Vista Group International Limited ($VGL)

Good afternoon. My name is Susan Peterson, and I'm the Chair of the Board of Directors of Vista Group International Limited. And on behalf of the Board and our senior leadership team, it's my pleasure to welcome you to our Annual Shareholders' Meeting for 2026. Thank you to our share registrar, MUFG Pension and Market Services for hosting us at their offices and for providing the virtual meeting platforms for those joining online. The virtual meeting platform enables you to vote and ask questions, and we encourage your participation. I'll provide you with further instructions as we progress through the meeting. And if you encounter any issues, please refer to the virtual meeting guide or you can phone the help line on 0800 200-220 that's 0800-200-220. Now before we begin the business of this meeting, it's my great pleasure to introduce my fellow directors. In no particular order, we have James Miller, who chairs our Audit and Risk Committee and sits on our Nomination and Remuneration Committee. We have Chris Nicolli, who chairs our Nomination and Remuneration Committee and also sits on our Audit and Risk Committee. We have Claudia Batten, who sits on both our Audit and Risk Committee and Nomination and Remuneration Committee. And we have Murray Holdaway, the Co-Founder of Vista Group, who is unable to join us today as he's overseas. He's asked me to pass on his apologies to you. Now our CEO, Stu Dickinson, is present with a number of our senior leadership team and our auditors, represented by John O'Cooby from PwC, are also with us today. Now Kelvin Preston, our General Counsel and Company Secretary, has informed me that a quorum is present. And accordingly, I'd like to declare our meeting open. I confirm that valid proxies and postal votes have been received for approximately 188 million voting shares. This represents about 78.75% of our voting shares on issue. Now today, you're going to hear from me regarding Vista Group's progress and the Board's priorities and from our CEO, Stu Dickinson, and -- and we then -- thank and respond to any general questions that you might have. To support the efficiency of our meeting and to the benefit of all shareholders, all candidates standing for election or election will be given the opportunity to address the meeting. As noted earlier, Murray is unable to be with us today. So he instead has kindly prepared a short prerecorded video for us. We will address any questions in respect of today's presentations or the 2025 Annual Report in the general business section at the end of the meeting. Any questions in respect of the resolutions will be addressed after each resolution is put to the meeting, for resolutions 2 to 4 after the candidate presentations. For those of you who are here, you can ask a question by raising your hand. And for those who are attending online, please ask your questions through the virtual meeting platform, and I encourage you to do that as soon as you're able. Now let me turn to Vista Group's progress over the past year. At our Annual Shareholders' Meeting last year, we noted that 2024 was a year of strong performance in a very challenging environment and 2025 has been another year of strong performance once again amidst a challenging environment. Some complex sectors remain the same with broader economic conditions continuing to create a demanding operating environment for some of our clients. We also recognize 2025 has been a challenging year for shareholder returns amid global market volatility and software company valuations. And this has been further complicated by the geopolitical uncertainty, including the conflict in the Middle East. Now, Vista Group is not alone in facing these headwinds. And despite these external challenges, we've again delivered a strong set of results for 2025. Now making our clients successful sits at the heart of everything we do. And this year marks 30 years of partnering with our clients across the world to support their growth. The Board remains focused on supporting the team to accelerate our cloud transition through disciplined execution that not only unlocks value for our clients and underpins our long-term strategy, but it will deliver sustainable long-term shareholder value. Strong client demand has seen us accelerate the onboarding of more clients to Vista Cloud, and now 35% of Vista Group's cinema client sites have successfully transitioned to our cloud-based solutions. Now, we're pursuing this transition with disciplined cost management and flexibility in how we invest. And that discipline has supported margin improvement even as we continue to accelerate Vista Cloud adoption. In 2025, we continue to advance initiatives to underpin Vista's long-term growth. In response to strong client demand for Vista Cloud, we committed to a targeted investment in accelerating our onboarding capacity, which has allowed us to move from the broad platform target to clear 2030 exit rate aspirations, evidencing the scale and quality of earnings, we believe we can achieve over that defined period of time. 2025 also marked a significant milestone with a successful launch of Vista payments. This new offering provides clients with an embedded payment solution that is tightly integrated with Vista Group's technology. We are delighted to have our pilot clients now live with using Vista Payments, and we're excited with how the solution has been received at this early stage. Now, I'm pleased to report that Vista Group has once again delivered an all-time record revenue result of $164 million, representing a 10% year-on-year increase with recurring revenue up 9% and SaaS revenue growing 25% compared to 2024. Now, in parallel, the team maintained a strong focus on improving our operational efficiency and the way we run our business, and this is delivering -- has delivered an EBITDA of $28 million and an EBITDA margin of 17.2%, which is an increase of 2.8 percentage points relative to 2024. So together, this combination of revenue growth and improved operational efficiency, has driven a 65% increase in our operating cash, and I'm pleased to say a return to overall net profit after tax for the year. Now, best practice corporate governance remains a priority, and our Board is utterly committed to delivering value for all shareholders. The Board's oversight is particularly focused on the pace and quality of cloud migrations, client satisfaction through that transition, continued progress in cash generation and margins and overseeing the successful expansion of the platform, including the launch of growth levers such as Vista Payments. Importantly, while Vista Group's share price has been influenced by broader market conditions, I really want to acknowledge our team today for their achievement and growing margins and returning our company to profitability in a very challenging global environment. We're also very mindful of the increasing importance of AI, not just as a technology opportunity but as a governance responsibility. The Board has oversight of how AI is embedded into Vista Group's product suite and integrated operationally across our business. And we have a comprehensive risk and governance framework that sits alongside that, particularly focused on data integrity, security and cyber resilience. The Board remains firmly committed to a remuneration strategy and framework that supports the achievement of Vista Group's short- and long-term strategic objectives. We continue to take shareholder and broader market feedback seriously, ensuring that the framework evolves and strikes that appropriate balance between performance, accountability and alignment with market expectations. So now I'd like to take the opportunity to briefly address the direct denomination from Mr. Stephen Mayne. Mr. Mayne has advised that he does not wish to be elected as a Director of Vista Group, but is instead using his nomination process to raise what he describes as his platform advocating for dual-listed companies to follow Australian legislation and put their remuneration reports to a nonbinding shareholder vote. In April this year, Chris Nicolli and I undertook our annual governance road show. And during this time, we met with institutional investors and shareholding representative groups, including the New Zealand Shareholders Association. And together, they represented the majority of our register. Those discussions supported the transparency of our corporate governance and remuneration disclosures and reinforce the importance of performance and long-term value creation. We also took the opportunity during these meetings to discuss Mr. Mayne's self-nomination as a director. I would note that we did not have any of the stakeholders express support for Mr. Mayne's platform or the approach being adopted and raising this issue with us today. Governance practices can and do vary across companies, depending on their size, their structure, the country of incorporation and their primary listing. One size does not fit all and other additional compliance costs need to be carefully considered, particularly for small cap companies where there is limited perceivable benefit for shareholders. Vista Group is a New Zealand incorporated company with its primary listing on the NZX, and as such, is governed by New Zealand law. Our strong view supported by the stakeholders that New Zealand law already provides appropriate avenues for shareholder concerns such as this to be raised, including at shareholder meetings like this. We remain committed to continuing to enhance our corporate disclosures and are comfortable with that our current approach is right sized for Vista Group and in the best interest of the company and you as shareholders. So now I'd like to turn to our Board's succession process, which is well established and progressing well. As we work through this process, we are undertaking the evaluation of candidates against our published Board skills matrix and experience criteria, ensuring we continue to have the right mix of skills perspectives and experience to support this lovely company through its next phase of growth. Today, Directors Murray Holdaway and Claudia Batten have voluntarily offered themselves for reelection a year earlier then as required. This has been done to facilitate an even spread of director reelections at an annual meeting and to support the smooth progression of our Board's succession over this coming period. We hope to be able to provide you with more details regarding this over the coming months. Now I'd like to take this opportunity to express my sincere gratitude to my fellow directors for their continued commitment and contributions to Vista Group. And to Stu and to our wider Vista Group team, thank you for the hard work your resilience, your unwavering focus on our clients and executing the strategy in this complex operating environment. We can be proud of what we've achieved over the course of the last year. And finally, thank you to our shareholders for the continued engagement, support and trust. We value the time you give us at Vista Group and the confidence you place in us. And we look ahead with a clear focus on the long-term value creation and on delivering more for you in the years to come. [Foreign Language] I'll now hand over to Stu. [Presentation]

Thank you, Susan. And now my , everybody. Welcome, and thank you for the opportunity to speak with you this afternoon. It's great to be able to welcome you to our Annual Shareholders Meeting. Thank you for taking the time and your continued support of Vista Group. That video that you've just seen was played earlier this year at VistaCon which is our client conference. It's a great snapshot of what we do best, bringing together the journey of a movie from studio to screen and the journey of moviegoing itself. It's also a reminder of just how mission-critical our solutions are for our clients. As Susan has outlined, the past year hasn't been without its challenges for many businesses globally. Market conditions have created more uncertainty and sentiment towards global SaaS businesses has shifted. In that environment, what matters most for us is the execution and in 2025 we lifted execution across the business, particularly in cinema cloud onboarding, throughput, delivery and financial discipline. 2025 was a strong year for Vista Group. We delivered record revenue, expanded EBITDA margins return to profitability and materially strengthened our operating cash flow. As you know, we're in the middle of a major platform transformation moving our cinema clients from our on-premises software onto our cloud-based operating platform, Vista Cloud. These transitions are complex. So it's good to be able to stand here today and talk about the real progress we've made. It's a credit to our people and to the clients partnering with us that 35% of our enterprise sites and now using Vista Cloud. By the end of 2025, that 35% represented nearly 1,600 sites, an increase of almost 900 sites during the year. Four of our top 5 clients and 7 of our top 10 are now either fully live or progressing through phased migrations to Vista Cloud, many across multiple countries or territories. Demand for Vista Cloud continued to grow in 2025, and it outpaced our delivery capacity. So we've been scaling our delivery teams to lift onboarding throughput and unlock more of our pipeline. Alongside the migration work, we've been building and shipping improvements to help our clients run their businesses better day to day. In 2025, we delivered more than 70 new meaningful features on our Vista Cloud road map. We also continue to develop our AI-enhanced capabilities and I'll come back to that in a moment. One area today, I'm particularly keen to emphasize is cloud momentum. Both from our recently announced new wins and from our existing clients continuing to deepen and expand their relationship with Vista. During '25, we were pleased to announce a number of marquee Vista Cloud signings, including Odeon, Kinepolis and Village. And it was the depth of engagement and how far advanced those discussions were with major clients that we really emphasized that we needed to increase our delivery capacity. It's been great to see these signings translate -- or sorry, these discussions translate and progress into signings this year with cinema heavy weight Cinepolis and Cineworld all announced over the last couple of weeks. It was incredibly exciting and great timing to have Cinepolis sites signed to operational excellence yesterday with us, with the transition expected to occur through the remainder of 2026. This represents our largest Vista Cloud circuit country commitment to date. Cineworld with nearly 90 sites as the largest U.K. circuit of Regal Entertainment Group. -- again, 1 of our largest enterprise cinema chains globally. Having transitioned Regal's Picturehouse circuit to digital enablement during 2025, it's fantastic to have Cineworld now transitioning during 2026. Standing here today, I am genuinely excited to be able to demonstrate the evident increase in client demand and encouraged by the progress that we're making. We look forward to continuing to build this momentum over the remainder of the year and beyond. I also want to take a moment to talk about the film side of our business. Our vision is clear. Our solutions sit at the heart of a connected film industry. This means connecting distributors, studios and exhibitors all across the ecosystem, the same operational reality and ultimately, for the same audience. And '25, our film solutions continued to strengthen. Through Numero and Movies Audience Insight solution, we supported studios and distributors with deeper insights into audience demand, film performance and release planning effectiveness across the full life cycle of theatrical release. This works matters as a healthy film slate with better release strategies and stronger alignment between film companies and exhibitors all translate into better outcomes for cinema and better outcomes for our clients. Over the last 12 months, AI has become a major topic across the technology sector and more broadly, our society. In our market, there's a lot of excitement, but there's also to be frank, a lot of noise. Our approach at Vista Group is deliberate and practical. We don't treat AI as something separate that we bolt into our products. We build it into workflows our clients already rely on inside our film and cinema solutions and we've embedded it across the operations of our company. We have a durable foundation for applying AI at scale. Every ticket sold, every seat selected, every concession transaction runs through our system. AI isn't new for us. We have and are continuing to embed AI capabilities directly into Vista Cloud focusing on the outcomes our clients care about. Improving attendance, optimizing pricing and scheduling, reducing cost to serve, all while continuing to protect client data, cybersecurity and revenue integrity. Many of these AI-enabled features are already live and are used today from assisted scheduling tools that help film programmers place the right movie on the right screen to predictive analytics that help exhibitors better understand customer life cycle value. These are practical tools shaped through direct client input. And because of this -- because this builds on 3 decades of connected data and operational know-how, we can innovate with focus on what matters most to our exhibition clients. At the same time, we're using AI across Vista Group in engineering, support and onboarding and our internal workflows. We're already seeing productivity gains and how teams build, deploy and support our software. And over time, it gives us a clear path to further margin expansion. We'll continue to focus on supporting our teams to adopt and leverage AI as they grow their careers. And we're doing this in a way that's secure, governed and trusted because that matters deeply in an industry that relies on us for our accuracy and independence. Alongside our core Vista cloud strategy, we're also adding a small number of complementary growth levers that deepen our client relationships and extend what the platform can do over time. One of the most exciting developments over the past year has been the launch of Vista Payments. Vista Payment sits right in the transaction flow. It improves the experience for our clients and over time, it can become a meaningful revenue stream for us. Importantly, our first clients are already live with Vista Payments. We're also seeing opportunity in adjacent circle in verticals like family entertainment centers, where the operating needs look a lot like cinema ticketing, food and beverage, loyalty and guest management. And in many cases, our existing clients who are pulling us into these spaces as they themselves expand. Beyond that, we will continue to evaluate opportunities in film distribution, data services and other areas where we believe our technology and data can help solve long-standing industry challenges. Across all of this, though, we're staying disciplined. We're clear on where the opportunities are, and we're staying focused on our core mission and building from there. For 2026, we expect total revenue in the range of $176 million to $182 million, representing approximately 10% to 13% growth over 2025 on a constant currency basis. We also expect EBITDA margin to be between 18% and 20%, an improvement from 17.2% in 2025. Achievement of these guided outcomes is supported by key assumptions from gross -- from domestic box office performance, foreign exchange movements and the timing of our major client signings and onboarding. Despite the current geopolitical uncertainty in the Middle East, the box office is performing exceptionally well. There are some very cool movies out there. And currency is slightly favorable, meaning we remain on track to deliver. As we look ahead to FY '26 to 2026, our priorities are super clear. First, we remain focused on accelerating Vista Cloud onboarding, while continuing to balance free cash flow and margin progression. We're targeting 2,000 sites -- cloud sites by year-end, including a meaningful increase in sites from operational excellence. Second, we're focused on growing our market share in '26. Third, will continue to embed AI across both our products and our operations, delivering tangible value for our clients while improving our own efficiency and scalability across the business. And finally, where we will carefully scale new growth levers like Vista Payments, ensuring we invest responsibly and in line with client demand. And throughout all of that, we'll remain laser-focused on driving shareholder returns revenue growth and margin expansion, consistent with our guided ranges. From an industry perspective, the outlook is encouraging. The 2026 film slate is stronger, with several major franchises release scheduled and market forecasts point to a significantly improved box office relative to 2025. We -- what we're seeing from studios and exhibitors and beyond is greater confidence in theatrical windows, better alignment on planning and a renewed focus on delivering compelling theatrical releases. And as we sit here today, the domestic box office has been performing extremely well, up more than 15% on the same period in 2025. To close, I want to come back to the opportunity in front of us. It's not often -- and I've said this before, it's not often that you get to the chance to help transform an entire industry particularly 1 that is culturally significant cinema. And we're in a unique position to do that as the trusted mission-critical backbone that so much of the industry runs on. We've got strong client momentum -- our platform is becoming more central to how customers operate, and our AI capabilities are practical and differentiated. And our team continues to execute with focus. So on behalf of the whole leadership team, thank you to all our people, our clients and to you, our shareholders, for the trust you place on us -- you place in us. We remain committed to executing the strategy and delivering long-term value, driving shareholder returns and building a resilient, growing business for the years ahead. Thank you, everybody. And I'll now hand back to Susan.

Thank you, Stu. Well, we've now come to the formal business of the meeting and the resolutions and accompanying explanatory notes are set out in the notice of meeting. A reminder that any questions in respect to the resolutions will be addressed as the relevant resolution has been put to the meeting. For those of you here, please raise your hand if you have a question and a microphone will be brought to you. Please state your name and whether you're a shareholder or if you're a proxy holder or a corporate representative. And please state the name of the shareholder that you represent. For those of you attending online, please ask the questions through the virtual meeting platform. Now resolutions 1 to 4 ordinary resolutions and, as such, must be approved by a simple majority of the votes cast by shareholders entitled to vote. Voting on all resolutions will be conducted by way of a poll. Resolution 1 is the standard approval of the auditor fees, Resolutions 2 and 3 are for the reelection of Murray Holdaway and Claudia Batten directors, these resolutions have the unanimous support of the Board. Resolution 4 is the election of Mr. Stephen Mayne for his self nomination. Resolution 4 does not have the support of the Board. As each of these resolutions are raised, the relevant nominee will be given the opportunity to address the meeting for a couple of minutes. And at that, after the nominees must in their address, and I'd ask them to remain available to respond to any shareholder questions. Following voting on each resolution, I'll advise the meeting of the number of votes that have been cast by postal vote and proxy ahead of the meeting for that resolution. Other than Resolution 4, it's the intention of directors to that any undirected proxies held by directors will be voted in favor of the resolutions. Under the proxies held by directors in respect of resolution for will be voted against the resolution. Now for those of you who are attending in person, you should have a voting card, and it was given to you as you came into this room. So please raise your hand if you do not have a voting card and someone will come and assist you. For those of you who are attending online, you will be able to cast your vote using that electronic voting card received when your online registration was validated. The vote online, you'll need to click get voting card within the virtual meeting platform. You'll be asked to enter your shareholder proxy number to validate. Please then mark your voting card in the way you wish to vote by clicking for, against or abstain. And once you've made your selection, please click submit vote at the bottom of the card to lodge your vote. Voting will remain open until 5 minutes after the conclusion of the meeting, and the results will be announced by the NZX and ASX market announcement platforms. If you require any assistance, then please refer to the virtual meeting guide or use the help line specified. So now if we turn to Resolution 1. This resolution is an ordinary resolution that the Board is affected -- to fix the fees and expenses of PricewoodhouseCoopers as the auditor for the ensuing year. I note the automatic reappointment of PricewaterhouseCoopers as Vista Group's auditor under Section 270 of the Companies Act and the resolution is to authorize the Board to fix the auditors' fees and expenses for the 2026 financial year. Are there any questions from those present in relation to this resolution?

We have 1 question online. Mr. Stephen Mayne Yes, how long has PwC been the external auditor? When was the audit last competitively tendered -- and when is it next likely to be tended?

Yes. So PricewaterhouseCoopers was appointed as Vista Group's auditor in 2015. We've had 4 audit partners since that time. Mr. Corby started his term. He's completed 1 year. And so given his 1 year end, we have no current intention to tender at this time.

No further questions.

No further questions. Okay. There have been no more questions. If you've not already done so, now please select either for, against or abstain for resolution 1 on your voting card. Please submit your votes. [Voting]

Okay. You'll now see on the screen the number of proxy and postal votes that have been received for Resolution 1. We'll now turn to Resolution 2. The next item of business is the ordinary resolution for the reelection of Founder and Non-Executive Director, Murray Holdaway. Now Murray retires at this meeting and voluntary offers himself for reelection. I'm pleased to advise you that Murray's reelection has the unanimous support of the Board. Brief biographical detailed scenario included in the notice of meeting. As noted earlier, Murray was unable to attend this meeting and so has instead prepared a brief video, which we will play now before we take any questions. Murray has authorized me to answer any questions on his behalf.

Good afternoon, everyone. I'm sorry, I can't be with you today. I'm currently in Japan. I'm Mary Holdaway, a co-founder Invista and I have worked in the company for over 20 years. For most of that time, I was in the role I served as Chief Executive Officer of Vista Entertainment Solutions from 2000 to 2014 when Vista was a private company and then as Chief Executive of Avista Group from the company's IPO in 2014 until 2018. The from 2018 to 2024, I was the company's Chief Product Officer, focused on product vision and innovation for our global customers. Before Vista, I founded and led medicine systems from 1987 to 2000 and at that time, Madison was 1 of New Zealand's largest software companies. Madison had several cinema companies as clients, and that's when we began developing software for the film industry. Madison was also an original joint venture partner in Vesta Cinema, when it was formed in 1996, so I have been closely involved from the very start. Since Vista went public in 2014, I served on the board. I remain closely engaged with the company, excited about the progress we're making, and I'm committed to its long-term success. I bring to my role as a director, deep knowledge of the film industry from both a business and technical perspective, and a career grounded in software development, which is Vista's core competency. My part in building and scaling Vista globally was recently recognized when I was named the New Zealand Hi-Tech Awards flying kiwi for 2024. And I also hold 2 bachelor's degrees, 1 in mathematics and computer science and another in financial accounting. I remain a significant shareholder in Vista, and I'm committed to supporting the Board and management team with long-term product and client insights, and I'm proud to be able to contribute to the company's future. Thank you for your support.

And thank you, Murray. So resolution 2 is that Murray Holdaway be reelected as a Director of Vista Group. Do we have any questions online or in the room for Murray?

We have 1 question online from Mr. Stephen Mayne. Congratulations to our founder, Mary Holdaway, for receiving support from 99.45% of the directed proxies lodged ahead of the meeting and disclosed to the ASX shortly before the meeting commenced. Could you advise how many of the 2,559 shareholders voted on Murray's reelection. And when disclosing the poll outcome to the ASX, could you please conclude the headcount data like with the scheme of arrangement. This is a voluntary transparency measure that many ASX-listed companies now do in order to stimulate greater participation.

Thank you. Well, in terms of the number of shareholders. I mean, as you know, we've got a reasonably concentrated register as a small cap company. In terms of those -- the number of shareholders versus the number of shares held by them, we had 52 shareholders vote for, we had 38 give us open mandates, and we had 5 against and 3 from abstain. In terms of the other question, we want. -- voluntary disclosure of those numbers next time around. Look, we don't have any feedback from the majority of our register to go to that effort. So I don't think we'll be doing that moving forward for a small cap company. Thank you. So we now maybe see the number of proxy and poster votes that have been received for Resolution 2. And the next item of business is the ordinary resolution for the reelection of nonexecutive Director, Claudia Batten. Claudia retires by rotation at this meeting and voluntarily offers herself for reelection. I'm pleased to advise you that Claudia's reelection has the unanimous support of the Board. Brief biographical details for quality are included in the notice of meeting. I now invite Claudia to address the meeting and before we take any questions.

Hi. I'm Claudia Batten. I was first appointed to the Board of Vista Group in January 2021. And I also currently chair Serco. I serve on the Board of Air New Zealand, and I am Deputy Chair of Michael Hill International. I live full time on the Kapiti Coast north of Wellington after spending 20 years in the United States building businesses through their venture and entrepreneurial pathway. That dual lens a New Zealand base with an instinct for global markets is what I bring to bring into the Vista board room. The headline numbers for 2025 have been well covered, but I'd like to acknowledge the incredible work behind those results. The cloud delivery team have done tremendous work supporting and growing our customer base and continue to deliver on the growth objectives for Vista Group. The product and engineering teams moved AI from concept in beating assisted film scheduling, which is now live in Vista cloud. Behind the scenes, the team has also adopted AI-enabled tooling to improve engineering productivity and help compress delivery time lines. The Movio team shipped hyperpersonalize campaign tooling, the OneView team launched a world-first personalized daily pocket podcast on Azure AI and we launched ReACT, a pulse survey tool capturing real-time moviegoer sentiment and turning that into actionable insight. And a brand-new revenue line, Vista Payments was stood up from scratch and is now processing live transactions. SOC 2 Type 2 certification was achieved for Vista Cloud and Movie Exchange, which was a personal highlight for the Board as we remain cyber vigilant. Underneath all of this is the operational discipline that turns solid revenue growth into materially stronger margin and cash flow growth. From where I sit on the board, the quality of execution has fundamentally changed gear. Stu and his leadership team deserve real credit for that. I also want to acknowledge the dedication and passion of all of our people across the business as they have delivered these results in a period of substantial disruption in change. The moment we find ourselves in is equal parts, exciting and overwhelming. My career in the United States has built alongside major platform shifts and AI is possibly the biggest of them all. I've lived through balancing their overwhelm and excitement, and it's my absolute privilege to be part of Vista Group as it evolves to meet the challenge and opportunity of this moment. Vista Group is a New Zealand headquartered company holding a leadership position in a global category. This business has both the structural advantages to win in this era and a board with the breadth of talent and experience to support the company in navigating it. It's a genuinely exciting moment for Vista. I offer myself for reelection, and I thank shareholders for their continued support.

Thank you for Claudia. So are there any questions online for this resolution.

Yes, there's a question from Mr. Stephen Mayne. When Claudia Batten was last reelected in 2024, there was a 21.6% vote against. What was the issue 2 years ago and has anything changed in order to achieve today's 97.5% vote in favor, which you commendably disclosed to the ASX before the AGM commenced.

Look, I'll take that question, I think. It's probably easier. So for those of us in the room who have walked the history of Vista together, we'll remember a few years ago, what position we were when the world had its cinemas shuttered through Cohort -- and we went to a time where we were steering down the barrel of having no revenue, and we're having clients worried about their own viability. During that time and facing effectively a cash flow challenge, we just adopted a number of bespoke strategies to ensure the company's survival. One of them was to ensure that we arranged our comp structures in a way we were cash flow poor, we could hold on to our talent technology staff who are otherwise facing job offers. So there are some nonstandard features in our compensation structures that were put on for the company's survival. Now they don't necessarily meet some proxy firms views of what perfect is. But equally, they are not necessarily customized for all the individual circumstances company space. What I would say about our Board of Directors that were prepared to be brave and take decisions that are in the best interest of the company to ensure we look after our people so they stay with us through these times. So when you look back at the performance I talked in my address about how we've turned this company around back into profitable, cash flow positive, growing operating margin. You only do that when you hold your talent. Claudia took 1 for the team. She was on the rem committee that year. ISS indicated that they recommended a vote against, and we have some proportion of our register, which votes in line with ASX. I would just want to say to shareholders in the room again, if we strike bumps in the road where we have to take decisions that don't [indiscernible]. As a result, the Board does not have the information necessary to assist Mr. Mayne's skills and expertise against those required to determine under our corporate governance codes in New Zealand, whether he would qualify as an independent director. So I encourage shareholders to read the explanatory notes carefully before voting. Brief biographical details however, promos domain are included in the notice of meeting, and I now invite Mr. Mayne to address the meeting before we take any questions.

Thank you, Chair, and good afternoon, shareholders and the Board. Firstly, my platform that I submitted to be included in the 11 page Notice of meeting was unfortunately fully sensitive. So I'd just like to read it out now to put it on the record. So quite Stephen nominated for the Vista Board out of concern that it and most other listed New Zealand registered companies refuse to offer shareholders a nonbinding AGM vote to approve its remuneration report as is required in Australia and many other jurisdictions, including the U.S. and the U.K. The company declined at the request to follow the lead of 0 and Fletcher Building and was the remuneration report issue. Now if you put up a remuneration report, the vote could have been against the remuneration report rather than randomly against 1 of the directors who happens to sit on the Rem Committee. And then as the Chair said, took 1 for the team. Now I haven't previously asked Vista to do this to put up rem reports. They're just the first AGM that has come up when I decided to take my campaign to the next level because I'm going to read out the list of companies that I have asked to do remuneration report votes at AGMs in New Zealand over the last 2 to 3 years, which have refused -- and that's Fisher & Pike, A2 milk, Air New Zealand, Briscoe, Chorus, Contact Energy, eRoad Fonterra, Genesys Energy, Jansa, Heartland, KMD Meridian Energy, New Zealand King Salmon NZM, Oceania Healthcare, Circo SkyCity Entertainment, Sky Network TV, Spark New Zealand, Somerset Group and[indiscernible]. So it's not as if I haven't been politely asking for what is a standard practice in most other markets around the world, which is to show respect for the shareholders, the owners of the company, the people who hire the Board and management as the hired help to protect their capital. And for those people who've been hired to explain how much they're paid what the pay practices are and to seek approval for that each year from the owners of the company. So I think it's a reasonable request and I was disappointed that the Board turned my nomination into a debate about whether I filled some forming or something when I suggested that the Board should just recommend against and then sensed my platform. So nobody knew why I was running I've actually lodged a written question for the chair to answer as to how she was able to go around and sample shareholders on her roadshow about my platform and my platform had ever been published. So she was selectively briefing for institutional shareholders on wide run. So I'm entered to hear the answer from that. Thank you to the shareholders who have supported it. I think I've got 2.5%. It's small I'd appreciate if the head count data could all be disclosed as per the earlier question. Vista is a great company. It's doing so well. It's not a small cap as the Chair said, the market cap is now 450. So it's nothing personal against Mister which is a great company. I'm just hopeful as a governance campaign out that New Zealand can step up and embrace standard remuneration report voting.

Okay. Thank you, Mr. Mayne. Mr. Mayne has been -- put himself forward for election as a director through the legal process for that. So I think, look, -- let's just move to the resolution he's asked us to consider which his election as a director. Are there any questions on this resolution?

There's 1 online. Question from shareholders, Jarvis and Hoskins. Vista Group operates a global technology business. With culture judgment and reputation are critical at board level. Mr. Mayne, your career spans shareholder advocacy, journalism and public commentary. Part of that background includes a controversial article you published, which ranked female Australian government ministers by physical attractiveness. The article included degrading and derogatory language. How do you reflect on that aspect of your public record today? And why do you believe your experienced judgment and personal style would be a strong cultural and reputational fit for the Vista Group Board?

Is Mr. Mayne online? Would you like to respond to that question?

I mean I was the founder of Krake.com, which owned for 5 years, and we published tens of thousands of articles, some good, some bad, some controversial, some not I'm not going to get into the details of what a contributor put in from the government and then I withdrew I think, an hour later 25 years ago or something. So we go stand on my journalistic Regular. I'm a Walkley Award winning journalist. I'm a former Chief of Staff of the biggest tabloid in Sydney. I was the business editor of 2 papers I wrote the rear window column and the FinReview. -- started Australia's best-known website, newsletter, crai.com. So yes. But look, I'm not running to win I'm running to raise the issue of good governance of remuneration report voting. So I think that is the issue.

Thank you so much -- you've made that very clear. So thank you. So Kelvin, have we got any more questions on this resolution? All right. Well, if there are no more questions, if you've not already done so, please can you now select 4 against or abstain for resolution 4 on your voting card. Please submit your votes. So you'll now see on the screen the number of proxy and postal votes that have been received for Resolution 4 Okay. Thank you. That now concludes the formal business of the meeting. For those of you attending in person, representatives from MUFG will now collect your voting cards. Online attendees should submit your votes -- the results will be announced on the NZX and ASX at the conclusion of the meeting and other meetings that are open for general business. And I'd now like to give shareholders the opportunity to ask any more questions they might have. You can continue to ask questions in person or we'll address already submitted online. If we run short on time and are unable to ask your question online today, we'll endeavor just respond to you after the meeting. Are there any questions from those folks who are present here. We seem to have a -- we've got Brian over here,n who'd like to ask a question.

This 1 is for Stuart. The term with the recent announcement is operational excellence, and we're on the cloud journey. But just maybe for everyone, you could clarify the difference between where on the journey that is because my understanding is that is not yet fully cloud. It is a process to them getting there. So maybe that's something that would be helpful for people to understand.

Sure. Thanks, Brian, for the question. So most of our clients do go through a journey. We define the journey across 4 steps. The first on in the journey is what we call data empowerment, which is when our clients take out our data warehouse and what -- is what really sets the market sets them up for the event, which is all of our online commerce capability we then go in to all of the cinema sites and move all of the cinema servers and cinema POS infrastructure to the cloud as well. And so winnability. So the announcement we talked about with Cinepolis Mexico is a full operational excellence agreement. So they will go fully to Vista Cloud and use all of our functionality by the end of the year. So it's pretty damn cool. Yes.

Do we have other questions in the room? Do we have any questions online?

We do. We have a question from a previous director and shareholder Kirk Senior. Excellent performance, everyone. -- miss you all. In relation to the 2030 exit rate aspiration of $315 million, is this base on a global box office similar to what exists now? And if so, what is the upside potential of box office is, say, 10% higher?

Yes. Thank you, Kirk, and we missed you too. So thanks for the question. The aspiration is effectively that we take this year's box office and then we roll it forward using CPI. So it's the cleanest way for us to think about that in the future, and it's the easiest way for us to give guidance around how that aspiration has been constructed. So if CPI was to increase and cinemas took that up, then there could be some upside opportunity. Likewise, it would go the other way as well. But that's the way we build the aspiration is based on CPI for.

We've got 1 further question from Mr. Mayne. Given that the Vista Group completely censored my platform calling for Australian style remuneration report votes. How was the chair able to go on a road show and consult shareholders about the said platform when it wasn't included in the 1 page Notice of Meeting such that the 2,559 shareholders had no idea why I was running for the Board. Why did you sense the platform and then selectively brief certain large shareholders on what was in the unpublished platform.

Thank you, Stephen. So we have an annual governance roadshow. We are Chris Nicole, on behalf of Reman Comp joins me with our General Counsel to go and talk to a selection of our largest shareholders and the shareholders association -- and we also published a copy of that document that is on the exchange. So you can see that in all other shareholders can see it, too. In the course of that, we talk about the governance overlap, what's going on the company. We leave the management obviously to Stu and met to talk about that in terms of the results, right? So -- and the course of that, we ask at the end of these sessions have we got anything coming up for the meeting. We have to put -- we talk to them about the likely resolution through which directors are coming up for reelection and so forth. Now in the course of that, we did not necessarily give any details about you, but it's fair to say that a few other folks were familiar. And what the New Zealand Shareholders Association said to us, and I understand you've had a meeting with them, too, is that the issue here is you have used the process to be elected as a director to talk about putting a resolution for a rem report to the vote. Really, there is a process that is available to shareholders to actually put resolutions to the meeting that would actually go straight to that issue without putting it through the process of a director vote. If you go through the process to be put up for election as a director, we have to follow the law on the corporate governance standards, which forced the directors to make assessments on the eligibility and you decline to provide that information. So look, we're very open to all shareholders putting forward resolutions. There is that pathway as the New Zealand shareholders association of set, but to put self nomination for a directorship is in a completely different category, and we didn't have the requisite information. So I apologize if you're frustrated on that, but we do have to absorb our corporate governance standards in New Zealand, Are any more questions? All right. Well, that completes the business of the meeting. Thank you all for joining us today and for your continued support of Vista Group, and I'd like to enjoy those present for us to join us for light refreshments in the area so this meeting room and I now declare the meeting closed. Thank you very much.