aspirations. And in doing all this, we need to make sure we're in the business of commerce, that we ensure that we understand the debt and equity and capital markets, we understand our balance sheet and that we can utilize that to deliver on these strategic imperatives and at the same time, ensuring that our business is not put in any overly vulnerable position. And in doing that process, we also want to make sure that we have a total engagement and dissemination of information of what we are doing as a business to our global stakeholders. So that is effectively us. That is our plan and our plan on a page and what we're doing. In terms of highlights for the last 12 months, they have been -- many of them, too, many really to put on the page, but we've tried to do that. I think the key thing is DeGrussa, our West Australian operations, which we discovered some 12 or 13 years ago and have been operating for 10 years, has been a remarkable operating business over the last 12 months, produced record production and record financial results, very low in terms of safety or issues there, so very strong safety performance for the last 12 months. So it's been a remarkable asset and has given us the ability to leverage off that, the results of that business. And I just thank very much the people at DeGrussa and Monty for their continued delivery and the people at that mine site. It's been an absolutely wonderful situation. In terms of what Derek mentioned earlier, one of the key strategic imperatives in our business and probably the most significant 1 over the last 2.5 to 3 years was look to buy a sustainable long-term quality asset. And we've been able to -- we've achieved that in the acquisition of MATSA, which we've agreed to purchase, and we expect to settle on that asset or can complete that acquisition by the end of December or January. That's a transformational acquisition for our business. A USD 1.865 billion transaction. It's large scale. It's high quality. It's got a long life. It is a Tier 1 asset. I'll talk a little bit more about that in a minute. In Botswana or through the Kalahari Copper Belt that extends to Botswana -- or in Botswana and into Namibia, and we've got our Motheo copper mine construction as well and truly fully underway. We are building there a 5.2 million tonne, 2 open pit operation at the T3 and A4 open pit resources that will feed into that Motheo copper mine. And we expect great potential from that further exploration success throughout the entire belt that we control. In the U.S.A., the Black Butte Copper Project, where you would know that we have received the issue of a mining permit, the first mining permit to be issued in Montana for hard rock mine in 22 years, we are enhancing and improving our feasibility study there and work continues. But what I would also like to mention is a couple of other matters, and certainly behind the scene, the work that we have done in terms of improving the talent pool, the personnel in our organization globally, the skill sets, the depth of the organization, the breadth of the organization has been extraordinary, the systems that we have got in place. And I think we're really setting ourselves up not only to execute this strategy but to do it well. And I thank the team for working hard and all the work behind the scenes to give us that -- those foundations, that framework and that architectural organization to be able to achieve these strategic imperatives. And we continue, as we work at the moment, to work our balance sheet as we move forward in our business to optimize the returns for all of our stakeholders. An absolutely critical element in terms of our business is ensuring that we recognize and continue to work hard in terms of our license to operate in what is a very much a progressive world and a world that wants to achieve a higher order of delivery of quality outcomes. And so we continue to elevate our focus on ESG and all the key matters. We have effectively 6 key areas that we are focusing on ensuring that where we operate in the communities that we operate we have a positive, we have a lasting contribution to those communities; ensure that our workforce, our people, our contractors and their well-being is absolutely paramount. At the end of the day, it's their cerebral, mental, subjective decision-making in a business that is absolutely critical. And to have all of those people aligned and collaborating and working together openly, transparently is absolutely critical. And it's certainly something that is happening in this organization in a global sense. And we obviously strive to ensure that we have the best safety performance we can. A critical element globally and certainly in every industry, but certainly the resources sector, is understanding clearly the impact and consequences with respect to water, its stewardship. And it is absolutely paramount and we have an extensive water stewardship practices, water management and ensuring that we hold this asset in the various highest order and ensure that we preserve and look after this asset. We want to ensure as the world is moving forward and embrace a low-emission future and certainly Sandfire and its particular focus in the industry of copper and related minerals, certainly, it is -- once again, it is a metal that has been around for eons, is a metal of the future. And so we are very much focused to being part of this low emissions future to being part of the extractive industries, which is absolutely critical for this global transition into a low-carbon-emission future and in the renewables energy business. There are only 2 primary industries in the world, and it is either extraction or it is essentially pastural or farming. So we are 1 of the 2 key industries. Understanding that we have responsible business practices and be proactively aligned with all the regulatory obligations but in fact of -- at a higher standard than what is just required by law. And certainly, we will continue to operate in that way and ensure that our business has fit-for-purpose systems and strong systems, robust systems that we can operate around the globe in some level of consistency. In terms of just a quick backdrop, and I'm not going to spend too much time talking about the copper market other than it is a robust market, it is extraordinarily strong. It is a deep market. It's the third largest metal market in the world after iron ore, aluminum. Then it's copper. And the requirement for copper going forward, and if you look at elements like recently just before COP26, the International Energy Agency released a substantial report about the requirements of minerals going forward into a low emissions or a lower-carbon future has an absolutely extraordinary suggestion in terms of the requirement for a number of minerals but certainly copper by far in terms of absolute quantities, the largest acceleration of volumes. And many people have predicted that the current market, which is somewhere in the order of 22 million tonnes a year and a depth of about $220 billion will expand by something like 2.5x to 50 million tonnes by 2050. So it's going to be an interesting proposition. In the last 12 months, we've seen copper up 50%, probably off too much of a low base, to be honest. But going forward into developing these projects that require huge amounts of CapEx, declining grades globally will require a price to be robust and strong and dare I say significantly higher than where it is at the moment. And we want to position ourselves for that. In terms of globally, what does Sandfire look like right now on a pro forma basis? We've -- on this slide, it gives you a little bit of a sense of what we would look like globally if everything was happening at the same time. And whilst we are acquiring MATSA, as I said, relatively soon, a project that will produce order of magnitude in copper equivalent terms 110,000 tonnes of copper with the development of Kalahari, Botswana, the Motheo production hub there, it will ramp up. It will go into production and ramp up to 60,000 tonnes of copper. And if we could -- obviously, with DeGrussa, where it is, and it rolls off the production line towards the end of next calendar year, its production profile of around 70,000 tonnes and ultimately, the U.S. going into production has a base profile of mid-20,000 tonnes of copper. But if you could put all that together at one point in time, you would have somewhere in the order of 250,000 tonnes of copper and aspirationally, potentially up to 300,000 tonnes of copper equivalent. And that resonates in our mind. And that's something that we, as a business, with the acquisition of MATSA, we will go to a production profile of over 150,000 tonnes of copper production effectively, and we like the sound of that. And we have aspirations to -- in fact, in the next 5 years, to be at a higher level and hopefully, somewhere in the order of 250,000 to 300,000 tonnes of copper production in that sort of 5-year frame time. So we're really trying to laying the foundations for the future for this business and where we are with the inclusion of MATSA in our business is really a platform from which we want to leverage off. We don't see this as a finishing point. We see this as the beginning of the next chapter of this business. And we're really excited about that, and we're setting ourselves up for that. If I just quickly just mention our key assets, as I said, the absolute darling of our business, DeGrussa and Monty operations have been the foundation. They have delivered substantial value to this business. It's an extraordinary asset. It has delivered in excess of $5 billion in sales. Its margin at the mine site level has probably been close to 60% to 70% of free cash at mine site level. And even after other expenses, it's delivered in excess of $2.6 billion in operating free cash flow into the business. We paid multiple dividends, significant dividends over the years from that asset. And it's enabled us to also accumulate a significant amount of cash in the balance sheet, which we are now putting to good work with the acquisition of MATSA. It's been 10 years of strong operation. In the last 12 months, we had record revenue at $813 million. And even for the current financial year that we're in, we're looking for a very solid performance, still somewhere in the mid-60,000 tonnes of copper, so a remarkable asset. But what is important, as this asset rolls off the production line effectively towards the end of next year, we're still active in terms of our exploration. And we have a number of focus areas, and we have this dual-track exploration approach at the moment. we are spending somewhere in the order of $15 million to $20 million in this part of Western Australia adjacent to the DeGrussa and Monty mines and a line of strike there. We're still -- potentially, we may see either repeat VMS discoveries or potentially gold -- economic gold deposits. To that extent, we must remember that some -- over the last probably 25 years and up until the time of the DeGrussa discovery, it was, in fact, gold exploration was our key focus in this area. So we're actually doing a little bit of gold exploration at the moment and getting some interesting results. And we must remember we have the significant Plutonic mine up the road that has historically produced, order of magnitude, about 6 million ounces of gold, and it's only 25 kilometers away. So I think prospective -- the region is still very prospective, and we'll continue to explore for some time. I would just like to now turn to another significant asset in our business, the Kalahari Copper Belt or the Kalahari project, which is called that as it extends not only through Botswana but also into Namibia as well, where we have significant footprint. We acquired this asset some 2 years ago. We optimized the feasibility study that was prepared by a company called MOD Resources. We've enhanced that. Late last year, we made a decision to mine, and where we sit at the moment is an expanded operations where key parameters for that is the construction of a 5.2 million tonne facility that will ramp up to produce a headline rate of 60,000 tonnes of copper per annum once it's in full steady-state operations. But the economics of this project are now starting to get to a stage where, with the addition of the A4 asset into the T3 asset, we've got better revenues, better free cash flows and a much more robust and lower operating cost profile of around USD 1.32 per pound for a C1 cost, which is at the sort of level on that scale that is actually setting ourselves up well for further additional expansion in this region once we take this project in production. So it's actually getting the project now to the right scale and scope for it to actually really accrete value for the business and actually to put it on the basis and a platform to leverage off once again for further potential. I'm going to talk about that a little bit more in a minute. But over the last 12 months, it's been a really busy 12 months. We completed, as I said, the definitive feasibility study for T3. We've got a financial investment decision by the Board in December last year. We've received our mining license in July '21. Construction has commenced. We've also made a discovery and got the first mineral economic resource for A4, the second discovery July '21. We've decided to expand from 3.2 million to 5.2 million tonnes now, and that is in -- that is occurring, especially with the conclusion of the first ore reserve for the second deposit of A4, and that occurred in September '21. All the environmental work is on foot. We're completing, though, the full feasibility study for A4. However, we do know what the data and the information and the Board is comfortable for us to be able to expand straight to that 5.2 million tonne scale. We are still completing, and we will fund the commencement of construction with our cash flows that we've got available on quarantine for the Motheo project, but the second part of the -- effectively for the funding of the CapEx of around $366 million, about $150 million will come from some debt funding that we're putting in place, which will come sometime during 2022. So for next year, it'll be full steam ahead in terms of construction. And in 2023, by about the middle of the year, we're expecting production to start ramping up from the Motheo operations. But what I would like to just draw your attention, and I've said it many times, this slide that we're talking about now is our footprint, Sandfire's footprint in the Kalahari Copper Belt. This for me is the money shot. It's the money slide. Everything you see on this slide in the apricot color and green is owned 100% by Sandfire. And what is exceptional about this is the scale of the footprint. And just bearing in mind that as a copper belt -- this is a copper belt that, at this point in time, has got an accelerating rate of discovery compared to anywhere else in the world. It is under explored. It is under reviewed, and we are really barely the first minute past the hour, in our view, in terms of the evaluation of this substantial province. So we're very excited about being pretty much a first mover in this area. Now we became familiar with this area because of our neighbor to the northeast in that light gray color, the Khoemacau project. And just to give you a sense of scale and opportunity, the Khoemacau project owned by a private equity group out of London and those yellow stars you can see on the right-hand side of this page, host in excess of 550 million tonnes of ore at a grade of about 1.4% copper for in excess of 6 million tonnes of contained copper in resources. And at today's value, that is order of magnitude about USD 60 billion of in-ground mineral value. And there will be a component of that and a large component of that, that is probably going to be economic. There is a mine in place at the Zone 5 resource and that commenced in about July of this year. So our neighbor is doing well, and it was the reason why we were in-country 4 years ago, firstly, looking to buy that asset, which we did not, but we bought the neighbor. And since that time, we've been accumulating, adding to and obviously -- and developing our own mining proposition. But what is important is those 4 white stars are our focus areas at the moment. And ultimately, we could see coming from this province multiple mining operations or certainly more than what we're currently predicting the Motheo project. And what you will see from all of those red and blue dots is either copper anomalies or copper intersection or something or an airborne electromagnetic anomaly or something and once again, a huge potential. We have 10 drill rigs running. I'm sure we'll have more drill rigs running. We'll be spending, order of magnitude, USD 20 million in the current year. And we think the best is yet to come from this operation. But important for us to keep our momentum and get our mine into production to deal with all the attendant permitting and environmental aspects and get some runs on the board and get operations established. And that is absolutely critical in terms of keeping the momentum of our business moving forward, and then we'll continue to leverage off this. Our view on Kalahari and Botswana and Namibia is that the company will be in place and working here probably in more than one operation for many decades to come. So I would be watching this space. I'd now like to talk to the acquisition of MATSA. 23rd of September, I think it was, we launched the announcement with respect to Sandfire acquiring what is a world-class VMS mine. And obviously, VMS obviously being a skill set, underground VMS mine, which we've got great skills in to be able to acquire this asset was quite exceptional for our business. And it's been a testament to the caliber and the capability of our experts, our advisers that have assisted in us being able to do this. It is an asset that we have been looking at quietly behind the scenes for the last 4 years. We've been trying to buy one of these -- it was owned by 2 large organizations, 1 of the largest trading houses in the world, Trafigura, a private company, and also 1 of the largest private sovereign wealth funds in the world, Mubadala, out of the Middle East. And they've held this asset, well, Trafigura for 15 years and Mubadala as a joint venture partner in the last 5 years. But we have been talking to Mubadala for a long time to try to buy their 50%, and we've been unsuccessful in that as well. However, when this asset was coming to market, we had evaluated work over the previous 4, 5 years. We came to the conclusion, as was confirmed by all of our work and due diligence, that it is an asset that fitted like a glove in terms of our strategic imperatives and our strategy as a business and the vision of where we want to take our business. And so we are absolutely delighted of being able to win this process. And might I say, people always say, well, there's no free lunches and you never get a bargain. I think the acquisition of this asset for the price of USD 1.856 billion (sic) [ USD 1.865 billion ] is cheap in a market sense relative to peers that are trading with assets that have this sort of scale, this margin and this sort of profile and this exploration potential. I would dare say it's worth nearly twice as much as what we've paid for once people get their brains around what it is, in fact, we have got. And bear in mind, this is an asset that's been held privately for the last 15 years and has had $1.7 billion expended on it. And the best, once again, in our view, is still yet to come from this asset. But it will take some time for us to sort of bring it into the business and integrate it and get it to perform. And as we see it today, the snapshot of this asset and what we've acquired is an asset that will produce around 100,000 to 120,000 tonnes of copper equivalent per annum. And about 50% of that at today's prices is pure copper and the other effective copper equivalent comes from other base metals and a little bit of silver. So you've got zinc and lead and silver. And may I note, not only is copper doing very well at the moment and seeing 10-year high prices, but zinc is doing very, very well at the moment as well. The processing facilities, as you can see in the backdrop there of the slide, but essentially been expanded a few years ago, excellent, world-class, world-quality processing facilities of 4.7 million tonne per annum processing facilities. Production profile because of those zinc byproduct credits is well and truly in the first quartile. And we believe this asset -- and we have modeled this asset at this point in time with about a 12-year life based on its reserves and its quality resources. But we would expect that, that mine life, we would be surprised if this asset doesn't operate for at least 2 decades. Currently, the global resource base for this asset from the 3 core resources is 122 million tonnes grading at about a 3% -- plus 3% copper equivalent. And there is a reserve of some 36 million tonnes, and the only reason the reserve is that small is because these private companies haven't had to drill out more than about 6 years at a time of reserves. So we will look at increasing those reserves by some infill drilling, but we expect there to be better resources -- or better reserves, sorry, in terms of the quantity, the conversion of resources to reserves. But just at a very high level, so in terms of acquisition, 2. -- yes, sorry. What -- just before we go to the next slide, we'll just pause here for a minute, and we'd like to show you a quick video of the MATSA operations. [Presentation]

Excellent. I would draw you to -- there's additional information on the MATSA mining site if you want to go and have a look at that. But in due course, it will be loaded up to ours. I'm not going to spend too much time going into the detail, you've had a glimpse of that video, other than to say with that asset, Tier 1, long-life, world-class polymetallic, 3 underground mines significant potential from those 3 underground mines. And there's also a significant regional exploration potential in the 2,500 square kilometers of the Iberian Pyrite Belt that stretches between -- or it's in Spain -- Andalusia in Spain and then through into Portugal. And it's interesting to note from, historically, and there's been mining in the district in that Iberian Pyrite Belt for the last 5,000 years. There's been in excess of 2 billion tonnes of sulfide mineralization that has been extracted to date through that Iberian Pyrite Belt. And what is also absolutely extraordinary from our review and our -- the work that we had done during our due diligence is that the current owners of this asset have only spent USD 105 million in exploration on their tenements, which is substantial, in the last 15 years. Well, compared to generally what's being spent by exploration companies and that at an average of some $6 million a year is really quite insignificant. The 3 mines all sit below 3 old workings from over 100 years ago and has been very much in terms of the application of the modern, extensive, progressive and a disciplined exploration throughout that belt. So I think there's significant potential not only at depth of below these 3 current mines but also laterally. And we're aware through that due diligence week that we'd undertaken, there are 3 other discoveries that haven't really been followed up to any great moment. And that's understandable given that the current owners have already got 122 million tonnes of resources. But our objective will be looking for not only further resources and then converting those into reserves but also looking for higher-quality material close to the production facility that potentially with greater copper content, that potentially can displace some of the lower [ NS ] or low value per tonne ore -- not that it's low but for higher-grade material. So there will be a method and a reason for us to do that. So -- and once again, the other wonderful thing for this asset, it is effectively between the employees and the contractors on site. It has been operating and been building up over 15 years. It's well organized. It's got an excellent management team, excellent personnel, low turnover, and it really is quite a robust, efficient plug-and-play operation for us. So we will have some Sandfire people that are integrating into this business. It will very much be integrated, and we will be involved in the day-to-day side of things, but we will be there to enhance and to collaborate and work together to improve it. And I think the asset has the ability to probably operate more effectively and more efficiently with what it's got as well as it's got other significant organic potential in that belt. And more generally, there's probably greater potential throughout the region as well. And just before we move on to some other aspects, just like to highlight, through the process of the -- this acquisition and clearly, an acquisition that was for, effectively, a transaction price of 2.5x the market value of the business on the day that we launched this transaction, undertaking a capital raising that was larger than the company market capitalization on the day at AUD 1.25 billion as a capital raising that was undertaken and completed inside essentially 1 day through a rights issue and a placement, to welcome also a number of new large shareholders, including Australian Super and their support. They were instrumental in part of this transaction. But we, as a business, had something like 150 people that were involved in this transaction across it, touching it, breadth and height, in one way or another. So we worked really hard over an extended period of time behind the scenes to understand what it was that we were buying and understand that it was for us to leave no stone unturned so that we had a thorough understanding of what we're doing as we are committing our business to this milestone and significant transaction that is absolutely and utterly transformational in terms of establishing a platform for us going forward for many decades to come. So we're very excited about it. And just touching on some of the opportunities we believe. You see in this diagram here, there are the 3 mines below you at the bottom of the page here. They're all relatively shallow in underground mining sense. The VMS, so in a sense, is the same as DeGrussa, Monty. We and they have excellent skills. We're going to blend those and add them together, and we see great opportunities not only in these 3 mines but also, as I said, exploration-wise. Critical for us is to complete the transaction and exchange and take settlement, take title, expected to be December -- end of December or end of January, obviously, to integrate smoothly and to ensure that we achieve efficient and orderly steady-state operations, and maintaining a steady-state operation is critical. Putting in place plans to optimize and have a 5-year -- a clear 5-year strategy for the business. Not only are we looking to optimize and a little bit longer Phase II, looking at optimizing the processing facilities at Aguas Teñidas, which is where the 4.7 million tonne per annum plant is. There is potential to expand that, we believe, with a minor CapEx adjustment, but also there is the potential for the region for a second processing operations to be put in place. At the Sotiel mine many years ago, there was -- in fact, it had its own stand-alone -- when it was a stand-alone business, had its own stand-alone operating facilities. And there's the potential down the track with the advent of further resources and conversion to additional reserves to potentially have a second processing facility that could be order of magnitude 1 million to 2 million tonnes at Sotiel. So the region itself between these 3 mines and potentially some other exploration discoveries could lend itself easily to 6 million to 7 million tonnes per annum. And if it was a 3% copper grade, that would be order of magnitude nearly close to 200,000 tonnes of copper equivalent production that could come out of this belt from what we have already got there. The Aguas Teñidas mine and the Magdalena mine are 8 kilometers apart. They're on the same mining license. And the Sotiel is some 25 kilometers apart, closer to the Port of Huelva, where the material all gets sent down to, and Sotiel is closer to the port than the other 2. So that gives you a little bit of a summary of MATSA. Certainly, there's a plethora of information in our system. Once we take a settlement or possess the asset, we'll be able to disseminate more of that information to the market. We're still under confidential agreements with respect to the sellers and us as a buyer. So we will just -- we can only provide what we can provide at the moment. In due course, we'll be able to provide you a lot more information. But needless to say, we're very excited with the opportunity that this asset will bestow upon our organization as we go to the next phase of our -- next chapter in our business. And just to conclude from my point of view, certainly, we are in a -- we have really -- with this refinement and adjustment to our strategy, the transformation of our business to another level is well and truly on foot. It's well and truly embedded. And as I said earlier on -- this is not a resting place for us. It's the establishment of a baseline of a foundation for us to leverage off. We don't necessarily have a global vision for the sake of having it. We have it because we need to go and grab the opportunities wherever they may be. And if we sit on our laurels and sit around here, nothing is going to come to us. We have to go out and get it. So we're in the process of doing that. And I think we have this great platform. We've got a great pipeline building between our operating assets, our development assets, our exploration footprint that we have globally. And I think if I could say one thing, we are interested in working hard, doing our homework, being extraordinarily disciplined and diligent, and ensuring that we bring quality into this organization. And that is our absolute focus. So we may not necessarily work at a speed that might suit everyone in terms of things and it may be things happen coincidentally. But we've put in a huge amount of effort and making sure that we make quality decisions and buy or -- quality assets or exploring quality areas. So thanks very much, everyone, for listening. And before I go, I would just like to thank the Board of Directors of Sandfire for their hard work, and we've been going through a huge amount of transition. I'd like to thank all of them individually for the effort they've put in to work with us, to be as flexible and capable and nimble in terms of dealing with many of the things they've had to deal with. So I thank them all very much. I'd particularly like to thank Rob Scott, who retired last year; Paul, who's retiring at the end of today's meeting; and obviously, our Chairman, Derek La Ferla, who's been with us for a very, very long time and has done a tremendous job as Chairman of Sandfire, will be here, I think, until about the middle of next year, but this may be his last AGM. So if it is, thank you very much, Derek, publicly. But importantly for us, I would like to just also take the opportunity to specifically thank all the team at Sandfire, at Monty, in Montana at the Black Butte Copper Project, all the people in Botswana at the Motheo Copper Project and obviously, our new friends that we are joining forces with, MATSA, who we've had some time with over the years -- over the last year when we've been engaging in our due diligence. And we're really looking forward to that. And just on a final note, I'd personally like to thank Matt Fitzgerald, Sandfire's Chief Financial Officer, for the work he has done. He has been instrumental in assisting our business to get to where we are in terms of some of the -- a lot of the things that do not get seen. They're behind the system, but in terms of that extraordinary deep thinking and architecture in a business, a lot of it goes to Matt and the work. And he and I have worked together for a long time. So I personally thank him very much. And also to Jason Grace, our Chief Operating Officer, who's done a remarkable job since he's been in the saddle here with us for the last 2 years. And the team that now reports through to Jason is extensive. It's global. And we, as the executive committee of Sandfire, myself, Jason and Matt, it's important to ensure that we've got quality people that are reporting into that system. And I think that's what we've been working very hard to do, to put in quality people to ensure that we can deliver on the things we have set forth as our strategic vision and our imperatives for this business. So I'd like to thank them all very much. And you as stakeholders and shareholders in our business, thank you very much for your patience. I really look forward to delivering significant -- we do, significant value to you as our stakeholders going forward. I think we are at the cusp of the next evolution of this business from the base where we are at the moment. I think there's significant value inherent in what we have got that's not truly recognized in the market at this point in time. But it's only a point in time for us to deliver on these milestones, and I think we can see significant rewards and value accretion for what we already have in the business. And then if we make further discoveries from these wonderful areas that we've got, Tier 1 exploration opportunities, well then as people say, you'll need a telescope to see the price. So thanks very much for your time today for all of you people listening in. And I think now we go to the formal part of the business. But thanks once again.

Thank you, Karl. Excellent presentation, and thank you for your sentiments. Great video, too, by the way, on MATSA. Okay, let's move to the formal part of the meeting, which is to consider the financial statements and vote on the resolutions set out in the Notice of Meeting. A letter with the details of the notice of this Annual General Meeting and explanatory statement was mailed to all registered members on 28th October 2021 and sufficient notice of the meeting has been given. Unless anyone has any objections, I will take the notice as having been read. Voting on all resolutions will be conducted by poll. The company's share registry, Automic, will process the poll votes at the end of the meeting, and the results will be announced to the ASX once they are available. I appoint representatives from Automic Group, who have examined and prepared summaries of proxy forms received, to act as returning officer and to conduct the poll. Shareholders in attendance that have already submitted a vote by proxy should note that your votes will already be counted towards the poll and will be displayed for each resolution. You do not need to lodge another vote unless you wish to change your proxy instruction. Shareholders in attendance that have not submitted a vote by proxy and wish to vote on the resolutions being put to the meeting today can do so by following the instructions provided in the virtual meeting registration and voting guide released on the company's website and on ASX. Please note that the Automic online voting portal for our AGM is now open and will remain open until the poll is declared closed. Your votes must be submitted prior to the poll being closed for them to count. During the course of the meeting, I or the Company Secretary may advise that a short pause is required to attend to administrative matters of the meeting. We will also take a short pause to consider questions and comments, which may be moderated to avoid repetition and to make them more concise. During these periods, you will hear silence until we return to continue with formal business. I'm advised by the Company Secretary that 368 proxies have been validly received from shareholders, representing 297,064,228 shares or 72.46% of the issued capital of the company. As reflected in the Notice of Meeting, I confirm I intend to vote all available and appropriately authorized proxies I hold as Chair in favor of each resolution. The minutes of the last Annual General Meeting held on 27 November 2020 are available for inspection by contacting the Company Secretary via the company's registered office details. These minutes have been accepted by the Board as a true and correct record. Now the first item on the agenda is to receive and consider the company's financial statements for the year ended 30 June 2021 together with the directors' report and the auditor's report as set out in the company's 2021 annual and sustainability report. The Corporations Act requires that the company lay the financial statements and reports before the meeting. The 2021 annual financial report of the company, including the financial statements and the directors' and auditor's reports, have been circulated to shareholders, and I now table these documents. There is no requirement for members to vote to approve the financial statements, but you are welcome to ask questions or comment on them. And as mentioned previously, Philip Teale, representing the company's auditor, EY, is available to take questions as well. I will now pause to check with the Company Secretary to see if any questions have been received on this item of business.

No questions have been received on this item of business.

Thank you. We'll now move to consider the resolutions and vote by poll. As noted previously, if you lodged a proxy and wish for this to remain in place, you are not required to do anything. Shareholders can vote via the online portal. Importantly, shareholders are reminded not to click on next until you have selected your vote on all resolutions. I'm going to keep on repeating that, so we don't have any accidental pressing of the next button. It should be noted that resolution 1 is a nonbinding resolution and resolutions 2 through to 6 before the meeting are ordinary resolutions requiring a simple majority of votes cast by shareholders present, being in person, by proxy or representative and entitled to vote. Resolution 7 will only be put to the meeting if at least 25% of the votes cast on resolution 1 are against the adoption of the rem report. The text of each resolution and the proxies received in relation to that resolution will be on the screen as we work through the business of the meeting. Let's move to resolution 1. The first resolution for today's meeting relates to the adoption of the remuneration report as set out in the company's 2021 annual and sustainability report. Please note that key management personnel and their closely related parties such as a close family member and any controlled companies are not permitted to vote on this resolution unless they are doing so as an appropriately authorized proxy. Shareholders should note the vote on this resolution is advisory only and does not bind the directors or the company. On resolution 1, the company has received valid proxies from 297,064,228 shareholders representing 72.46% of the issued shares of the company. A summary of the proxies voted for this resolution is set out on the screen for you. I'll pause to check with Matt to see if any questions have been received on resolution 1.

No questions have been received on this resolution.

Thank you. A reminder, shareholders can vote via the online portal on this resolution and are again reminded not to click on next until you've voted on all resolutions. I'll move to resolution 2. Resolution 2 relates to the election of John Richards as a director. John was appointed as a casual vacancy to the Board on 1 January 2021 and retires in accordance with the constitution and, being eligible, offers himself for reelection as a director. John is an economist with more than 35 years' experience in the resources industry. He has held strategy and business development positions across several mining companies and has worked extensively in the investment banking and private equity industries. He has been involved in a wide range of significant mining M&A transactions on a global scale. His previous positions include Group Executive, Strategy and Business Development at Normandy Mining; Head of Mining & Metals Advisory Australia at Standard Bank; Managing Director at Buka Minerals; and Operating Partner at GNRI. He holds a Bachelor of Economics with Honors from the University of Queensland. John is considered by the Board to be an independent director. He chairs the Risk Committee and is a member of our Audit Committee. John has extensive global industry experience, which has enabled him to make significant contributions in relation to Sandfire's strategy and risk management. And in particular, with respect to the company's recently announced agreement to acquire MATSA, the MATSA Mining Complex. The directors consider John's valuable experience and qualifications will complement the existing skills and experience on the Board. The Board, other than John, who is abstaining from making a recommendation, soundly and unanimously recommend that shareholders vote in favor of resolution 2. On resolution 2, the company has received valid proxies from 297,064,228 shareholders representing 72.46% of the issued shares of the company. A summary of the proxies voted for this resolution is set out on the screen. I'll now pause to check with the Company Secretary to see if any questions have been received on resolution 2.

No questions have been received on this resolution.

Shareholders can vote now on resolution 2 via the online portal and are reminded not to click on next until you voted on all resolutions. Let's move to resolution 3. Resolution 3 relates to the election of Jennifer Morris OAM as a Director. Jen was appointed as a casual vacancy to the Board on 1 January 2021 and retires in accordance with the constitution and, being eligible, offers herself for reelection. Ms. Morris is a former partner of global professional services firm Deloitte, where her career spanned more than 10 years working across the mining, government and transport sectors. She was also previously a senior marketing analyst for Rio Tinto Iron Ore and the CEO of Walk Free, Minderoo Foundation's global initiative against slavery. Jen holds a Bachelor of Arts, Psychology and Journalism from Curtin University received with distinction and has completed Finance for Executives at INSEAD. Her experience includes advising government entities and corporations on strategy development; governance controls; business transformation; the embedding of environment, social and governance-related policies; the development of leadership and understanding of high-performance environments. Jen is a member of the Australian Institute of Company Directors, a fellow of Leadership WA and a member of the Vice Chancellor's List, Curtin University. Prior to her business career, she was a member of the highly successful Australian Women's Hockey Team, which won Olympic Gold medals at both Atlanta in 1996 and Sydney in 2000. In 1997, she was awarded a Medal of the Order of Australia. Jen is considered by the Board to be an independent director and is the Chair of Sandfire's People and Performance Committee and a member of the Risk Committee. Jen's extensive experience in areas including strategy, risk, public policy and sustainable development has enabled her to make a significant contribution to the Board and committee decision-making. With a focus on organizational culture, remuneration strategy and emerging ESG issues, the directors consider Jen's experience and qualifications will be valuable as the company continues to build capability, culture and strong relationships in a global context. The Board, other than Jen who is abstaining from making a recommendation, unanimously recommend that shareholders vote in favor of resolution 3. On resolution 3, the company has received valid proxies from 297,064,228 shareholders, representing 72.46% of the issued shares of the company. A summary of the proxies voted for this resolution is set out on the screen for you. And I will now check with the Company Secretary to see if any questions have been received on this resolution.

No questions have been received on this resolution.

Thank you, Matt. Shareholders can vote via the online portal on resolution 3 and are again reminded not to click on next until you voted on all resolutions. We will now move to resolution 4. Resolution 4 relates to the election of Sally Langer as a Director, who retires by way of rotation and, being eligible, offers herself for reelection. Ms. Langer has 25 years' experience in professional services, including as Founder and Managing Partner of the management consulting and executive recruitment firm Derwent Executive, where she set up and led the growth of the Perth office servicing a wide range of clients, both local and national, and led the mining and industrial practice. Prior to that, she was a Director at international recruitment firm Michael Page, and a chartered accountant at accounting and consulting firm Arthur Andersen. During her career, Sally has been responsible for strategy development and execution with a strong focus on profitable business growth, supervising and coordinating large teams and other management functions, including strategy, business development, budgeting and human resources. She has been a trusted adviser to numerous boards on recruitment, talent management, culture and organizational structure. Sally holds a Bachelor of Commerce from the University of WA, is a chartered accountant and is a graduate of the AICD. Sally is considered by the Board to be an independent director and is the Chair of our Audit Committee and a member of the People and Performance Committee. As an experienced accounting and human resources executive, Sally has been an integral addition to our Board. The directors consider Sally's valuable experience and qualifications have enhanced the existing skills and experience on the Board as the company moves to deliver on its international growth strategy. The Board, other than Sally, who is abstaining from making a recommendation, unanimously recommend that shareholders vote in favor of resolution 4. And we'll get the proxies up now. On resolution 4, the company has received valid proxies from 297,064,228 shareholders representing 72.46% of the issued shares of the company. And a summary of the proxy voted for this resolution are set out on the screen. I'll pause to check if we have any questions on resolution 4.

No questions have been received for this resolution.

Thank you. Shareholders can now vote on resolution 4 on the online portal. And again, please remember not to click on next. I'll now move to resolution 5. Resolution 5 relates to the ratification of 52,802,728 shares issued to various sophisticated and professional investors as part of the broader capital raising for the MATSA Mining Complex transaction on the terms set out in the Notice of Meeting. I hope to get the proxies up. On resolution 5, the company has received valid proxies from 297,064,228 shareholders, representing 72.46% of the issued shares of the company. And a summary of the proxies voted is set out on the screen for you. I'll pause to check to see if we have any questions on resolution 5 via the Q&A function.

Yes, we do have one question that comes from [ Stephen ]. Why are we refreshing the placement capacity? And can shareholders expect a share purchase plan after the recent capital raising?

Thank you for that question. We're refreshing the shareholder capacity because we like the flexibility of having that capacity for the future. We haven't got any current intention to use it, but we'll obviously look at that in the future. In terms of instigating a share purchase plan, nothing is off the table. We always consider these things as being fit for purpose as the company progresses. Nothing is planned, however, at the moment, but we'll monitor that as we go forward.

No further questions on that resolution.

Thank you. Shareholders can now vote on resolution 5 via the online portal. However, please be reminded not to click on next until you voted on all resolutions. Let's move to resolution 6. Resolution 6 relates to the approval to increase the maximum aggregate nonexecutive director fee pool relating to nonexecutive directors from $1 million per annum to $1.5 million per annum. Please note that key management personnel and their closely related parties such as a close family member and any controlled companies are not permitted to vote on this resolution unless they are doing so as an appropriately authorized proxy. On resolution 6, the company has received valid proxies from 297,064,228 shareholders, representing 72.46% of the issued shares of the company. Now a summary of the proxy results are set out on the screen for you. And I'll now pause to check with the company secretary to see if any questions have been received.

No questions have been received on this resolution.

Thank you, Matt. Shareholders can now vote on resolution 6 via the online portal, however, are reminded not to click on next until you've selected your vote on all resolutions. Now I'm going to take a short pause to check with the Company Secretary to see if we need to proceed with resolution 7.

[Audio Gap] 7 is not required.

Thank you. As a result of the company receiving more than 75% of the votes validly cast in favor of the adoption of the 2021 remuneration report, we will not require a vote on resolution 7. Now as there are no more resolutions to consider, could I remind shareholders to please confirm your poll votes by pressing next. I'll give shareholders some time to do that. Thank you. [Voting]

Okay. Hopefully, that's sufficient time. And I now declare the poll closed. Representatives from our share registry, Automic, will now process the poll, and the results will be announced to the ASX once they are available. That completes the item on the agenda for our meeting today. But before we close, I'm going to take a short pause to check with the Company Secretary if we have received any other questions in relation to the management of the company and we'll pause now to see if there are any and then answer them. Thank you.

Questions have been received, and we will take a short pause in proceedings to work through those questions. Could all shareholders and visitors, please stay on the line, and we will come back to you in a few moments?

Okay. We have got some written questions. So what we'll do is I'll ask the Company Secretary to read them out, and as Chair, I'll determine who is most appropriate to answer them. Thank you, Matt.

First question. Did any of the main proxy advisers, Axi, Ownership Matters, Glass Lewis and ISS recommend a vote against any of today's resolutions? Which of the proxy advisers are covering us? And has there been a material proxy protest vote against any of today's resolutions?

Matt, if you could answer that as Company Secretary.

I can confirm that each of those proxy advisers recommended for each of the resolutions today. And that is the complete list, as we understand, of the proxy advisers covering us.

Thank you. Next question.

The next question is Perth is an isolated city and a number of the big and small Perth-based listed companies only have directors who live in Perth. What proportion of our directors live in Perth? And is the geographical location of directors something which is considered when Board diversity is discussed? Is the new Chair likely to be another Perth-based local? Or will East Coast directors be considered?

Thanks, Matt. I'll answer that. The company has been through a transition over the years, and obviously, we have, at the moment, one non-Perth-based Director in John. The company is most definitely considering geographical location as part of the identification of directors going forward, and that will include the potential Chair. However, at this juncture, no assurances can be given as to geographical location, but we are very much aware of that as part of our decision-making process. Thanks, Matt. Next question.

The next question, can you please explain how Australian Super were involved in the equity raising?

Certainly, I'll pass over to Karl for that one.

Thank you, Derek. Australian Super, who -- well recognized as the largest investor of an institution in Australia in resources projects, were identified by our underwriters as a potential strong supportive candidate to the capital raising. And Australian Super were approached as a potential placee as part of the placement and as a potential sub-underwriter to the equity raising that we undertook by our equity advisers, particularly raising advisers, which were Macquarie and Citi. So they were naturally recognized as a great supporter for the Australian industry by our equity advisers and underwriters, and were brought in as a placee and a sub-underwriter to the raising.

Thanks, Karl. Next question, please, Matt.

Please confirm if Sandfire participated in the JobKeeper program.

I'll pass back to you, Matt, as the CFO.

The short answer is no.

Thank you. Next question.

Given the interesting discussions across a range of topics today, could the Chair undertake to make an archived copy of the webcast plus a full transcript of today's proceedings be available on the company's website?

We will provide a copy of the presentation. We have my address on the ASX platform, and we'll consider putting some form of transcript out that would be appropriate in all the circumstances. But happy to consider something like that.

The next question, of the 3 new directors up for election today, Sally Langer, Jen Morris and John Richards, all of them were already serving on some of Perth's largest ASX-listed companies, Northern Star and Fortescue included. Do we use external search firms for recruitment of directors? And how do we view that in terms of incumbent directors?

We do use external search firms as required and increasingly do that as we've been moving forward over the years. That external search process is part of the overall governance process we use in identifying directors.

The last question relates to showing the results of resolutions on the screen, which I believe has been covered through the process today. Otherwise, that is it for questions.

Thank you. If there are no more questions or comments, can I take this opportunity of thanking everyone for their attendance. I now close the meeting. And can I wish everyone a great remainder of the day and the weekend?