Sandfire Resources Limited (SFR) Earnings Call Transcript & Summary

Okay. Good afternoon, everybody. Welcome to Sandfire Resources Annual General Meeting for 2022. Thank you for taking the time to attend. How can we stop that feedback? Can we -- my name is John Richards. Sorry about the terrible photograph but, at least, it's accurate. My name is John Richards, I'm the Chair of Sandfire Resources and will chair this meeting. I've been advised that a quorum is present, and I declare the meeting open. Today's meeting is being held both in person as well as online via the Lumi platform. This allows shareholders, proxy holders and guests to attend the meeting virtually. Online attendees can watch a live webcast of the meeting. In addition, shareholders and proxy holders have the ability to ask questions and submit votes. I will now go through the process for both online and in-room attendees to ask questions. [Operator Instructions] Please note that while you can submit questions from now on, I will not address them until the relevant time in the meeting. Shortly, I will declare voting open on all items of business. At that time, if you are eligible to vote at this meeting, a new voting tab will appear. Selecting this tab will bring up a list of resolutions and present you with voting options. To cast your vote, simply select one of the options. Your vote is automatically recorded. There is no need to press a Submit or Enter button. You do, however, have the ability to change your vote up until the time I declare voting closed. For in-room attendees, you'll be invited to ask questions before each resolution is put to a vote. And any questions which relate to the general business of the company and are not otherwise covered over the course of the meeting will be addressed after the close of the formal business. Natalie, up the back, will have a roving microphone. So if you wish to ask a question, stand up and Nat will come and bring the mic to you. I now declare voting open on all items of business. For online attendees, the voting tab will soon appear. Please submit your votes at any time. For in-room attendees a representative from our share registry, Automic, will explain the voting process at the end of the formal business. I will give a warning before I move to close voting. I would like to introduce the other members of the Board who are in attendance of the meeting today. My fellow non-executives and if they can each stand up quickly when I say their name. Sally Langer, Jenn Morris, Rob Edwards and Sally Martin. Unfortunately, Roric Smith, the last of our directors, is unable to attend today due to illness, and we wish him well.

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Okay, that's good. Out acting CEO and Chief Operating Officer, Jason Grace, is here; along with our Company Secretary, Chief Financial Officer, Matt Fitzgerald; Scott Browne, our Head of People & Performance; and [ Sophie Raven ], our Board Secretary. A lot of members of the company's senior leadership team are also here. I think we've done it. I will shortly -- sorry, there are also a number of -- the company's advisers attending the meeting today, and I welcome, in particular, Philip Teale from Ernst & Young, the company's auditors, who will be available to answer questions at the appropriate time. I want to thank EY for a great effort over a period of about a decade, Phil, thank you very much. I will shortly deliver my address, and this will be followed by a presentation by Jason, our acting CEO and Chief Operating Officer. We will then proceed to the formal part of the meeting, including the tabling of the financial statements and putting the resolution set out in the Notice of Annual General Meeting. On behalf of the Board and management of Sandfire, I'm delighted to welcome you to the company's 2022 Annual General Meeting. I wish to acknowledge the traditional custodians of the land on which we meet today, the Whadjuk Noongar people and pay my respect to their Elders, past, present and emerging. I extend that respect to Aboriginal and Torres Strait Islander Peoples here today. I wish to acknowledge and respect their continuing culture and the contribution they make to the life of this city and this region. 2022 has been a year of transformation for Sandfire as we've taken the next key step in our strategy to become a sustainably focused, global copper mining company. Underpinned by our cornerstone, long-life MATSA copper operations in Southwestern Spain and our new Motheo Copper Mine in Botswana, our increasing copper production profile has us ideally positioned to deliver into markets and uses, focused on future-facing commodities and the global energy transition. Our growth time line in this period aligns strongly with what is widely forecast to be a near-doubling of global copper demand over the next decade as the electrification megatrend accelerates, due to its vital role in electrical vehicles, power infrastructure and renewable energy generation. This is my first AGM as Sandfire's Chair since taking over the role from Derek La Ferla at the end of April. Derek's retirement was part of a planned Board succession process. And we also saw the company's long-term CEO Managing Director, Karl Simich, step down at the end of September after 15 years at the helm. Both Karl and Derek played pivotal roles in delivering Sandfire's growth ambitions over more than a decade, and I'd like to thank them both for their immense contribution to the company's success to date. Particular thanks go to Karl whose name has been synonymous with Sandfire for 15 years. He led Sandfire through the discovery development and highly successful operation of DeGrussa, which launched us as a profitable mid-tier Australian miner. More recently, he oversaw the implementation of Sandfire's international expansion strategy through the acquisition and development of the Motheo copper project and the acquisition of the MATSA copper operations. These acquisitions would not have happened without Karl's energy and drive. The establishment of the enlarged Sandfire business became an appropriate time to think about leadership transition. Following a global executive search process, we were delighted early this month to announce the appointment of a highly experienced mining executive, Brendan Harris, as the company's new Managing Director and CEO, to lead the business into its next chapter. Brandon, who has been a key member of South32's executive management team since it was demerged from BHP in 2015, brings a wide range of leadership, commercial and technical skills to Sandfire, particularly in the management and operation of a diversified international mining house. We are fortunate to have secured someone of Brendan's caliber and experience, and I believe he is the ideal person to ensure that Sandfire can continue to capitalize on its strengths, execute its growth strategy and unlock the full potential of its people and assets. We look forward to Brendan commencing in his new role in April 2023. In addition to Brendan's appointment, Sandfire has also this year appointed 2 highly experienced international business leaders in Sally and Rob as independent Non-Executive Directors. Both of them bring valuable skill sets and are already making a strong contribution to Sandfire's governance. With enhanced international resources expertise, ESG credentials and diversity, our refreshed Board collectively has the right balance of skills necessary to oversee the group's expansion and to create long-term shareholder value. Looking to our operational performance. I'm pleased to report that Sandfire has achieved strongly during the year against all of the objectives articulated in our strategic growth plan. We completed the landmark acquisition of the MATSA copper operations in February of this year, which immediately transformed Sandfire into one of the largest copper-focused producers on the ASX. MATSA brings a long-term cornerstone asset for Sandfire with our integration team delivering a seamless ownership transition and the mining operation performing strongly since we assumed operational control. During the year, we delivered an updated ore reserve estimate for MATSA, providing a solid foundation for our ongoing work to optimize and implement a 5-year production plan and establish a base for multi-decade operations. Collectively, our MATSA and DeGrussa mining operations delivered above guidance production results, leading to record sales revenue, strong operating cash flows and a robust net operating profit for the 2022 financial year. As I mentioned at the outset, we're also firmly on track to commence production at our new Motheo mine in Botswana in 2023, with production expected to commence in the June quarter and the overall project tracking on schedule. Pleasingly, the company's operations were all undertaken with strong safety performance, with a welcome reduction in the group's total recordable injury frequency rate to 3.8 at June 30, 2022. Safety remains at the heart of our business, and we will continue to strive to see that every person across our business goes home safe and well every day. We continuously consider the broader economic, environmental and social impacts to which our activities contribute as this has implications for how we pursue our long-term strategy and goals. In FY '22, we refined our ESG framework to reflect our global footprint with a particular emphasis on climate change and reducing carbon emissions in line with the international targets. As part of this commitment, we have recently articulated a target to achieve company-wide net zero carbon emissions by 2050, covering Scope 1 and Scope 2 emissions across all sites under Sandfire's operational control. In addition, we have set an interim target to deliver 50% of our total energy requirements across our operations from renewable electricity by 2030. These are ambitious goals that reflect our objective to supply high-quality, low-carbon green metals to support global decarbonization. Sandfire has a comprehensive commitment to sustainability, and I encourage all shareholders to read our Sustainability Report for further detail of our ESG initiatives. Turning briefly to corporate and financial matters. Sandfire recently launched a $200 million equity raising in the form of a 1 for 1 -- 8.8% pro rata accelerated non-renounceable entitlement offer. This equity raising allows us to continue to fund our growth strategy and to strengthen the company's balance sheet. The institutional component of the raising was strongly supported and the structure of the raising ensures an opportunity for all existing shareholders to participate. On the capital front, Sandfire had USD 162 million in cash holdings at the end of October, and net debt stood at USD 458 million, excluding capitalized transaction costs, following repayments against both the MATSA and corporate debt facilities and our first drawdown under our new Motheo project finance facility. The net debt position reduces to USD 324 million on a pro forma basis on completion of the issue. The Board considers that the issue, which addresses an increase in financial leverage over the past 12 months, which facilitated the completion of the MATSA acquisition and the development of Motheo, to be an appropriate and prudent approach to capital management to facilitate our growth objectives. Looking to the future, Sandfire remains in an exceptional position to deliver long-term growth as a key participant in the global supply chain for future-facing metals. The copper that we produce is a critical input for a low carbon future and Sandfire offers a rising production profile as we optimize MATSA and bring Motheo onstream and on to further expansion of capacity. While we faced challenging market conditions in the short term, characterized by high inflation, rising interest rates and volatile commodity prices, all factors that have impacted volatility in the company's share price, the underlying quality of the business is strong. In this environment, the company's Board and management team remains focused on managing the factors within our control. The quality of our assets, operational optimization, cost management and the strength and alignment of our team. I'm confident that with these factors in place, Sandfire is in the best possible position to deliver strong returns to shareholders in the future. I would like to acknowledge the efforts of the exceptional Sandfire team who have delivered an impressive array of milestones over the past 12 months against the backdrop of a challenging macroeconomic environment. I'd particularly like to thank our acting CEO and Chief Operating Officer, Jason Grace, and our recently strengthened executive team, who have ensured the company's operations have continued seamlessly. I would also like to thank our shareholders for your support. Now we will now move to Jason Grace, who will give an update presentation on the company's business. Thank you. Jason?

Thank you, John, and good afternoon, ladies and gentlemen. Thank you for joining us today. If I direct your attention to the presentation material as shown, it is my pleasure to provide you with an overview of Sandfire's key activities over the last year, along with an operations review and outlook and an update on the development of the Motheo Copper mine. Moving through Slides 9 and 10. I note our cautionary statements and disclaimers. Set out on this page is Sandfire's strategy and values. Over the last 3 years, we have been actively executing our strategy with the purpose of being to deliver and maximize value for our shareholders. While the first 3 optional strategies are very close to my heart and are critically important to deliver shareholder value, I do want to note that we could not do any of this without the experienced and very high-quality people at Sandfire. And so aligning and empowering them is very important to achieving our operational strategies. Our values of honesty, respect, collaboration, accountability and performance are all about ensuring that we go about delivering and maximizing shareholder value in the right way and across every part of our business. Moving to Slide 11. Sandfire has a strong portfolio of high-quality assets, which deliver sustainable copper production to feed the global energy transition. The portfolio is cornerstone by the long-life MATSA operations in Spain and Motheo development project in Botswana. We also have an exceptional exploration portfolio and a strong pipeline of quality development opportunities that includes the 5.2 million tonne per annum plant expansion at Motheo, which is underpinned by the development of the A4 Open Pit; the recently announced A1 prospect near Motheo, near-mine resource growth at MATSA; and regional exploration in the Iberian Pyrite Belt in Southern Spain and Portugal. In terms of production, we expect MATSA to achieve 60,000 to 65,000 tonnes of copper and 78,000 to 83,000 tonnes of zinc in financial year 2023. While at Motheo, we are expecting peak production of approximately 55,000 tonnes of copper moving into FY '24 and FY '25. The portfolio is also complemented by the DeGrussa copper operation, which is entering the end of its life with underground mining recently completed and stockpile processing to continue into early 2023. We also hold 87% of Sandfire Resources America, which owns the Black Butte Copper Development Project in Montana. This project has a mineral resource of approximately 600,000 tonnes of copper across the Johnny Lee and Lowry deposits. Moving to Slide 12. I Sandfire has a track record of delivering growth from long-term assets in Tier 1 jurisdictions, highlighted by a decade of strong performance at DeGrussa. As DeGrussa has come to the end of its life, Sandfire has successfully repositioned the business into a significant, diversified, globally relevant, multi-asset copper miner with its future underpinned by long-life assets at MATSA and Motheo. Provided on this slide is Sandfire's indicative production profile through to financial year 2025, which shows Sandfire's annual production increasing towards 150,000 tonnes of copper equivalent through the acquisition of MATSA and development of Motheo. MATSA operational integration and optimization is going well, with an updated ore reserve and a 5-year plan now set. At Motheo, development is proceeding strongly with first production expected from early in the June quarter of financial year 2023. And subsequent expansion to 5.2 million tonne per annum through the development of A4. Moving to Slide 13. As a company, we are very excited about the robust long-term outlook for copper, a critical metal for the global energy transition to a low-carbon future. Most people will know this well, so I'll only touch on it briefly. But with the growing role for copper to play in green energy, coupled with the long development lead times of new mines, lack of greenfield discoveries, declining ore quality and forecast production deficits beyond 2026, this will almost certainly result in strong long-term dynamics. These thematics underpin Sandfire's long-term strategy, and we expect that this will support strong prices despite the recent market volatility, noting that copper prices also bounced back from recent lows over the last month. Moving now to Slide 14 and to Slide 15. I will now provide an update on group operations review and outlook. As John mentioned earlier, financial year 2022 was an outstanding year for Sandfire. And in many ways, it was truly a transformational year for the company. Following the detailed due diligence and successful negotiation of a sale agreement, the acquisition of the world-class MATSA operations was completed on the 1st of February earlier this year. On this date, Sandfire immediately exercised operational control and instantly became the largest copper producer -- copper and base metals producer in Spain. Integration of the operation, along with its people and systems also commenced immediately and has continued as a dedicated project through until the middle of the year. The acquisition of MATSA, along with the continued strong performance at DeGrussa, delivered a record year for metal production with over 98,000 tonnes of copper and just under 39,000 tonnes of zinc, in addition to lead, gold and silver. Sales revenue for the year totaled $922.7 million, with an enviable EBITDA margin of 59% and group EBITDA at $447 million. At the same time, we continued the development of the Motheo copper mine in Botswana, with the 3.2 million tonne per annum project remaining on track and the pathway to the 5.2 million tonne per annum expansion, confirmed firstly by the completion of the pre-feasibility study in September 2021, and the definitive feasibility study in August 2022. To further strengthen our portfolio of assets, exploration continued throughout the year on the Kalahari Copper Belt and in the Doolgunna region. And also following the acquisition of MATSA, we commenced exploration on the highly prospective Iberian Pyrite Belt in Southern Spain and Portugal. As a company, we remain very excited about the prospect of near-mine resource extensions and new discoveries, and we will continue to invest in exploration in these regions to underpin future growth. And finally, to support Sandfire's transformation to a long-term international copper producer and as covered by John earlier, Sandfire has reshaped the Board and management significantly strengthened our ESG activities and commitments, which I will touch on in more detail in the coming slides. Moving to Slide 16. If we now look forward to financial year 2023. At a group level, we have issued production guidance of 83,000 to 91,000 tonnes of copper and 78,000 to 83,000 tonnes of zinc, in addition to lead, gold and silver. Group C1 guidance is forecast at USD 1.72 per pound of payable copper produced for the year. For capital expenditure, we expect mine development, which is predominantly at MATSA to total between $80 million and $95 million, with Motheo capital development -- sorry, development capital of $200 million to $210 million and sustaining and strategic CapEx of $40 million to $50 million for the year. Exploration and studies expenditure is forecast to be $35 million to $40 million, with corporate costs approximately $30 million. And finally, MATSA and DeGrussa D&A are forecast to be $250 million and $16 million, respectively. Moving to Slide 17. In a period that saw Sandfire's balance sheet also go through a major transition as a result of the funding of the MATSA acquisition and along with the associated debt facilities, the funding of Motheo development from cash and project finance facilities and also the funding of DeGrussa ramp down, working capital clearance and taxation payments. The company has responded by adopting a prudent and responsible approach to capital management, while maintaining our ability to continue with our transformative growth strategy. This approach included the pausing of dividend payments, noting that $42.4 million in dividend payments were made in financial year 2022. We also had balance sheet deleveraging with debt reduction of USD 198 million scheduled during financial year 2023 and further into financial year 2024. And completing a AUD 200 million equity raising through an accelerated non renounceable entitlement offer in November. Moving to Slide 18. If we now look at health and safety performance for the company. Firstly, we need to consider the backdrop of COVID-19 and the worldwide Omicron wave early in the year; our mining boom in Western Australia putting intense pressure on the availability and retention of key skills; DeGrussa moving from full production to ramp down and ceasing of mining operations; Motheo progressing to full-blown construction; and the integration of MATSA in the company not only was this done effectively, but it was more importantly, done safely. During the financial year, we continued to improve safety performance, delivering an overall reduction in TRIFR and achieving a rate of 3.8% as at the 30th of June. This was an outcome of our strong focus on safety leadership across the whole company with particular emphasis on safety improvement and safety culture during the MATSA integration. Our COVID-19 response also remained a major focus during the year, and we are pleased to have been able to continue operating safely and continuously throughout the period despite the peak of the Omicron wave occurring during the construction ramp-up at Motheo and closely coinciding with the MATSA acquisition in February. Moving to Slide 19. As mentioned previously, the past year saw Sandfire significantly strengthened our commitment to ESG. We have refined our ESG pillars of our people, water, climate change, biodiversity, business integrity and communities to align with the social, community and operational context within which we operate. Forming the foundation of the 6 pillars is our commitment to strong systems, which is a key aspect of our business-wide approach to effective governance. For the first time, Sandfire has also announced the first of our new ESG goals, which John touched on earlier, which is a commitment to a company-wide net zero carbon emissions by 2050, covering Scope 1 and 2 emissions for all sites under operational control, and our commitment to an interim company-wide renewable electricity target of 50% by 2030. Moving to Slide 20. As a company that produces copper to support the global energy transition and decarbonization, doing so responsibly is extremely important to us. Supporting this belief, and as the first mover to development of off-grid solar power generation facility at a mining operation in Australia, throughout the year, we continue to operate the DeGrussa solar facility at maximum efficiency, saving 14,117 tonnes of carbon emissions. At MATSA and Motheo, the company has also taken steps to study and evaluate renewable energy operations for the future. We also continued to create value through $73 million spent on employee wages and $700,000 was spent on community development programs. Two key ESG initiatives undertaken by the company included completion of to identify agronomic feasibility and economic viability of community-based agricultural business options, utilizing excess land and water at Motheo, and also the commencement of MATSA's mining water living laboratory project, which has the aim of researching and developing innovative water treatment solutions to promote the recovery and reuse of water in the mining industry. Moving through Slide 21 and on to Slide 22. I will now provide a brief update on the development of the Motheo Copper mine in Botswana. Firstly, on the development of the 3.2 million tonne per annum project. Construction continues to proceed on schedule with the first production expected early in the June quarter of 2023. Construction activities are now well-advanced with over 1,800 personnel on site. First ore has also now been mined from the T3 open pit to stockpiles and the SAG mill and primary crusher installation is now in progress. In addition to this, in August this year, Sandfire achieved another important milestone in the company's plans to establish a major new long-term copper mining hub in the Kalahari Copper Belt. And this is through the completion of the definitive feasibility study for the 5.2 million tonne per annum Motheo expansion project. This project includes the development of the A4 open pit mine and delivers outstanding project economics, including a pretax NPV of USD 548 million and an IRR of 29%. Finally, Sandfire was also very pleased to announce during the quarter or during the period that the USD 140 million Motheo project finance facility was finalized and the funds required to take us through to production are now fully secured. Moving to Slide 23. Those of you that follow Sandfire will have seen that we provide regular pictorial updates on the progress of Motheo development. and I'm very pleased to be able to provide the latest pictorial update today. The image on the left shows an aerial view of the development of the T3 open pit. Stage 1A of the open pit is shown in the background and is progressing according to schedule. The upper extension of the T3 ore body has been intersected as predicted along the right-hand side of the operational area, and to the right of this image are the early stages of the waste rock storage land form. And in the left foreground, interim subs have been developed to hold groundwater from pit dewatering until this water can be utilized for all processing operations. The image to the right shows construction of Stage 1 of the tailings storage facility. Waste brock material from mining operations has been utilized for construction of the embankment, which is now complete. The black areas on the image shown are impermeable, high-density polyethylene liners for the facility. There will ultimately be 2 layers of high-density polyethylene, and this will ensure that long-term safe containment of tailings material. Moving to Slide 24. The image on the left shows a view of the Motheo process plant area. In the center of the image is the SAG mill or Semi Autogenous Grinding mill, which is now in place. To the left of the image is the tailings thickener and is shown slightly to the back. And behind that is the concentrate thickener, concentrate filtration area and concentrate storage shift. The 11 kVa power substation is shown to the upper right of the image and the 11 kVa power line and corridor is shown running off into the distance. The image to the right shows the primary crusher installation, which is on the edge of the elevated [indiscernible] pad. The first of the ore stockpiles are visible on the upper left side of the image. Moving to Slide 25. The image on the left shows an aerial view of the Motheo permanent accommodation village, which has a total capacity of 752 rooms and is now completed and being fully utilized. The image on the right-hand side shows the pool and gym facilities. And the Motheo accommodation village facilities have been built to a standard that you would expect in a modern professional mine anywhere in the world. When this is combined with the competitive employee conditions and a positive working culture, this will be a significant advantage in attracting and retaining good people to work at Motheo. Moving to Slide 26 and in closing, I would like to congratulate the Sandfire team on a great year. A year, as you will have noted from this presentation, that has been a period of transformational change across virtually all areas of the business. This hard work has put the company in a very strong position for the future with Sandfire now positioned very well as a long-term cash generator, supported by the robust long-term outlook for copper, critical for feeding the clean energy transition. Sandfire has also transitioned to be a diversified, sustainable international copper producer. The company now has a strong asset base with 2 long-life production hubs at MATSA and Motheo, which are both in leading copper provinces. We have a strong and exciting growth platform across both development opportunities and exploration targets in Tier 1 jurisdictions. And we have a refreshed and highly experienced board and management team that are ready to take Sandfire to the next level. Thank you very much for listening today, and I'll now hand back to John for the formal business of the meeting.

Thank you, Jason. Okay. Now you get my monologue again. Okay. We move to the formal part of the meeting, which is the first part of it is to consider the financial statements and then to vote on the resolution set out in the Notice of Meeting. A letter with details of the notice of this Annual General Meeting and explanatory statement was mailed to all shareholders, all registered members on 31 October 2022 and sufficient Notice of the Meeting has been given unless anyone has any objections, I will take the Notice of Meeting 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, the company's share registry, who have examined and prepared summaries of the proxy forms received, to act as returning officer and to conduct poll. Shareholders in attendance that have already submitted a vote by proxy should note that your votes will already be counted towards the poll. 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 online meeting guide released on the company's website and on ASX. Your votes must be submitted prior to the poll being closed for them to count. And as reflected in the Notice of Meeting, I confirm that 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 26th November 2021, are available for inspection by contacting the Board Secretary via the company's registered office. These minutes have been accepted by the Board as a true and correct record. Now Slide 28. The first agenda item is to receive and consider the company's financial statements for the year ended 30 June 2022, together with the Director's Report and the Auditor's Report as set out in the company's 2022 Annual Report, and there are copies of the Annual Report up at the back of the room. The Corporations Act 2001 requires the company lay the financial statements and reports before the meeting. The 2022 Annual Financial Report of the company, including the financial statements and the Directors' and Auditor's Reports has 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, of course, welcome to ask questions or comment on them. As I mentioned earlier, Philip Teale representing Ernst & Young is in attendance and is able to take questions as well. At this point, I would like to invite any questions from the floor. No? I will now pause to check with Sophie, if any written or verbal online questions have been received on this item of business.

There are no questions received.

Thank you. We will now move to consider the resolutions. It should be noted that Resolution 1 is a nonbinding resolution and Resolutions 2 to 10 before the meeting are ordinary resolutions requiring a simple majority of votes cast by shareholders present in person, by proxy or representative or online and entitled to vote on the resolution. The text of each resolution and the proxies received in relation to that resolution will be shown on the screen as we work through the business of the meeting, and I do not intend to read the text of each resolution. Resolution 1. The first resolution for today's meeting relates to the adoption of the Remuneration Report as set out in the company's 2022 Annual 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 that the vote of this resolution is advisory only and does not bind the directors of the company. Next page. On Resolution 1, a summary of the proxies voted for this resolution is set out on the screen for you. At this point, I would like to invite any questions from the floor. No? I will now pause to check with the Board Secretary if any written or verbal online questions have been received.

No questions received, John.

Thank you. Resolution 2. Resolution 2 relates to the election of Robert Edwards as a director. Rob was appointed as a casual vacancy to the Board on the 8th of July and retires in accordance with the constitution. Being eligible, he offers himself for election as a director. Rob's qualifications and experience are set out in detail in the Notice of Meeting. Rob is considered by the Board to be an independent director. He is the Chair of Sandfire's Risk and Sustainability Committee and is a member of the Audit and Finance Committee. The Board, other than Rob, who abstains from making a recommendation, unanimously recommend that shareholders vote in favor of Resolution 2. On Resolution 2, a summary of the proxies voted is set out on the screen. At this point, I would like to invite any questions from the floor and Rob would love to get a question. No? Okay. I will now pause to check with Sophie, if any written or verbal online questions have been received on this item business.

No questions online.

Okay. Resolution 3. So Slide 33. Resolution 3 relates to the election of Sally Martin as a Director. Sally was appointed as a casual vacancy to the Board on the 8th of July 2022 and retires in accordance with the constitution. Being eligible, she offers herself for election as a director. Sally's qualifications and experience are set out in the Notice of Meeting. Sally is considered by the Board to be an independent director and is a member of Sandfire's People and Performance Committee and Risk and Sustainability Committee. The Board, other than Sally, who is abstaining from making a recommendation, unanimously recommend that shareholders vote in favor of Resolution 3. A summary of the proxies voted for this resolution is now set out on the screen. At this point, I would like to invite any questions from the floor and Sally would also love a question. No takers. I will now pause to check with the Board Secretary if any written or verbal online questions have been received on this item of business.

No questions, John.

Okay. Resolution 4 relates to the reelection of Roric Smith as a Director. Roric retires by way of rotation. And being eligible, offers himself for reelection. As I noted earlier, Roric is unable to be here today so he is ill. Roric's qualifications and experience are set out in detail in the notice of meeting. Roric is considered by the Board to be an independent director. He is a member of the Sandfire Finance Committee and Risk and Sustainability Committee. He also chairs the Exploration Steering Committee. While not a formal committee of the Board, that group provides advice to management on the direction of the company's exploration activities. The Board, other than Roric, who is abstaining from making a recommendation, unanimously recommend that shareholders vote in favor of Resolution 4. A summary of the proxies on Resolution 4 are now set out on the screen for you. At this point, I would like to invite questions from the floor. No? I'll now pause to check with the Board Secretary if any written or verbal online questions have been received.

No questions on this presentation.

Thank you. The remaining Resolutions 5 to 10 relate to remuneration payable to Karl Simich, who stepped down on 30 September 2022, after 15 years as Sandfire's Managing Director and Chief Executive Officer. Resolution 5 seeks shareholder approval of short-term incentives, which Karl had already earned during his tenure with the company, namely the ground of 43,729 short-term incentive shares for FY 2021, which accrued to Karl on 30 June 2022. That is 12 months after the short-term incentive shares had vested subject to shareholder approval, too. So Resolution 5 seeks approval to issue those short-term incentive shares for FY 2021. If Resolution 5 is passed, the company will grant the short-term incentive shares for FY 2021 to Karl Simich. If Resolution 5 is not passed, the company will not grant the short-term incentive shares for FY 2021 and subject to the passing of Resolution 6, the company will pay to Karl Simich, the cash equivalent of those short-term incentive shares for FY 2021 being $299,062.50. Further details as to Resolution 5 and the consequences of passing or not passing this resolution are set out in the Notice of Meeting. The Board who have no interest in the outcome of Resolution 5 unanimously recommends that shareholders vote in favor of Resolution 5. Next page. On Resolution 5, a summary of the proxies voted for this resolution is set out on the screen. At this point, I would like to invite any questions from the floor. I will now pause to check with the Board Secretary if any written or verbal online questions have been received.

No online questions.

Thank you. Resolution 6 relates to the proposed payment of $299,062.50 cash equivalent of the FY 2021 short-term incentive shares accrued by Karl Simich, if Resolution 5 is not passed. Therefore, if shareholder approval is obtained for the issue of the short-term incentive shares for FY 2021 to Karl Simich under Resolution 5, then this resolution 6 will not be of effect. The Board who have no interest in the outcome of Resolution 6 unanimously recommends that shareholders vote in favor of Resolution 6. On Resolution 6, a summary of the proxies voted for the resolution is set out on the screen. At this point, I would like to invite any questions from the floor. I will now pause to check with Sophie, if any written or verbal online questions have been received.

There are no online questions.

Resolution 7 seeks shareholder approval of short-term incentives, which Karl Simich had accrued during his tenure with the company, namely the grant of 55,044 short-term incentive shares for FY 2022, which became payable on 30 June 2022, subject to shareholder approval. Resolution 7 seeks approval to issue those short-term incentive shares for FY 2022. If Resolution 7 is passed, the company will grant the short-term incentive shares for FY 2022 to Karl Simich. If Resolution 7 is not passed, the company will not grant short-term incentive shares to Karl Simich and subject to the passing of Resolution 8, the company will pay to Karl Simich, the cash equivalent of those short-term incentive shares for FY 2022 being $253,385. Further details on Resolution 7 and the consequences of passing or not passing this resolution are set out in the Notice of Meeting. The Board who have no interest in the outcome of Resolution 7 unanimously recommends that shareholders vote in favor of Resolution 7. On Resolution 7, a summary of the proxies voted for this resolution is set out on the screen for you. At this point, I would like to invite any questions from the floor. I will now pause to check with the Board Secretary if any written or verbal online questions have been received on this item of business.

No questions received online, John.

Resolution 8. Resolution 8 relates to the proposed payment of the $253,385 cash equivalent of the FY 2022 short-term incentive shares accrued by Karl Simich, if Resolution 7 is not passed at the meeting. Therefore, if shareholder approval is obtained for the issue of short-term incentive shares for FY 2022 to Karl Simich under Resolution 7, then this resolution 8 will be of no effect. The Board who have no interest in the outcome of Resolution 8 unanimously recommends that shareholders vote in favor of Resolution 8. On Resolution 8, a summary of the proxies voted for this resolution is set out on the screen for you. At this point, I would like to invite any questions from the floor. I will now pause to check with the Board Secretary if any written or verbal online questions have been received on this side of the business.

No questions received online.

Resolution 9. Resolution 9 relates to the approval of potential termination benefits in relation to proposed payments to Karl Simich as set out in the Notice of Meeting. If Resolution 9 is passed, the company will be able to give termination benefits to Karl Simich in connection with Karl Simich ceasing to hold managerial or executive office. Further details as to Resolution 9 and the consequences of passing or not passing this resolution are set out in the Notice of Meeting. The Board who have no interest in the outcome of Resolution 9 unanimously recommends that shareholders vote in favor of Resolution 9. On Resolution 9, a summary of the proxies voted for this resolution is set out on the screen for you. At this point, I would like to invite any questions from the floor. I will now pause to check with the Board Secretary if any written or verbal online questions have been received on this item of business.

No questions, John.

Thank you. Resolution 2 -- 10, sorry. Resolution 10 relates to the approval of potential termination benefits in relation to the retention of some discretionary zero exercise price options or ZEPOs, including the right to be paid any dividend entitlement held by Karl Simich as set out in the Notice of Meeting. The company is seeking shareholder approval to allow Karl Simich to retain the discretionary ZEPOs. Those discretionary ZEPOs included a term where Karl Simich is also entitled to cash payment equivalent to the dividends paid by the company during the period between the grant and vesting of the discretionary ZEPOs and for ZEPOs with an RTSR or ATSR performance condition, the period during which they cannot be exercised. Sorry, I didn't read that very well. The shareholder approval being sought for the retention of some discretionary ZEPOs held by Karl Simich also seeks approval for the right -- for any -- of any right Karl Simich has to be paid any relevant dividend equivalent under the terms of those discretionary ZEPOs. The Board, who have no interest in the outcome of Resolution 10 unanimously recommends that shareholders made in favor of Resolution 10. On Resolution 10, a summary of the proxies voted for this resolution is set out on the screen for you. At this point, I would like to invite any questions from the floor. I will now check with the Board Secretary if any written or verbal online questions have been received on this business.

No questions, John.

Okay. Ladies and gentlemen, I will now hand over to our share registry representatives to provide an overview of the poll voting process and to conduct the poll.

Thank you, Chairman. The persons entitled to vote on this poll are all shareholders, representatives and attorneys of shareholders and proxy holders who hold yellow voting cards. If you are a proxy holder, a summary of votes to which you're entitled to, attached to the yellow voting card. If you are attending in more than one of those capacities, you have been issued with as many yellow voting cards as you have set of capacities. Anyone who believes they're entire to vote on this poll in any capacity and does not have a yellow voting card, please raise your hand, and one of our team members will be here to assist you. I will now go through the procedures for filling the voting cards on this poll. If you wish to record all of your votes in favor of the resolution, please place a mark for the For box. If you wish to record your votes against the resolution, please place a mark in the Against box. You must mark a For or Against box for your vote to count. If you require any assistance on completing the vote card, please raise your hand. When you have finished filling in your voting card, please raise your hand and your card will be collected. I will now hand back to the Chair to close the poll.

I'll just wait for a moment to allow people to fill in their cards and for them be collected. [Voting]

Okay. I now declare the poll closed. Representatives from our share registry, Automic, will now process the poll and the result will be announced to the ASX once they are available. That completes the item on agenda for the meeting today. At this point, I would like to ask any general questions from the floor.

Mr. Chairman [indiscernible] ladies and gentlemen. Thanks for the information that's being provided. And we're representing 27 shareholders and [ 141,000 ] shares on their behalf. We support all resolutions after quite a bit of consideration for [indiscernible] that was our position. I guess on the resolution Slide 2-10, we're not [indiscernible] and some of the entirely and some of the slow -- and we did lean on such volunteer of people for the advice [indiscernible] to support all tender resolutions. Today, I'd like to acknowledge John Grace, he was sort [indiscernible] to the position of both short notice. And I don't know John personally, but I can -- I've been in this myself, and I can [indiscernible] us to carry on a particular set of circumstances and congratulations certainly on the acting role and continue what you are doing. In support [indiscernible] if you haven't already done that, I'm not trying to be a selling [indiscernible]but the quarterly reports are really terrific. They're very good, very detailed and they're very relevant. We did look at the MATSA, the Motheo reporting with some debt. Complementary, there's no material negativity there, which the shareholders set forth when we look forward [indiscernible] and very well [indiscernible] briefly say in terms of the board. It's a bit unusual in this day and age for [indiscernible] to being progressive, a level of independence here and a gender balance [indiscernible] transition process has gone long and a combination [indiscernible] the strength of the Board and the independence of the board and particularly on the situation today. I've got 2 questions, Mr. Chairman. The first one is [indiscernible] and the real rehabilitation provisions and you're well underway with a managed rehabilitation plan. I can note, John or you still give some comment that and is basically under control. There's no material surprises coming up there. We budgeted with that level, often companies and particularly mining companies have a reality of that level in terms of rehabilitation expense, some assurance in that pie. And the second question is with [indiscernible] I think members of the audience particularly of the shareholders, we might want just a little bit more expansive comment on [indiscernible] my understanding or her understanding is that dispute tax on China and environmental concerns. That dispute factor is between regulatory authorities and Montana community -- the way Sandfire is on the sidelines waiting [indiscernible] for them to sort[indiscernible]. But the [indiscernible] expansion on Black Butte and rehab of DeGrussa.

Okay. And I'll hand over to Jason to get him to add some comments. You're absolutely right on the Black Butte thing. We are, to some degree, a bystander but we're still an active bystander. On the DeGrussa rehabilitation, it is something which we do, do a lot of work on and which does get audited. So Philip, in his role, audits the work, which is done on -- coming up with that rehabilitation estimate. We have every year, every second year, we get an audit done by an external party on that liability. So we're comfortable with it. The other aspect of that is, I think we said in the capital raising presentation that we have initiated a process looking for other alternatives, post the end of life at DeGrussa. There are lots of people with interest in that area who might be interested in some of our assets. There are people who might be interested in all of our assets. So we will, over the period between now and the end of processing, be looking into that. Jason, did you have anything to add to that?

Yes. Look, firstly on that. One of the advantages we have at DeGrussa is a well-constructed mine. So if you have a mine that's got decades of [indiscernible] so we've got a very good knowledge about with our -- what we need to do to rehabilitate that site. So in terms of that within the stope is very good. We do think there's some opportunity seated aback on the rehabilitation commitments there as well we think we'll enjoy a little bit of that and then potentially save some costs here. And overall, as John said, we kept [indiscernible] from an independent expert the on the scope of that work as well as [indiscernible]. Black Butte, you're right we're kind of in the middle between in the NGOs and the regulator on operating unit but it does impact our business and a lot of [indiscernible] is associated with the project here as well. There's been minor rating [indiscernible]. We've been granted all the licenses that we need like last month. So that has quickly closed out to all that in place, and we're well-advanced on the PL process in the ore mine [indiscernible]. Particularly the team over there is doing a great job of [indiscernible].

Okay. Thank you, Lynn. There's any other questions from the floor? Please, Matt, gentleman behind you, and if you could state your name and then the question, please.

Yes, I'm Russell [indiscernible]. I'm a shareholder. I have 3 questions actually. The first is, I guess, coming up shortly, the company is going to be operating in places not Australia pretty much. So how does -- can you perhaps comment on how the management structure and the Board is set up to run a company outside of Australia without any Australian operations. The second question I'd like to ask is in relation to your capital expenditure program, and the developments that you've got at Motheo and MATSA. Are they fully costed or is there anticipated that in future, you will have further capital raisings? And the last question, I guess, just then relates to dividends. You've talked about suspending that. But when can we expect that, that suspension will lift, that you'll be producing enough, that you've got cash flows flowing, you don't need any more money from us and we can get some back?

Okay. Look, I might get Jason to answer the first one, and then I'll talk a little bit about the others.

Certainly, on the operating outside side of Australia [indiscernible]. We've -- so we've been actively [indiscernible] construction that will support us to be able to grow internationally and be able to give that [indiscernible] opportunity. So we've been doing that and we like within really accelerate it around. So it's not an issue that's not uncommon within mining companies. And the way that we structured that is [indiscernible] that we have a corporate office that defines strategy, provides guidance, provides systems and sets standards [indiscernible]. And then we had our business units that had all of the resources that we need to run a quality mining business in that case that so that the regional teams do all the work, we set direction from corporate office. They're guided and also we do assurance to make sure that [indiscernible] to us.

And the other thing about operating from Perth is Perth has arguably the best mining services infrastructure of any city in the world. It really does. All of the services we need, all of the third-party services we need are available here. They're not available in [indiscernible]. They're not available in MATSA. So this is actually a sensible place to run that business from. You asked about CapEx programs. Are they properly estimated? I hope so. I'm sure they are. And we have no plans to come back to shareholders for money again. Coming back to shareholders' money is not something you do likely. It's not something you want to do. Sometimes you need to, if you want to do something, which is beyond the capacity of your balance sheet, then going to shareholders is a consideration. But we would always make sure that it was something that was in the shareholders' best interest. On the dividend, we are in a transition period. It's hard to justify paying a dividend at a time when we are spending lots of capital developing Motheo. We have debt. We've just raised money from shareholders. It's a bit strange to be raising money from shareholders and getting it back to them in the form of dividend. We will reinstate the dividend as soon as it's sensible to do so. We like paying dividends to shareholders. I know you like receiving them. We will do it as soon as we can. Do we have any other questions on the floor? Otherwise, I'll see if we have any questions online.

No questions, John.

Okay. Well, if that's it, then thank you very much for your attendance, and I'll now close the meeting. Thank you. Now do we have cups of tea or anything?

Yes.

We do. Outside here?

I believe so.

Yes, so if you would like a cup of tea and the management will be here to talk to people. The Board will be here to talk to people. So please hang around, have a cup of tea and have a chat.