Web Travel Group Limited (WEB) Earnings Call Transcript & Summary

Ladies and gentlemen, good morning. It's now just after 9:00 Melbourne time, and I'd like to extend a very warm welcome to you to the Web Travel Group Annual General Meeting for 2025. My name is Roger Sharp, Chair of the company, and I'll be chairing today's meeting. I should have opened by saying we should have a swarejar up here if anybody refers to the company's old name, a dollar goes in, it's very easy to do. I'd like to begin by acknowledging the traditional owners and custodians of the land on which we meet today, the Wurundjeri people of the Kulin Nation. Our Company Secretary, Tony Ristevski, confirms that a quorum is present and that no other items of business have been notified. Therefore, we'll work to the agenda published with the notice of meeting. I now declare the meeting open. Today's meeting has been convened as a hybrid meeting, and I thank you all for taking the time to either join in person at W Hotel or online via the Computershare platform. For members attending the meeting in person, could you please turn off your mobile phones, any photographic equipment and recording devices. I'd now like to introduce my fellow directors who are present. Joining today to my left are our Managing Director, John Guscic; to my right, Remuneration and Nomination Committee Chair and Non-Executive Director, Brad Holman; our Audit Committee Chair and Non-Executive Director, Denise McComish; Non-Executive Director, Rachel Wiseman; Non-Executive Director and Chair-elect of the Remuneration and Nomination Committee, Melanie Wilson; and Non-Executive Director, Paul Scurrah. All directors are present in person. I'd also like to take the opportunity to introduce senior members of the Web Travel Group management team. There are too many to call out, so I'll inevitably miss some of I try. So I'm going to start by acknowledging our Chief Financial Officer and Company Secretary, Tony Ristevski; and our Global Chief Operating Officer, Shelley Beasley. Finally, I'd like to acknowledge the presence of our audit partner from Deloitte, Chris Biermann, who has led the audit of the company's accounts for the third successive year. There'll be 2 major components to today's meeting. Firstly, an update on the business; and secondly, the formal business of the meeting. I'll start by making some introductory remarks about the business about FY '25 and subsequent events in my Chair address, and then I'll hand over to John, who will update you on your company's performance and outlook. We'll then move to the formal notice as set out in the notice of meeting published on ASX. I'll start by tabling the company's 2025 financial year annual report and accounts. I'll then formally farewell our 2 recently parted directors, Katrina Barry and Don Clarke. We'll then put the 6 resolutions to be voted on to the meeting. Just a few words on questions and voting. All share and proxy holders will be given an opportunity to ask questions or make comments today. For those shareholders and their representatives attending in person, please raise your blue attendee card when called upon to do so, you may speak once you've been acknowledged by the Chair of the meeting. We'd certainly appreciate if you would identify yourselves. For those attending online, you can submit questions or comments from now until the close of the meeting using the online platform. To ask a question verbally, please follow the instructions below the broadcast window on the virtual meeting platform, and the moderator will facilitate your participation. To ask a question in writing, just press the Q&A icon on your screen, select the topic your question relates to, type the question in the text box and press the same button. Written questions can be submitted online at any time during the meeting and will be addressed at the appropriate time. I'd encourage shareholders who are attending online to submit questions or comments as early as possible. Due to time constraints, we may run out of time, and I actually propose to limit the number of questions to 5 per person. If you have more than 5 questions, you want them address, please come up to us and see us afterwards or e-mail and we will be very happy to respond. I'll take questions and comments first from those attending in person, followed by any questions and comments from online attendees. Online questions may be moderated or if we receive multiple questions on the same topic, they may be joined together. We do -- all right. So all resolutions today are ordinary resolutions and will be passed by a simple majority. The voting restrictions are included in the voting restrictions section of the explanatory notes in the notice of meeting. Voting will be held by way of a poll on all items. I appoint Michael Hutchison from our share registry, Computershare Investor Services as the returning officer. To provide you with enough time, I'll shortly open the poll and voting will remain open until I declare the poll closed at the end of the meeting. For share and proxy holders attending in person, you've got a blue attendee card with instructions on the reverse. If there's anyone attending in person who believes they're entitled to vote but hasn't got a blue card, please make your way out to reception to registration and speak to the Computershare team. By completing the voting paper, you are deemed to have voted in accordance with those instructions. In respect of any open votes a proxy holder may be entitled to cast, you need to mark a box beside the motion to indicate how you wish to cast your votes. Shareholders and attorneys of shareholders need to mark a box beside the motion to indicate how you wish to vote. Once you've completed the voting paper, please print your name at the bottom and sign it. One of the Computershare team will collect your completed voting paper at the appropriate time. For share and proxy holders who are attending online, the vote icon will appear at the top of the screen on the Computershare virtual meeting platform. Selecting the icon will bring up the resolutions and present you with voting options. To cast your vote, simply select one of the options. There's no need to hit enter as the vote is automatically recorded. A tick will appear to confirm receipt of your vote and you can change it up until the time voting is declared closed. To do so, just select click here to change your vote and select a different option to override your previous choice. If there are technical difficulties during the meeting, we do have discretion to determine whether and how the meeting should proceed. If I'm required to exercise this discretion, I'll have regard to the number of shareholders impacted and the extent to which participation in the meeting is affected. If you experience any difficulties, please consult the online user guide at computershare.com/virtualmeetingguide or contact Computershare on 03-9415-4024. I now declare voting open on all resolutions. I'll give you a warning before closing voting at the end of the meeting. During the formal business of the meeting, we'll display the proxy votes received on the screen before voting by poll is conducted. You'll note that the votes received prior to the meeting were posted to ASX last night after the close of trading. I'll now recap briefly on the 2025 financial year, and then we'll pass to John for a more detailed commentary on FY '25 and the outlook for the business. FY '25 marked the demerger of the company's B2C division into Webjet Group, enabling Web Travel Group to focus on and build WebBeds, our global B2B travel distribution division. After receiving overwhelming shareholder support, the demerger was completed on 30 September 2024. And it has, in our view, breathed new life into both businesses, which are considerably more focused. In FY 2025, WebBeds continued to build revenues and market share in a large market in which we can keep growing for years to come. Unfortunately, our take rate on gross revenues was lower than we expected, in part due to a change in product supply mix and in part due to our own actions. These factors resulted in quite disappointing revenue and EBITDA outcomes. Remedial action has been taken. Margins have now stabilized, and we're confident that we're back on track. As reported in this year's annual report, which reflected the performance of the WebBeds business only with FY '24 restated to reflect the pro forma WebBeds business, FY '25 bookings were AUD 8.4 million, up 20% compared to FY '24. TTV was up 22% to AUD 4.9 million. Revenue was up 1% to AUD 328.4 million. Group underlying EBITDA was AUD 120.6 million, down by 13% and underlying net profit after tax was down 22% to AUD 79.2 million. Reflecting the lower-than-anticipated revenue and EBITDA outcomes, no short-term incentives were payable to the management team or employees in respect of FY '25 performance. The company's transition to a new ERP system from 2021 -- FY '21 to FY '24, replacing multiple legacy systems has introduced automation, but it did uncover historical supplier payment and debit balance errors, which required some financial restatement. This process is now complete. A quick word on capital management. During the year, we took steps to minimize the potential dilution effect of the AUD 250 million convertible note that's in place. They're due for redemption or conversion in April 2026. We undertook 2 capital management initiatives. Firstly, we invested in a hybrid financial asset, providing access to 8.4 million shares in the company. And secondly, we completed AUD 150 million on-market buyback, buying back 31.2 million shares. The company has cash on hand and undrawn committed facilities to meet any redemption event without compromising our strong balance sheet. I'll move quickly to governance. The demerger saw Don Clarke and Katrina Barry leave the Board to take up positions with Webjet Group. Since then, we've been recruiting directors. I'm pleased to say that Rachel Wiseman joined in January, and Melanie Wilson and Paul Scurrah have joined more recently in July, and we'll be seeking confirmation of their respective appointments today. On sustainability, we continue to take steps to prepare for the new mandatory climate change reporting regime. This year, we refreshed our emissions baseline for the new group and are developing an emissions reduction pathway to an informed target setting. This year's sustainability report included this new baseline and Australian sustainability reporting standards aligned climate section as a dry run ahead of our first mandatory report next year. I'll close by giving a vote of thanks. It's been a year of quite profound change for this company. I would like to thank the directors and the management team for their efforts in getting us through the demerger and to our shareholders for their ongoing support. I'll now hand over to John for his Managing Director's address.

Thank you, Roger, and good morning, and welcome. In February of 2013, we launched the WebBeds business, and we sold AUD 17,000 worth of hotel rooms. And the trajectory from 2013 all the way through to COVID was unrelenting TTV growth, revenue growth and by definition, EBITDA growth over that journey. So we had a great journey until the end of 2019. And we were annualized doing AUD 2.6 billion in TTV. So from humble beginnings, we've had a tremendous growth over that period. COVID came, and we had to restart the business again. So in restarting the business from virtually 0 in a significantly more compressed time frame, we've got to AUD 4.9 billion in TTV. So FY '24, great year, great growth, great profit growth. FY '25 has been a very poor year by our standards. It's the first time that we have significantly underachieved against expectations that are created internally, and we have missed the budget by a significant component. As Roger touched on, it all relates to the take rate. Our underlying business and our volume was vastly superior to all of those in our comparative peer group set. We grew from circa AUD 4 billion to AUD 4.9 billion at a TTV level, and that's up 22%. The issue is revenue didn't grow anywhere near that rate. So we went from circa 8% take rates in FY '24 to 6.7%. And the consequence of which is we didn't achieve our profit targets and our EBITDA was below last year. And Roger has gone through the numbers, but underlying EBITDA was only AUD 120.6 million for the group. Underlying NPAT only AUD 79.2 million for the group, and cash at bank was quite strong. If I go to the key metrics of our business, the extreme left-hand side shows the success we have with the business model that we have in play. We are and still remain -- we have been, we are and will be the market leader in acquiring share in a highly fragmented attractive market opportunity. And you can see the numbers, notwithstanding the challenges we had on take rates where bookings have now gone to AUD 8.4 billion and TTV AUD 4.9 billion. I've covered off the revenue and EBITDA, and I'll talk a little bit about what's driving our overall success in the marketplace. If we look at it, we think there are 3 pillars of driving TTV growth, one of which is what is the underlying market growing at? We just call that, that's the existing portfolio. And last year was a strong year for travel in financial year '25, where the underlying market was growing at 5%. And on top of that, we look at what do we do to increase either supply or demand. And I'll talk a little bit about that in a second because all value is created from supply, but you have to have customers that we're selling it to. So during the year, we grew a combination of new hotels that we sell and new customers that we sell to that accounted for roughly 5% of our growth. But the thing that's most impressive about our business is our conversion rate. That is using a retail metric, same-store sales. So for the exact same customers, how did we perform? We were up 13% over the course of the year. So you add those numbers and you get to 23% at a euro constant currency basis of growth. What's happened to our business and continues to happen to our business and will drive the significant opportunity for us over the next 3, 4, 5 years is the network effect of adding more hotels and more customers makes us more relevant to each end of that distribution chain and therefore, makes us a more integral partner, which gives us a high degree of conviction around getting to AUD 10 billion by 2030, and we'll talk about that in a second. The major failing that we undertook during FY '25 was the collapse in margins. And Roger covered off some of the issues of what contributed to that collapse. And this is an explanation of what we're doing to address those. There were 6 factors that contributed to our reduction in TTV margin. Some of them relate to decisions we made. Some of them relate to the demerger and the lack of focus that we, as a management team had across the portfolio of our business, which is a complex business. It's a high-volume business. So we need to ensure that we have full visibility across all elements of underlying trading and be able to respond to those. And our business continues to evolve. It's not the business that it was when we were selling AUD 17,000 in February of 2013, and it's certainly not the business that it was in 2019 when we did AUD 2.6 billion in sales. The business continues to scale, and we continue to grow, and we have opportunities to accelerate that. So if you go to the next slide, it talks about how our underlying bookings is double what it was pre-COVID, which is unprecedented in any other travel company on a global basis. There's nobody else at our scale that's been able to deliver that irrespective of whatever hotel or accommodation provider you're looking at, we are the market leader in growth. And our TTV has almost doubled, but that's a reflection of different elements. We're selling a lot more domestic inventory, which comes at a lower average booking value. And we're selling a lot more inventory in North America, which is, again, lower length of stay and therefore, driving the TTV number to be slightly down on the underlying bookings growth. But irrespective of whichever measure is what you benchmark us on, whether it's TTV growth or whether it's bookings growth, nobody else over that journey has grown as quickly as we have. Now does that mean we're not going to -- we're going to continue to see a continual degradation of our take rate? Unlikely. And I'll talk a little bit about what we expect to happen this year and a little bit about the actions we have taken over the course of the last 9 months to address what could have been a potential declining take rate for us going forward. I mentioned earlier that all value is created out of supply. For us, we have had a unique business model. The reason why we have been successful and we have grown as fast as we have over the journey is because we're not exclusively directly contracted supply or we're not exclusively through third parties. We try to optimize the mix of things where we have a one-to-one relationship with the hotel and where we have third parties who can provide long tail, last-minute bookings or things that we don't have access to that are economic for us to get as a hotel as a consequence of our direct contracting model. Now what has happened over the course of FY '24, those 2 things got out of kilter. We saw an excess sale of third-party inventory at lower margin and not enough focus on our directly contracted hotel inventory. It got to the stage where we were circa 60-40 directly contracted historically and 40% through third parties, and that got to almost 50-50 during the course of FY '24. Now it is starting to shift the other way and partly because of our continued investment in our supply of directly contracted hotels. And here, we talk about what we're going to do on this slide, which is what we have done. What we -- where we have significant coverage already where we don't need to invest is Europe and the Middle East, but where we do need to invest, which are the fastest-growing regions in our portfolio, which is in North America and in Asia. And we have ramped up our direct contracting capabilities in both of those regions, and we think that will drive significant benefit for us in FY '27. So let's focus on what our world looks like. We are -- as a pure play, and we are now completely a pure-play B2B wholesaler now that we have demerged from Webjet. And the consequence of which is we are the second largest pure-play B2B wholesaler in the world. Having been the second largest pure-play B2B wholesaler, we only have, we think, roughly 3.3% of global market share. There is no runway that is [indiscernible] significant headroom for us to continue to grow at the rates that we have and be the market leader. So our ambition, which has been on tap now for 18 months is that by the end of FY '30, we will be delivering $10 billion in TTV, which is circa double what we achieved last financial year at 50% EBITDA margins, which are some of the healthiest EBITDA margins, not just in the travel industry, but of any industry. So the ability for us to convert $1 of revenue into $1 of profit is in a small minority of companies that have that capability. And we have done that historically, and there's no reason why we won't be doing it going forward. So let's give you an update on first half '26 trading. this is where everyone online pays attention, right? They don't really care what I said up until now about the strategy and anything else that drives value. They just want to plug the number into the spreadsheet. So I want to help them. I want to help them because over the course of the last 18 months, there's been a lot more public available information about B2B intermediaries and B2B wholesalers than there was 2 years ago. There's been 2 companies that have IPO-ed that are direct competitors and partners of ours. And one of the largest travel businesses in the world has segmented their results to focus on their B2B element of that particular organization. And you would think with more information, there will be greater certainty and clarity about our business. And yet, if I responded to every analyst or investor calls, it seems that all that's done has created uncertainty or there are read-throughs that are applicable to another business that doesn't have the growth profile of us, and that applies to what's happening to our business, which is a completely fallacious way of looking at our underlying business because notwithstanding the poor performance that we had in FY '24, we've been remarkably consistent. And if we tell you stuff is going to happen, usually, it does happen. So I just want to revisit some of the things we said at the end of FY '25's results. So if you look at WebBeds using euro as the functional currency, we said we would deliver margins of at least 6.5%, and we'll tell you why that's stellar in a second. So deliver margins at least 6.5% for the full year, no change to that as we sit here today at the AGM. We said our TTV margin will be lower in the first half. Yes, it will. And no change. It will be somewhere between 6.2% and 6.4%. Again, I'll talk about that in a second with more detail. We said our expenses will grow in high single digits, correct. We said our full year EBITDA margins are expected to be between 44% and 47%. That's still correct. Our CapEx will be in line with the money that we committed to the CapEx programs in FY '25, no change. Now what has happened, and this is a little bit funky, but in the end, it doesn't really change anything fundamental to our business. But the weakness in the U.S. dollar, which is our largest currency of trade, we have a very large North American business. And our Middle East business, virtually every currency in the Middle East is pegged to the U.S. dollar. So even while our functional currency is the euro, we actually trade more in USD than we do in euros. And that's been a headwind with the complete -- the continuing weakness in the U.S. dollar. And as recently as this morning, it's another 1% of a headwind as it continues to weaken. So that's what we've said about the business other than FX, which all powerful that I am not, I cannot influence that. But if I could, I would have called it out in advance and being an FX trader, I wouldn't be here getting the scrutiny that I'm about to get. So that would be a better outcome. So we move on to what is the consequences for us as a group in essence in Aussie dollars. We said the corporate costs would be roughly AUD 24 million, no change. We said D&A would be AUD 28 million. That's AUD 31 million driven by the FX change of functional currency we spoke about. Underlying net interest and finance costs to be 15%. We said mid-teens. It's going to be 16% due to less interest income, which Tony can talk about. Tax rate to be 17%, no change. Cash conversion to be greater than 100%, no change. And just for more clarity, the first half, as it will be in every year, will be significantly greater than 100% and the second half will be a little bit weaker. But at the full year, it will be circa 100% cash conversion for our business. And the FX impact, notwithstanding what I described as the headwind of the USD when we translate euros into Aussie dollars, we are up circa 8%. So that is a net benefit to us at this particular juncture. So that's what we said, and that's where we're up to on some of the key drivers of what are the outputs of -- or the inputs that drive the outputs of our business. So have we gone? Notwithstanding everything that's occurred, including the significant amount of cancellations driven by the Israel-Iran conflict over that 2-week period. We're still, as I calibrate, the fastest-growing travel business over this 6-month period. Now I say that with one caveat that no one else has put their numbers out, but this is our forecast numbers for what TTV and bookings would look like. But we have seen Q1 of ours against everybody else's, and we're growing faster in Q1 than all of our competitors. Margins have stabilized, as I've already spoken about. So overall, TTV in Europe, up mid-teens, America up mid-20s, Asia Pacific, Europe, low teens, Middle East flat. Now that's clearly going to be a drag on our growth rate overall because as everyone who's scouring me back looking at what did we give as our update at the end of May when we gave our full year results, Middle East was plus 30% for the first 8 weeks of trading, and we anticipate it being flat. So that shows the impact of the Israel-Iran conflict to that particular region and what happened to bookings in our ecosystem over that particular journey. So where does that leave us as we look forward to the half year results? So in Aussie dollars, we expect to be delivering at least AUD 3.1 billion -- and that compares to last year's AUD 2.6 billion. I'll just talk a little bit about margin then because I then want to come back and describe why that's such a stellar result. But our margins for the first half in FY '24 were 6.7%. That included our DMC business, which is a business that we had called JacTravel, and we sold that business, and it contributed about 0.2% to our overall margin. So 6.7% to 6.5% is the like-for-like comparison of the underlying margin. What we have delivered is $500 million incrementally, at exactly the same margin as we delivered the original AUD 2.6 billion. So margin hasn't been impacted as we continue to drive the growth that we're talking about. And we'll obviously have a whole lot more color when we get to the half year audited results. Bookings are actually ahead of the TTV in USD that I spoke about on the previous slide, where bookings are closer to mid- to high teens. And overall, we are still targeting record EBITDA in FY '26. Back to you, Roger.

Thank you, John. I'll now invite share and proxy holders attending in person to ask questions or make comments relating to either my address or John's, but not relating to the formal business of the meeting. Could you please raise your blue attendee card if you wish to speak to the meeting. Once you've been handed a microphone, if you could state your name and who you represent before asking your question. Any questions, folks? Henry? Microphone coming.

I'm not too sure if I should be asking this question right now or for when you talk about the financial statements, but I think it's applicable to both. My name is Henry Stevens. I'm from the Australian Shareholders' Association. The ASA believes that the annual report has a number of shortcomings, and I'd like your assurance that these important changes will be made the 2026 annual report. First, we believe there should be a disclosure in the annual report of how long both the audit organization and the audit partner have been in place and the date of the last competitive audit tender. We believe this is important information for retail shareholders and should be clearly disclosed in the annual report. The second improvement is that the Board skills matrix that appears in the corporate governance report does not show the skills of each director. The ASA believes a genuine matrix where each individual director is listed across the top of the page and the various skills appear -- of each director appear on the left-hand side. This approach tends to lead to more realistic assessments of directors and allow shareholders to better judge what each director brings to the table. I know it's pretty easy for people to work out which director it is, but it just makes it so much easier for retail shareholders so that they don't have to do any work. So that would be really good if you can do that. Now the next thing, this approach -- sorry, -- can you also include in the remuneration report a 5-year history of the CEO and the CFO's STI and LTI payout percentages. This is an excellent way of demonstrating the fairness of the targets set by the Board. And finally, one of the most requested items the ASA received from retail shareholders is a 5-year summary of revenues, EBIT, EBITDA, net profit and dividends in the annual report. I know the company hasn't been around for 5 years, but I'd like you to undertake to put that data into the annual report in the future. Thanks very much.

Well, Henry, you're right. That probably fitted better into the questions on the annual report, but here goes. To your 4 questions, yes, no, yes, yes. So starting with disclosure on how long the audit partner has been with us and the date of tender, very happy to disclose that going forward. Board skills metrics, as we chatted about a couple of times, we actually looked at the ASX 300 in some detail to see how they reported corporate governance rule 2.2 from memory, sets out the prescribed procedure and the protocol for almost all ASX 300 is to provide a general skills matrix for the Board. We think that it's not a hard thing to do to look at individual directors' backgrounds as specified in the annual report to work out what their skill sets are. So that is a no from us. On the remuneration report, a 5-year history of CEO remuneration, very happy to do that. And item 4, 5-year summary of financial performance. As you pointed out, Henry, it wasn't something that we were able to do having just demerged. But going forward, we're very happy to cumulatively present time-based results. Thank you. Sir, you had a question.

Yes.

There's a microphone coming.

Just a small quote first. Up until I came here, I wasn't convinced that you've made a successful [ pipeline ] demerger. But my question is I'm only a small shareholder with 8,000 shares. When will you be making like dividends again, please?

It's a fair question. Thank you. The next waypoint we've got to consider dividends and capital is in April next year when our $250 million convertible note will either be redeemed for cash or converted to equity. On the current trajectory, who knows? It could be redeemed for cash, which will require us to use our cash facilities and potentially some undrawn debt. We see ourselves as a growth business. I think John's narrative moving from last year's run rate, $5 billion of TTV to $10 billion means that we see ourselves dedicating our capital to growth. So as I sit here today, there is no plan to introduce a dividend, but I wouldn't want to call that out too soon. Let's see what happens with the convertible note in April '26. We'll make a call after that.

That will be after the -- this year's financial results?

Correct. Any other questions from the floor, please?

[ Michael Raydar ], I'm a private investor from [ Ocean Grove ]. There's a lot of information about AI and the impact it's going to have. And I'm just wondering what -- John, maybe a question for you. What do you think the biggest impact -- negative impact of AI will be on WebBeds?

I wake up in the morning and I look for the sunshine as opposed to looking for the rain. So I try to think of AI, what it can do positively for our business. And that's a separate question, which you haven't asked, so I won't answer that. But I'll talk about what the negative implications are. If I go back to the central tenet of what our business is, we have -- on this side, we have 500,000 hotels. And on this side, we have the equivalent of, say, 50,000 end users who consume those hotels. And what we provide is a pipe that connects those hotels to those end users. I don't know how AI is going to simplify the distribution of that information from here to there and then confirming it there and sending the financial records back to here. So what we fill in our role as an intermediary is to connect those 2 ends of the pipe. Now we, as a business -- and we have circa 2,000 people who talk every single day with our hotel partners and they see nothing on the AI front that's going to stop the distribution that they have. Now within the distribution chain, there might be an emphasis on AI-enabled OTAs or AI-enabled tour operators. So the end consumer may change, but the connectivity, which is the role that we play is highly unlikely to change. Now that's my view today. If there are other advantages or things that change with the way AI is implemented across our ecosystem, I could update the answer. But at this point, very, very limited in that connection between supply and demand.

Thank you. Any other questions from the room? Carolyn, anything online, please?

Okay. Thanks very much. I'll now move to the formal business of the meeting. The minutes of the previous Annual General Meeting held on 29 August 2024 and the Extraordinary General Meeting of members held on 17 September 2024 being in order were signed and are tabled for the information of shareholders. The Notice of Meeting and explanatory statement were made available to shareholders on the 25th of July this year in compliance with the company's constitution, and I propose to take them as read unless there are any objections. The first item of ordinary business on today's agenda is to receive and consider the financial report, the directors' report and the auditor's report for the company for the financial year ended 31 March 2025. Although this isn't a voting item, we'll be pleased to receive questions and comments; and our auditor, Chris Biermann, is also available to answer questions on the conduct of the auditor's report, the company's accounting policy or the independence of the auditor. I'm just going to check. Carolyn. I believe there were no written questions received prior to the meeting.

There were none.

Right. Okay. Thank you. I'll now invite shareholders and proxy holders to submit or ask questions or make comments relating to this item of business. Could you please raise your blue card if you're present and wish to comment or make a question? No questions. Anything online, Carolyn?

No, there's none.

All right. Thanks very much. A vote of thanks and a farewell. We'd now like to formally report our thanks to Don Clarke and Katrina Barry for their service to the company. Katrina and Don resigned as directors on 24th June and on 30 September, commenced their new roles as CEO and Chair of Webjet Group. Don was with us for 16 years, and we'd really like to recognize his many contributions to the Board of this company. And we also wish Katrina every success in her new role. I'd also like to point out that my colleague to my right, Brad Holman, who has been with us for at least a decade.

11 years, Roger.

11 years, is -- this is his last AGM, will be leaving the Board on 30 September. And I would very much like to thank Brad for a great service, great advice and counsel over a number of years. So we'll now move to today's resolutions, which will all be voted on by a poll. I'll give you ample warning before closing the poll after the conclusion of the final item of business. Resolution 1 relates to the election of Rachel Wiseman as a director. Under Rule 10.11 of the company's constitution, the appointment of a director must be confirmed by shareholders at the next Annual General Meeting. We appointed Rachel as a Director on the 15th of January this year and are now seeking shareholder confirmation of that appointment. Rachel's background is set out in the Notice of Meeting. I'll now hand over to her to say a few words in support of her election. Rachel, time to sing for your supper.

No. Thanks, Roger. I was, as Roger said, really privileged to be appointed to the Board in January this year. I'm a member of both the Risk Committee, and the Remuneration and Nomination Committee. My executive career has and continues, and I started as an accountant, then became a lawyer and an operator. I've worked across lots of industries, telecommunications, media and entertainment, travel and tourism. And I now lead NRMA's investments, strategy, M&A, and I have operational oversight of some of its key marine tourism and travel businesses. I have a deep expertise in strategy and governance as a result of that background, underpinned by career leading companies through transformation and growth initiatives. As CEO, Member Capital at NRMA, I have led the repositioning of the organization as a major investor in domestic tourism. We own now holiday parks, hotels, resorts, cruise lines, tourism experiences and SIXT car rentals. It's really honed my ability to align capital allocation to long-term strategic objectives, ensuring sustainable value creation for all of our stakeholders. As I said, I began my career as an accountant before I became a lawyer. And that really bedded down a foundation in corporate governance, regulatory compliance and risk management, skills that continue to inform my approach as a director today. I've been on multiple boards in the past, private boards, including the Travelodge Hotel Group and Elenium Automation, which is another travel technology business. I have other directorships, but they are all linked to my role at NRMA other than a long-standing role supporting my family making wine in New Zealand. Given the impact of travel and tourism on people and place and having experienced that firsthand growing up in New Zealand, I'm passionate about shaping the future of travel through strategic foresight, disciplined government -- governance and innovation and recently did the MIT AI strategy course to make sure that I was across how AI would move the industry. So I am very grateful that I have an opportunity to bring my combined legal, operational and investment expertise to help serve Web Travel Group navigate regulatory operational complexity and capitalize on its growth opportunities. And I'm looking forward, if you permit me to continue my role as a Nonexecutive Director, in bringing all that past learning and experience to bear. Thanks.

Thank you, Rachel. I now draw shareholders' attention to the proxy votes received as shown on the screen. If there are questions on this resolution from shareholders or proxy holders attending in person, please raise your blue card. Henry?

Henry Stephens from the ASA. Look, just looking at your very good resume, it looks like your -- this is the first time that you've occupied a position as a director of a major listed Australian company. [Audio Gap] and what that involves?

It involves meeting lots of people, asking lots of questions and reading lots of documents. And I was grateful to spend time with Shelley, Tony and John to learn about the business. I also had experience of the business through the hotels that we operate as well. So I know the value of independent hotels having connectivity to a large market, which is really exciting. I've also been General Counsel of a listed entity. So we -- I've got firsthand experience of how to navigate some of those risk and compliance elements as well. Thanks for your question.

Any other questions from the room? Thank you. Carolyn, any online questions relating to this resolution?

There are. Roger, there's one from [ Stephen Mayne ]. What was the recruitment process through which we recruited Rachel, Paul and Melanie as new directors of Web Travel Group during the year? Which recruitment firm assisted with the process? And how many unsuccessful candidates did the full Board interview? Sorry, there's also more. Should I just continue with it?