WhiteHawk Limited (WHK) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen and welcome to this Extraordinary General Meeting of WhiteHawk Limited. My name is Giuseppe Porcelli. I am Non-Executive Chair of WhiteHawk Limited. I remind you that only shareholders present online, persons holding valid proxies and validly appointed corporate representatives have the right to speak and vote at this meeting. Joining us today are Ms. Lisa Wade, Non-Executive Director; Mr. Adrian Vallino Group Chief Executive Officer; Ms. Louisa Ho Company Secretary; Mr. Rod Somes from Computershare, our share registry; and Mr. Brian Hibbeln Non-Executive Director; and Mr. Demetrio Russo, Non-Executive Director on the call. As the resolution are related party transaction relating to myself, I will pass the floor to Ms. Lisa Wade to conduct the Extraordinary General Meeting. I would also like to confirm that all the applicable exclusions have been applied to the resolutions ahead of this meeting in accordance with the Notice of the Meeting.

Thanks, Giuseppe, and good morning, everyone. First order is the quorum, and I've been informed that there is a quorum. So therefore, this meeting is properly constituted, and I declare the meeting open. It's now 11:01 a.m. Good time you made there, Giuseppe. So just for facts, clause 13.1 quorum comprises of 2 shareholders present. So if anybody questions that, I'll leave the floor open for questions for a second. And just let me know, Louisa or Soo, if there have been any objections to that. And let's move on to the purpose of today -- sorry.

Confirming no objections, no queries.

Great. Okay. The purpose of today's meeting is to deal with the formal business as set out in notice 7 -- sorry, as set out on the 7th of September 2026. If there are no objections and in an effort to expedite proceedings, I propose that notice and independent expert report be taken as read. So I'll just leave a second for that. So I'm referring again, I'll repeat that is a little bit glitchy, that we released a notice on the 7th of September 2026. That included an independent report, and I'm going to take that as read if there are no objections. There we go. Further to the above, the minutes of our previous Annual General Meeting held in May 2026 has been signed and available for inspection should any member wish to see them. All resolutions at this Extraordinary General Meeting will be decided by a poll. Ensuring all eligible votes, including proxies are counted, shareholders, proxies and attorneys can vote in real time via Computershare's live voting platform, their [ in-live ] technology, from the start of the meeting until the Chair announces the closure of voting. The meeting concludes once all votes are cast with final results released to the ASX and published on WhiteHawk's website. Please refer to the notice of meeting for references and URL to voting. Should you have any issues or unable to access live voting, please contact Rod Somes, and he's on this call as well, I believe. He is rod.somes@computershare.com.au, and we'll give out his number if you e-mail us. But I believe that there is a public number there that if you are unable or have trouble voting today. On a poll, each shareholder, whether voting in person, by proxy or by representative, is entitled to 1 vote for every share. That's 1 vote for every share. Select for or against to cast your vote or select abstain if you choose not to vote. The Chair acting as the proxy must vote as directed, which is me. I'm stepping in for Giuseppe as mentioned at the beginning of the meeting. Other proxies are not required to vote. But if the proxy does so, the proxy must vote as directed. A proxy holder with open votes may vote as at their discretion. Is there any questions online around that process?

No questions.

Great. Thank you. We have received proxies from a number of shareholders. To streamline the meeting, details of each resolution and the corresponding proxy votes will be displayed on the screen. I do not intend to reach -- to read each of them out to you. Where the proxies have appointed me as their Chair and no voting directions are given, I will vote in favor of all resolutions in which I'm entitled to vote undirected proxies. In relation to the proceedings for today's meeting, I propose to deal with the formal items of business as set out in the notice of meeting. There will be opportunity for shareholders -- for shareholder questions. Shareholders may submit questions or comments through Zoom message function or for those shareholders who have joined us via telephone, please send your questions by e-mail to investors@whitehawk.com, and I believe that the team is monitoring that e-mail address as we speak, so we can take those questions live. Please keep questions brief and relevant. They will be addressed after the formal items of business, start your questions with Resolution or Other, so we can appropriately address your questions. There are 3 resolutions to be considered by the meeting. I'm going to step straight into those if I don't have any objections. Resolution 1, creation of a new class of securities, consideration performance shares. Details for this resolution, including proxies are on the screen. Please complete your voting in relation to Resolution 1. And I'm just going to play some hold music. I wish I had some music prepared in the background, which can be arranged. However, I'll just give everybody a minute to vote. And Louisa, maybe tell me when you think that there's a fair time to vote and you think everybody has had a chance. [Voting]

Yes, that's good, Ms. Wade. Good to go.

Excellent. So good to move on to Resolution 2?

Yes, all good. Confirming no questions have been received.

Amazing. Okay. Resolution 2 is acquisition of a substantial asset from a substantial holder, which in that definition is 10% plus. Details for this resolution, including proxies are on the screen. Please complete your voting in relation to Resolution 2, and we're going to pause and Louisa will again tell me if there are any questions. [Voting]

Ms. Wade, can I confirm if the slides are shown on the screen?

They are on my screen, yes.

Okay. Perfect.

You bet. You're at the end now. Need to go back 2 slides, yes. One more.