Wellnex Life Limited (22W0.F) Earnings Call Transcript & Summary

And with that said, it's 9:01, and I confirm that we have quorum and present and we declare our meeting open. The meeting today will be divided in 2 parts. I will provide you a short Chair speech, then we will conduct the formal part of the meeting, and we allow questions during each of the formal part. On my side, I give you a brief. It's been 2 months since I have been step into the role. And during this time, I have opportunity to speak to many of the shareholders, and I have appreciated the open and candid feedback I have received from many of you. My immediate focus has been to put a clear turnaround plan for the company and transition a successful plan forward. We only have great brands, Pain Away, which has the potential to be globally significant. Our business now is structured to accelerate the growth of the Pain Away, both within domestic and international markets. In parallel, we are strengthening and expanding our contract manufacturing services, and we are going to improve our margin further in that area and building a stronger recurring revenue. To ensure that we have focus, we are deprioritizing some of our non-core assets. We are consolidating underperforming brands, and we have seized investments in new brand creation. This will allow us focus on our core initiatives, and we have taken action to reduce our operating costs even further. As a result of that, to date, we have streamlined our headcount. Back in June, we were 14 full-time members. And today, we are seeing around 7. We have reassessed our trade spend to ensure align with our sales targets. We have improved our margin across that, and we have realigned our customers and suppliers agreements to sort of par with our strategic priorities. As a result of this action, we are on track to reduce our annual spend operating by up to 40% compared to the last year where we were sitting at $10.8 million. Some of the savings will be realized during the FY '26, with the full benefit expected for the year after. These initiatives will position Wellnex to reach a cash flow positive performance and strengthen our financial foundation. With that said, I will release a formal presentation on Monday, and in my Chairman's speech online that has been released today, there's a link to that if you guys all wish to register for that. I'm fully committed to delivering our mandates and creating value for our shareholders, and we are building a stronger, more focused and exciting Wellnex as we're going forward. And I'm very confident on our path forward. And I thank you for your support today on this. Now we'll move to more second part of the meeting, which is more formally considered and to vote for the resolution. If any of the shareholders wish to speak during the meeting, would you please raise your hand or online, and we acknowledge and we can proceed from there. Whether you're a shareholder or a proxy, for a shareholder, you will be given an opportunity to ask a question. Please limit these questions to the matters relating to the resolution being put into the meeting. Visitors are not permitted to ask any questions, obviously. The cards being used today, which you would have received via the desk, green for your shareholders, yellow for non-voting shareholders, which I don't have and white for visitors. The proxies that have been received for resolutions relating to the meeting are held by Company Secretary. The company has received 20,412,236 valid proxy voted in respect of the resolution. We are permitted and I will be voting undirected proxies received at my discretion in favor of each resolution. The Notice of Meeting has been circulated to all members in accordance with Wellnex Limited in constitution and our Corporate Act and will be taken as read. There are a copy of Notice of Meeting at the registration desk, if you would like a copy. Okay. The first item of the business is to receive and consider our financial statements and the report of the year-end to 30th June 2025. This is a discussion item only and does not require a resolution. I formally tabled the financial statement of the company and its controlled entities for the year end to 30th June 2025 and the related directors' report. Directors' declaration and auditor's report are setting out in our company's 2025 annual report. Are there any questions with respect to the business in relation to this? Okay. Mr. Nicolas and from our auditor teams from Brillion are here to answer any questions. Are there any questions from our shareholders with respect to our auditor regarding the content of the audit report or the conduct of the audit accounting policy adopted by the company or financial report or independence of the auditors? Okay. If there are no questions, I ask Company Secretary to record the audit financial statement and related report of the -- for the year ended 30th of June 2025 have been received and considered by shareholders. I will now move to the resolutions. In accordance with the constitution of Wellnex, I now declare the poll is to be conducted for each of the resolutions. I'll take the resolutions to be considered and voted by shareholders and read and displayed on each slide. Do we have a slide? Perfect. Mr. Nicholas Benbow and [indiscernible] from our auditor teams from William Buck are here to answer any questions. Are there any questions from our shareholders with respect to our auditor regarding the content of the audit report or the conduct of the audit accounting policy adopted by the company or financial report or independence of the auditors? Okay. If there are no questions, I ask Company Secretary to record the audit financial statement and related report of the -- for the year ended 30th of June 2025 have been received and considered by shareholders. I will now move to the resolutions. In accordance with the constitution of Wellnex, I now declare the poll is to be conducted for each of the resolutions. I'll take the resolutions to be considered and voted by shareholders and read and displayed on each slide. Do we have a slide? Perfect. Resolution 1, adoption of remuneration report. To consider and if thought fit, pass the following resolution as an ordinary resolution, that the remuneration report of the company and its controlled entities for the year ended 30th of June 2025 to be adopted. The proxy voting results is outlined on the slide. Are there any questions on this? Given no questions, I will move to resolution 2a. Given the next resolution concerns the election of myself as a Director, I will pass the meeting to Eric for this resolution.

Okay. So resolution 2a, election of Mr. Ash Vesali as Director. To consider and if thought fit pass the following resolution as an ordinary resolution, that pursuant to the company's constitution and for all other purposes, Ash Vesali having been duly appointed to the Board on 18th September 2025, to fill a casual vacancy, retires as a director of the company and being eligible, offers himself for election, be elected as director of the company. The proxy voting results is outlined on the slide. Are there any questions or comments regarding this resolution? No. I will pass the meeting back to you.

Thanks, Eric. I move to resolution 2b, election of Mr. Ruari McGirr as a director. To consider and if thought fit, pass the following resolution as an ordinary resolution that the pursuance of the company's constitution and for all purposes, Ruari McGirr have been duly appointed to the Board on the 17th March 2025 to fill a casual vacancy retire as a director of the company and being eligible, offer himself for election and be elected as a director of the company. The proxy voting results is outlined on the slides. Are there any questions?

Where does he reside?

He's based in U.K. And I believe he's online at the moment.

All right. Given no questions, I will move to resolution 3. Ratification of prior issues of the shares and for placement. To consider and if thought fit, pass the following resolution as an ordinary resolution, that for the purpose of ASX Listing Rule 7.4 and for all other purposes, shareholders approve and ratify the prior issues of 1,111,111 fully paid ordinary shares as set out in the explanatory memorandum following this notice. The proxy voting result is outlined on the slide. Are there any questions with respect to this one? Given no question, I'll move to resolution 4. Resolution 4, ratification of prior issues of shares for capital raising services. To consider and if thought fit, pass the following resolution as an ordinary resolution, that for the purpose of ASX Listing Rule 7.4 and for other purposes, shareholders approve and ratify the prior issues of 100,000 fully paid ordinary shares as set out in the exploratory memorandum following this notice. The proxy results is outlined on the slide. Resolution 5, ratification of prior issue of shares, convertible notes refinance. To consider and if thought fit, pass the following resolution as an ordinary resolution, that for the purpose of ASX Listing Rule 7.4 and for all other purposes, shareholders approve and ratify the prior issue of 500,000 fully paid ordinary shares as set out in our explanatory memorandum accompanying this notice. The proxy voting result is outlined on this slide. Are there any questions from anyone? Given no question, I'll move to resolution 6, ratification of prior issues for shares consideration for extension of Pain Away deferred consideration payment tranche 1. To consider and if thought fit, pass the following resolution as an ordinary resolution that for the purpose of ASX Listing Rule 7.4, for all other purposes, shareholders approve and ratify the prior issue of 480,770 fully paid ordinary shares as set out in explanatory memorandum accompanying this notice. The proxy results are outlined on the slide. Are there any questions from anyone? No further questions. Resolution 7, ratification of prior issues of shares, convertible notes conversion. To consider and if thought fit, pass the following resolution as an ordinary resolution that for the purpose of ASX Listing Rule 7.4 and for all other purposes, shareholders approve and ratify the prior issues of 840,546 fully paid ordinary shares as set out in the explanatory memorandum following this notice. The proxy voting results is on the slide. Any questions from anyone? No questions. I'll go to resolution 8, ratification of prior issues of shares, consideration for extension of Pain Away deferred consideration payment for tranche 2. To consider and if thought fit, pass the following resolution as an ordinary resolution that for the purpose of ASX Listing Rule 7.4 and for all other purposes, shareholders approve and ratify prior issues of 403,226 fully paid ordinary share as set out in our explanatory memorandum following this notice. The proxy voting results as outlined. Are there any questions with anyone? Given no questions, we go to resolution number 9, ratification of prior issue for shares, undertaking fees. To consider and if fit, pass the following resolution as an ordinary resolution that for the purpose of ASX Listing Rule 7.4 and for all other purposes, shareholders approve and ratify the prior issues of 646,153 fully paid ordinary shares as set out in the explanatory memorandum following this notice. The proxy voting results are outlined for this one. Any questions from anyone? We'll transition to resolution number 10, ratification of prior issues of shares, corporate services and convertible notes conversion. To consider and if fit, pass the following resolution as an ordinary resolution that for purpose of ASX Listing 7.4 and for all other purposes, shareholders approve and ratify the prior issues of 2,183,948 fully paid ordinary shares as set out in our explanatory memorandum following this notice. The proxy voting results is outlined on the screen. Are there any questions with respect to resolution 10? We move to Resolution 11, ratification of prior issue of pre-IPO options. To consider and if fit, pass the following resolution as an ordinary resolution that for the purpose of ASX Listing Rule 7.4 and for all other purposes, shareholders approve and ratify the issue of 847,826 share -- options are set in the explanatory memorandum following this notice. The proxy voting results are on the screen. Any questions with respect to resolution 11? With respect -- we transition to resolution 12, approval of issue of options. To consider and if fit, pass the following resolution as an ordinary resolution that for the purpose of ASX Listing Rule 7.1 and for all other purposes, shareholders approve and authorize the issue of up to 1,732,283 options to Strand Hanson and Orana on the terms and conditions set out in the explanatory memorandum following this notice. The proxy results are outlined. Are there any questions with respect to that? I will move to resolution 14, noting that the company has withdrawn the resolution 13 at the prior meeting. Resolution 14, approval of 10% placement capacity. To consider and if fit, pass the following resolution as a special resolution that for the purpose of Listing Rule 7.1a and for all other purposes, approval is given for the company to issue up to additional 10% of issued equity securities by way of placement over a 12-month period, on such terms and conditions more particularly described in our explanatory memorandum following this notice. The proxy voting results are -- any questions? Okay. I mentioned all resolutions earlier -- I mentioned earlier, all resolutions will be voted today by way of poll, which is open and naturally conducted by Computershare. I allow you a few minutes to complete your voting if you haven't. [Voting]

Thank you. We're closing the poll. I now declare the polls closed. As mentioned earlier, we will publish the meeting results in the ASX later today. I now formally close this meeting. And now thank you all for joining us.