Bremworth Limited/Announcement
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2018 Annual Meeting – Speeches and Presentations

AGM29 October 2018BRWConsumer Discretionary

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CAVALIER ANNUAL MEETING SPEECHES

30 October 2018

SLIDE 1. WELCOME

Good morning and welcome to the 34th Cavalier Corporation Limited Annual Meeting.

My name is Alan Clarke and it is a great pleasure to be standing here for the first time as your

Chairman.

Before we start .... A few housekeeping matters ... In the unlikely case of an emergency please follow

directions from the venue staff present and head to the nearest exit which is clearly marked behind

you. Please then walk to the main doors on the lower level via the stairs for Gate G that you would

have entered from. From there gather in the car park in front of the building. The rest rooms are

located in the western part of the pre-function area outside.

I would like to open by acknowledging the Timpson family who are unable to be here today and note

their long association, along with Grant Biel and the Biel family, with Cavalier. Tony Timpson and

Grant Biel founded Cavalier and Grant remains a director of the company. Both the Biel and

Timpson families remain important and valued cornerstone shareholders to this day.

I would also like to acknowledge all other shareholders who have been able to attend today’s

meeting in person and to all those who are streaming the meeting live. And welcome to the

company’s auditors, KPMG, representatives from our banking partner the BNZ and all our

professional advisors present.

We also have a number of our staff and senior management here today. They are very experienced

and passionate about our company. Please feel free to have a chat to them after the meeting

finishes about the business and their roles.

Next year is a big one for us. 2019 marks the 60

th

birthday since the Bremworth Carpet Company

was founded by Doug Bremner in 1959. In 1988, the Bremworth Carpet Company was acquired by

Cavalier Corporation Limited which in turn was founded almost 50 years ago in 1972 by Tony

Timpson and Grant Biel.

We plan to mark these milestones through a number of events that I hope many of you will be able

to attend and I again acknowledge Grant Biel who started at Bremworth as a young engineer in

1964, 54 years ago, and who was our longest serving employee, and is now our longest serving

shareholder and Board member.

At today’s meeting you will hear from both myself and your CEO, Paul Alston. We will cover our

performance for the year ended 30 June 2018 and Paul will outline our new strategy and business

focus.

Following our presentations, there will be an opportunity for discussion and please can I ask that you

leave any questions relating to the presentations to that time.

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We will also answer any questions you may have on the resolutions at the time they are proposed

and there will be a further opportunity at the end of the meeting for you to ask any other general

questions about the company and our operations.

At the close of the meeting, I invite you all to stay and share some light refreshments with the

management team and your Board. A copy of the speeches and slide presentation from today’s

meeting will be available on our website and they have been posted to NZX.

The Notice of Meeting and the 2018 Annual Report and financial statements have been circulated or

made available to shareholders, and as a quorum is present, I declare the meeting open.

We have received apologies from Sarah Haydon, the Timpson family and Rochelle Flint ...... are there

any others?

Thank you.

The minutes of the 2017 Annual Meeting held on 31 October 2017 were confirmed as a correct

record by the Board of directors on 30 November 2017. These minutes are available for inspection at

the back of the room and are also available on request.

All voting today will be by way of a poll. This means that every share counts as one vote.

If you have NOT already cast your votes or appointed a proxy, you should have your voting forms in

hand so that you can vote today. For shareholders joining us online, they will be able to vote by

selecting and submitting their option later on during the meeting.

Shareholders who have cast postal votes, or appointed a proxy to vote on their behalf, ahead of the

meeting will not be voting today and will not need a voting form.


SLIDE 2. BOARD OF DIRECTORS

Before I introduce the Board, I am sorry to advise shareholders that Sarah Haydon suffered a boating

accident over Labour Weekend and she is still recovering at home and sends her apologies.

Sarah has announced that she will be retiring from the Board at the close of this meeting. She has

been a Director for six years and Cavalier’s Chair for three years. During that time Sarah saw the

company rationalise manufacturing and divest significant assets in New Zealand and Australia,

reducing debt and streamlining operations. Her long business and governance experience has very

ably assisted Cavalier through this difficult period. I extend our sincere thanks to Sarah and wish her

well.

Sarah asked that I pass on the following message to the meeting;

“I am very sorry to be missing this, my last AGM. I suffered a serious back injury over the holiday

weekend and won’t be able to travel for a while. I would like to thank our shareholders and my fellow

directors for giving me their support over the last few years. It has been a privilege to serve the

company through some tough years.”

Our thoughts and best wishes are extended to Sarah.

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I was delighted to join the Board just after our last Annual Meeting and have been impressed with

the ability, experience and engagement of all Cavalier’s Directors.

I’ll ask each Director to raise their hand please – John Rae (Chairman of the Remuneration

Committee and Deputy Chairman), Dianne Williams, Grant Biel and George Adams.

George is the latest appointment to the Board and he is standing for election today. He brings a

wealth of commercial and governance expertise to the Board and you will have the opportunity to

hear from him later.

Grant Biel is also standing for re-election under our director rotation policy.

I am also up for election by shareholders today as I joined the Board in November last year after the

2017 Annual Meeting and took up the role of Chairman in April of this year.

Finally, at the front table is Paul Alston, our CEO. Paul leads an able and strong leadership team,

many of who are here today and they will be more than happy to talk with you at the end of the

meeting.

Can I ask all Cavalier management and staff present to stand ... Thank you


SLIDE 3. FY18 A TURNAROUND YEAR

Until fairly recently, there was little competition for wool carpet and synthetics didn’t exist in the

quantities that they now do.

The company had a dominant footprint and an enviable following. Wool was king and prices were

strong and the company built on that great base and brand presence, producing attractive and

growing earnings for shareholders.

However, no market is static and there were a series of seismic industry changes, with new

competition from imported carpets, a consolidation of retailers, the introduction of synthetics, and a

declining wool clip with volatility in currency and raw material costs.

Some hard decisions were necessary, culminating last year in a restructured manufacturing base and

the sale of non-core assets and excess yarn and carpet stocks that significantly reduced debt.

The 2018 financial year saw an important and pleasing recovery after a very difficult restructuring

period and a disappointing result in 2017. I am pleased to say that is now behind us and we now

have clarity and purpose to build on our recovery going ahead.

While we will continue to offer a range of carpets that customers want, our focus is now firmly back

on wool – given our heritage, our expertise and our brand reputation - and going forward, our

efforts will be turned towards being a marketer of high quality, environmentally responsible carpet

solutions ... not simply a manufacturer.


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SLIDE 4. SALE OF CAVALIER WOOL HOLDINGS (CWH)

Following the end of the 2018 financial year, we announced the sale of our 27.5% shareholding in

the CWH wool scouring business for $13.5 million.

We considered the sale to be in the best interests of shareholders even though it was lower than our

book value, necessitating a non-cash write down of $11.8 million.

Our book or carrying value of all significant assets is continually assessed by the Board for any

impairment and is formally measured at period ends.

We followed our valuation methodology policy for CWH, taking into account the forward view of the

demand for scoured wool, the stability of the New Zealand wool clip, the greasy wool price impact

on scouring volume and then looking at CWH’s forward cash flows to determine a discounted cash

flow and present value for our shareholding. At year end, this analysis determined that the current

book value should remain intact. Our auditor reviewed this work and concurred.

On the 17 September, we were formally made aware of the Ferrier offer and we heard that our

partner shareholders would be accepting it. This necessitated a special board meeting on the 19

September. We then requested scenario analysis and legal advice and we referred the matter to the

26 September Board meeting for formal consideration and announced that we were in discussions

with a potential industry purchaser for our shares in CWH.

After additional analysis, the Board met again and we advised on 28 September that we had

accepted the offer.

The purchaser is an experienced wool scour operator and past shareholder in CWH and the offer

made was seen as commercial, fair and reasonable.

There were a number of factors to consider which were crystallised by this offer;

 Firstly, following our strategic review, we did not consider that part ownership of a wool

scour is a core standalone investment.

 Access to scoured wool is also not dependant on ownership in a scour.

 Importantly, our CWH investment, in our view, was not likely, in the near to medium term to

yield a cash dividend as all CWH retained earnings are required to be reinvested in

maintaining the plant and reducing CWH’s bank debt.

 In addition we believe that there would be capex requirements to fix building issues that

would most likely require additional company investment.

 The offer came from an experienced operator and owner of wool scours. If the offer was

not taken up, then our analysis indicated that any future sale prospect would need to come

from similar experienced industry investors. Direct Capital and ACC Investments, both

shareholders in CWH and experienced venture capital investors, had indicated they would

not invest but sell their investment at this value.

 We also saw that the purchaser had funds in place and that a full settlement would be

completed in a few days, providing transaction certainty.

 The sale would enable us to reduce Cavalier’s debt to very comfortable and conservative

levels. And as there would be no CWH dividend, it would in fact improve Cavalier’s cash

flows in the short to medium term through reduced debt levels, which we felt would benefit

shareholders.

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 Finally, our gearing ratio would fall from 29.5% to 21.6% on a Debt to Debt+Equity basis.

This would give us future debt capacity and allow us to consider investments that would not

only pay cash dividends but that would enhance our core business strategy of marketing

high end carpets.


SLIDE 5. STRONGER FINANCIAL PLATFORM

Our net debt position continues to improve and has been a major focus for management over the

last 12 months. The CWH sale has reduced current debt to around $18 million, and we are expecting

the year-end debt position by June 2019 to be lower again from free cash flows.

We have listened carefully to many of you with respect to your wish for a reintroduction of

dividends.

We see dividends as an integral part of shareholder value creation and an essential element of our

financial strategy.

We are fully committed to the reintroduction of a sustainable dividend programme. While we have

one good result under our belt, and considerably lower enterprise debt, we need to carefully

balance the timing of a reintroduction of an annual dividend against our core operational

performance to ensure it is repeatable and sustainable.

We too look forward to the company being able to resume the payment of annual dividends in the

near future.


SLIDE 6. AN EXCITING FUTURE

We are genuinely excited about our future with our new clear strategic focus as a marketer of high

end carpet solutions.

 We have a very strong financial platform to support growth initiatives;

 We have an in depth knowledge of the market opportunities; and

 We have a team of passionate and talented staff supporting us,

Thank you and I will now pass over to Paul who will talk more about our progress and plans.


SLIDE 7. CEO PRESENTATION, PAUL ALSTON

Thank you, Alan.

Good morning everyone.

As I discussed at last year’s AGM and as Alan has outlined, we have gone through significant change

in the last couple of years.

With this necessary restructuring behind us, we can now focus on our new and revised strategy,

something we have been developing over the last 12 months and some of which I will share with you

today.

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SLIDE 8. OUR COMPANY

Cavalier is now predominantly a carpet business – comprised of Cavalier Carpets, our carpet entity,

and Elco Direct, our wool procurement business.

Through Cavalier Carpets we manufacture, market and sell carpets to customers across New

Zealand, Australia and targeted international markets. We do this using our Cavalier Bremworth

and Norman Ellison brands.

Our manufacturing operations now span Whanganui, Napier and Auckland and we have sales and

marketing offices in Auckland, Wellington, Christchurch, Sydney, Melbourne, Brisbane, Adelaide, and

Perth.

Raw wool is dyed and spun into yarn in Napier, dyed wool is felted into yarn in Whanganui and all of

it, together with synthetic yarns we import, is made into carpet in Papatoetoe.

Cavalier also owns wool buying business Elco Direct, which has a loyal customer base throughout the

North Island.

We have made significant change to our business in the last couple of years, to address our over-

capacity and better align both this capacity and our capability to our markets. All our manufacturing

facilities are now operating more efficiently, with capacity to expand if demand increases.


SLIDE 9. RESETTING OUR BUSINESS

Before we talk strategy and realising future growth, I thought it important to recap on what we’ve

done over the past few years to transform Cavalier and ensure a positive future for our business.

The changes have been significant but necessary to put Cavalier back on track.

This has included reducing warehousing and distribution centres from two to one; consolidating

carpet tufting operations from two to one; and consolidating our carpet yarn spinning operations

from four to two. We also closed two distribution centres in Australia and outsourced these

functions.

At a business level, we introduced synthetic carpets under the Cavalier Bremworth brand; exited out

of the loss making Australian tile manufacturing business; and developed and expanded our felted

yarn capability.

We have also restructured the New Zealand administrative functions; sold non-core property in

Australia to reduce debt; exited the NEC Auckland site in September 2018, which will deliver

significant cost savings; and most recently, sold our shareholding in the wool scouring business.

So all in all, a very busy few years! The significant costs associated with the changes and disruptions

caused by the restructuring are now behind us.


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SLIDE 10. YEAR IN REVIEW

It was pleasing to report an improved performance in FY18 with increased profitability, positive

cashflows and reduced debt.

Revenue was $148.1 million, down 5% mainly due to first quarter supply issues in wool products

following the consolidation of the spinning operations, and some general softer market conditions

flowing through in both New Zealand and Australia.

The $6.0m profit turnaround is a move in the right direction and a big improvement from last year,

with much room for further improvement in future years.

We generated in excess of $12.0m of operating cashflows, which enabled a $10.8m reduction in net

debt – this is compared with a negative $5.1m cash out flow the previous year.

We continue to experience lower wool prices and a more favourable NZD/AUD cross rate which

contributed to improved margins last year. This is in addition to careful expense management.

The manufacturing consolidation is now well behind us and we are producing the required volume

to support our sales teams and stronger margins should continue into 2019.

Following some of the most difficult wool trading conditions in history, Elco made a very respectable

profit on what is a very small asset base. This is a relationship business that has been managed

extremely well and provides a great service to its customers on minimal overheads. This business

also supports our high end wool strategy focus.


SLIDE 11. A NEW STRATEGIC FOCUS

The change in defining our strategy is subtle but profound.

Cavalier has always been a good marketer - but we have also defined ourselves primarily as a

manufacturer which sells the carpets it makes.

While that is still the case, the shift to being firstly a marketer of carpets means a ‘customer first’

focus. We will look at our customers and ensure we are alive to market changes, fashion trends and

those quiet seismic changes, like the introduction that was seen with synthetics.

We are and will remain a proud and highly successful manufacturer – but we will also ensure that we

are not simply making great carpets, but that we are making desirable carpets that our customers

want and which generate strong and sustainable margins.

The change as I said is subtle - but it is fundamental to a successful future.

We are now moving our focus to profitable growth and we have a number of investment initiatives

under way to achieve that in the 2019 financial year.

As we roll out our new strategy - to build a great high margin New Zealand flooring business by being

a marketer of high end carpet solutions - we are confident we are on track to long-term sustainable

growth, with improving margins and quality earnings.

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We have identified three key pillars to help us achieve this: Marketing and Product Development;

Sales; and People.

Underpinning these pillars. Technology and Manufacturing support will be required. We will invest in

a new IT system this year replacing our 30 year old system that has served us admirably but is well

past its use by date.

And now that we are producing the required volume from the manufacturing plants, efficiency

improvement will remain a focus. This is an area we are putting a lot of resource into, particularly

Napier where we have a new management team in place.


SLIDE 12. MARKETING AND PRODUCT DEVELOPMENT PILLAR

Our marketing and product development efforts will be centred around our new high margin

strategic focus – particularly wool.

It is our intention to transform from carpet manufacturer to smart carpet marketer.

This will require increased investment in our marketing and product development functions.

We will build on the success of our Cavalier Bremworth World of Difference positioning and

integrate and promote our New Zealand wool story and quality proposition.

Cavalier Bremworth was and still is a market leader in product development. For the past two years

we have challenged the product development team to create new and exciting products with a point

of difference, and we will be progressively launching these into the market over the next 12 months.

A couple of the products we have recently launched are on display today and Amit Gupta, our

product development manager, is here with a couple of concepts we are currently working on. At

the conclusion of the meeting he will be available to discuss what he is doing for those who are

interested. Investment in research and development and creating ranges that command a premium

is a priority and critical for our success.

With our increased marketing investment, it is our intention to do more in Australia, particularly

within the trade, with a focus on wool and the highly valued Cavalier Bremworth brand. Australia is a

much bigger market than New Zealand and we believe that is a significant growth opportunity for us.

The awareness around plastics and its impact on the environment is becoming much more

prominent. As you are probably aware, many supermarkets are banning plastic bags globally and

there is considerable research being done on the disturbing impact of plastics in the oceans and food

chain – this “anti-plastic” sentiment is building strongly and we are experiencing a shift back to

natural woollen textured products, something which we are well placed to take advantage of.


SLIDE 13. OPPORTUNITY IN THE GLOBAL WOOL MARKET

We recently commissioned a US market research firm to explore wool carpet opportunities in the

rest of world wool markets (outside of Australasia). Wool carpet is our heritage and currently the

majority of our sales are in Australia and New Zealand.

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The research identified wool carpet opportunities for us in these rest of world markets, particularly

in North America and the UK. We have recently undertaken market studies to explore some of these

opportunities and will be presenting some of the new products to potential customers in these

markets in the next few weeks.

Once again understanding our market, listening to our customers, high quality manufacturing

capability, leading edge product development and having a range of unique products are all critical

to our success.


SLIDE 14. DOMOTEX GERMANY

For the first time in our history, Cavalier will have a stand at the annual trade show in Domotex in

Hanover Germany in January 2019.

Domotex is the largest and most important flooring trade show globally and we will be displaying

our new woollen products and a number of concepts we are considering launching.

Ag Research Wool New Zealand will be accompanying us and have a space in our area – they will be

promoting the benefits of New Zealand wool backed by their research. Ag Research have been

doing a considerable amount of work on plastics and its impact on the environment which fits nicely

into our push of high-end woollen products.


SLIDE 15. SALES PILLAR

It is our intention to be the market leader in New Zealand for high end carpets, to grow our market

share in Australia and selectively expand our presence in other Rest of World Markets.

We are encouraging both our sales teams and our trade customers to focus on higher margin sales,

particularly wool products, and we are providing both training and sale incentives.

We are carefully considering new market options and investment channels – and currently assessing

opportunities to expand our presence. For example, we are developing higher end, niche market

opportunities with interior designers and architects and will continue to promote innovative

products, such as rugs.

Our rug offering was launched at the start of this year in order to complement the growth in the

hard flooring segment and keep us relevant.


SLIDE 16. WOOL TRAINING KIT

Training and educating our retailers to sell wool again and promote its virtues, in addition to

environmentally friendly synthetic carpets, is important and we recently introduced wool training

modules for retailers.

These have been very successful and due to the interest generated, we have launched a training

module for our exclusive recycled synthetic Econyl fibre. We have one of these wool kits here on

display today and Dean Chandler, our GM of NZ sales, is happy to talk to those who want to have a

closer look.

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SLIDE 17. PEOPLE PILLAR

Investment in our people is vitally important for our success.

We want to create a great place to work from the inside out and Cavalier is a business as much

about its people as it is about its products – the two are intimately linked.

The best strategies will not succeed if we do not have an engaged work force and therefore

investment in this area is important. Strengthening and building our organisation culture is a priority

and we are putting processes and resources in place to support this.

We are focused on attracting key talent and growing and retaining talented people. Having a great

culture within our business is essential for this.


SLIDE 18. OUTLOOK FOR FY19

We are making great progress but there is a great deal still to do. The market has been quiet in the

first quarter this year, however, we are anticipating another year of improving financial

performance.

We are and will continue to increase our investment in essential manufacturing capex and

expanding our direct and indirect marketing investment.

We continue to experience lower wool prices and a more favourable NZD/AUD cross rate. Demand

for wool continues to grow with environmental factors becoming more prominent.

The manufacturing consolidation is now well behind us and we are now producing the required

volume to support our sales teams, making great carpets that our customers want and giving our

customers confidence that we can supply.

We are continuing to target efficiency improvements in manufacturing with further gains still to be

realised and strong margins should continue in 2019. With our substantially reduced debt, we are

in a strong position to invest in our core business as well as identify and capitalise on growth

opportunities.

Our balance sheet will continue to improve from free cashflows notwithstanding our increased

operational investments.

So this is a big investment year for us. We will continue to invest in our core business operations,

particularly into a new IT system, customer relationships, expanding global presence and innovation,

support marketing, as well as exploring investment opportunities and growing our market presence.


SLIDE 19. THE FUTURE

We are excited and optimistic about our future and the new strategic direction we have set for

ourselves.

There will always be challenges to address and overcome and we are focused on delivering an

improved performance and value for shareholders.

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We will continue to build on our leadership position in wool and increase the focus on high-end,

higher margin products.

There are growth opportunities in woollen products outside of New Zealand and to support this, we

will be investing in R&D and marketing – innovation and market led product development is critical

for our success.

We have seen a steady reduction in sheep numbers in New Zealand in the last 35 years – from 70

million to around 28 million today – and with the current low wool prices, there is a call to action for

the industry to promote wool as a desirable high end product.

Cavalier is playing an important role in this – we want to see New Zealand’s wool industry positioned

as one of the best in the world and we can do that through the manufacture, marketing and sale of

high end woollen carpets.

As Alan has said, we are moving towards the Cavalier Bremworth Group’s 60

th

birthday. We do this

with a clear purpose, knowing that we are building our business and brands into something that our

founders, shareholders, staff and customers can all be proud to have a part in.

Thank you for your time today. I will now pass you back to the chairman for the formal part of the

meeting.


SLIDE 20. SHAREHOLDER DISCUSSION

Thank you Paul.

I would now like to invite questions in relation to the annual report or today’s presentations. There

will be an opportunity to ask questions about each resolution as they are put to shareholders to

vote.

Please note that only shareholders, proxy holders or corporate representatives of a shareholder may

ask questions. For the purposes of addressing questions from shareholders, we will deal with those

from shareholders present at the meeting first before dealing with questions from shareholders

participating online.

If you have a question, could you please raise your hand and wait for the microphone. Please clearly

state your name if you are a shareholder, or, if you are a proxy holder or corporate representative,

please state the interests you represent.

Those shareholders participating online should similarly identify themselves and submit their

questions by typing into the textbox within the webcast interface and Linda Arbuckle will read these

out so that the questions can be heard by the meeting.

PAUSE

Shareholders also submitted several questions prior to the meeting. A question relating to the CWH

sale has been addressed within the presentation. A second question was on marketing spend and I

will hand this over to Paul. The last question was on directors’ fees and I will respond to this shortly.

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SLIDE 21. RESOLUTIONS

I would now like to move to the resolutions before the meeting. These were notified in the Notice of

Meeting and explanatory notes have been provided.

Voting on each of the resolutions in the Notice of Meeting will be by way of poll.

Only shareholders who have not already voted, proxy holders or corporate representatives of a

shareholder may vote on today’s resolutions.

Please use the voting paper you received in the mail or were given when you registered for this

meeting.

For shareholders joining us online, you can vote by ticking the appropriate boxes on screen and

submitting your vote.

Following each resolution, please complete your voting paper by ticking “FOR”, “AGAINST” or

“ABSTAIN” in the appropriate place on the form. Please do not tick the “DISCRETION” box.


SLIDE 22. RESOLUTIONS

Resolution one: Auditors

The first resolution is to record the reappointment of KPMG as auditors of the company and

authorise the directors to fix the auditors’ remuneration.

Are there any matters for discussion or questions from the floor?

Q & A

Thank you. Please tick the appropriate box on your voting form to vote on this resolution.


Resolution two: Re-election of Grant Biel

The next resolution is for Grant Biel’s re-election. He retires by rotation and has put himself forward

for re-election. The Board considers Grant to be a non-independent director and unanimously

supports his re-election.

I would now like to invite Grant to say a few words.

GRANT TO SPEAK

Thank you Grant. Are there any questions from the floor?

Q & A

Thank you. Please tick the appropriate box on your voting form.


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Resolution three: Election of Alan Clarke

The next resolution is regarding my election so I’ll ask John Rae to chair the meeting for this

resolution.

First, a bit on my background ....

Thank you, I’ll now pass over to John.

ALAN TO SIT, JOHN TO STAND

Thank you Alan. The Board considers Alan to be an independent director and unanimously supports

his election.

Are there any matters for discussion or questions from the floor?

Q & A

Please tick the appropriate box on your form to vote on this resolution.

I’ll now hand back to Alan.


Resolution four: Election of George Adams

Then next resolution is in regards to the election of George Adams as a director.

George is a professional director with a wealth of governance experience. He is currently a director

for Tegel, chairman of Worksafe’s Occupational Health Advisory Board, Chairman of the Business

Leaders Health and Safety Forum and sits on the board of a number of private companies.

He was previously managing director for Coca-Cola Amatil New Zealand and Fiji and he is a

Chartered Member of the IOD and is a Chartered Accountant. If elected, George will take over as

Chairman of the Audit committee following Sarah Haydon’s retirement at the close of this meeting.

The Board considers George to be an independent director and unanimously supports his election.

George, would you like to say a few words.

GEORGE TO SPEAK

Thank you. Are there any matters for discussion or questions from the floor?

Q & A

Thank you. Please tick the appropriate box on your form.


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Resolution five: Director remuneration

The final resolution today is in regards to Directors’ remuneration. The Directors’ fee pool was last

increased in 2007, 11 years ago. The directors are seeking shareholder approval for an increase in

the pool from $350,000 to $450,000 per annum

This allows the company to remunerate directors at an appropriate level, particularly given the

number of years since the last fee increase and the considerable developments in governance

requirements since that time.

We are very conscious of the company’s recent financial performance. However, it is my duty to

attract and retain high calibre directors on your behalf who will add value to Cavalier and our future

strategy.

The Board took into consideration the benchmarking report provided by PricewaterhouseCoopers

and we sought separate independent advice from a number of parties.

Are there any matters for discussion or questions from the floor?

Q & A

Thank you.

Please tick the appropriate box on your voting form to vote on this resolution.

As previously advised in the notice of meeting, the directors and their associated persons are

disqualified from voting their own shareholdings or discretionary proxy votes on this resolution.

COLLECTION OF VOTING PAPERS

The voting papers will now be collected. Please ensure you have signed the form.

If you have any difficulty, or do not have a voting paper, please raise your hand and someone will

assist you.

We received postal and proxy votes ahead of the meeting, of approximately 26 million shares

representing 37.7% of the total number of shares in the company.

Our auditor, KPMG, will act as scrutineer for the poll and will confirm the final results of voting on

each of the five resolutions after the meeting.


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SLIDE 23. OTHER BUSINESS AND CLOSE OF THE MEETING

That brings the formal part of the meeting to a close. Is there any other business shareholders would

like to discuss regarding today’s presentations or our progress?

PAUSE

In closing, I would like to thank shareholders for your continued support and for your attendance

today.

A summary of proceedings and voting at today’s annual meeting will be released to the NZX and

posted on the company’s website once the results are available.

That’s the formal business concluded. We’d be delighted if you could join us for refreshments at the

back of the room.

---

Annual Shareholders’ Meeting
30 October 2018

Cavalier Corporation | Annual Meeting 2018
Board of Directors

2

G C W (Grant) Biel

T H G (George) AdamsA W (Alan) ClarkeS E F (Sarah) Haydon

Retiring at today’s meeting

J M (John) Rae

D V (Dianne) Williams

Leadership Team

CEO: Paul Alston

CFO: Victor Tan

GM Australia: Michael Richardson

National Sales Manager NZ:

Dean Chandler

GM Product Development/ Marketing:

Rochelle Flint

GM Manufacturing: Craig Wallis

GM Comms/Culture: Lenska Papich

Cavalier Corporation | Annual Meeting 2018
FY18 has been a turnaround year for Cavalier Corporation.

As we roll out our new strategy, to be a marketer of high

end carpet solutions, we are confident we are on track to long-

term sustainable growth, with improving margins and

quality earnings.

The Board, management and staff are excited and optimistic

about our future, particularly the company’s renewed focus

on wool, and the opportunity this presents locally and globally.

3

•Sale of 27.5% interest in Cavalier Wool
Holdings Limited for $13.5m in cash

•The sale includedthe property held by

50% owned CWS Assets Limited which had

been leased to CWH

•Proceeds have been offset against

borrowings

•Non-cash write-down of $11.8m

Sale of Cavalier Wool Holdings

4

Cavalier Corporation | Annual Meeting 2018

Sale in best interests of the company:

•In line with new strategy to be a

marketer of high end carpet solutions

-not just a manufacturer

•Secured a long term scouring and

access agreement

•CWH investment did not yield a cash

dividend to Cavalier

•Significant future capex identified

•Major focus on debt reduction over
the past twelve months.

•Making good progress and further

reductions expected in the short

term.

•Further reduction in borrowings

post-sale of CWH wool scouring

business.

•Committed to re-introduction of

dividends as part of long term

financial strategy.

Stronger Financial Platform

Debt position continues to improve

5

58.8

59.0

53.9

32.7

36.5

42.3

40.2

33.3

29.4

18.0

0

10

20

30

40

50

60

70

Jun-14Dec-14Jun-15Dec-15Jun-16Dec-16Jun-17Dec-17Jun-18Sep-18

Net Debt $m

Aggressive debt

reduction programme

Investment into brand

and consolidating

manufacturing operations

Major focus on

reducing debt

Sale of

CWH for

$13.5m

Cavalier Corporation | Annual Meeting 2018

Cavalier Corporation | Annual Meeting 2018
New strategy with a focus on being a marketer

of high quality, environmentally responsible

carpet solutions, with a wool bias.

Based on Cavalier’s proven and differentiated

positioning as an innovator of high quality floor

solutions.

Supported by a passionate and experienced

team with in depth market knowledge.

An Exciting Future

6

Paul Alston
CEO

Cavalier Corporation | Annual Meeting 2018

7

Auckland
•Head office

•Tufting factory

•Sales office

Cambridge

•Wool store

Taumarunui/Raetihi/Taihape

•Wool stores

Wanganui

•Felting plant

•Wool store

Napier

•Spinning factory

Wellington

•Sales office

Christchurch

•Sales office

Our Company

Operations are based in New Zealand and Australia with exports around the world

8

Brisbane

•Sales office

Sydney

•AU head office

•Administration

•Sales office

Melbourne

•Sales office

Adelaide

•Sales office

Perth

•Sales office

Cavalier Corporation | Annual Meeting 2018

Restructuring undertaken in the past few years in
response to market challenges and changes within

the industry:

•Rationalisation and optimisation of warehousing,

distribution and manufacturing facilities

•Sale of property and loss making assets

•New product development

•Cost reductions

The significant manufacturing costs associated with

the restructuring are now behind us.

Resetting Our Business

9

Cavalier Corporation | Annual Meeting 2018
$148.1m

Year in Review

10

REVENUE

$4.0m NPAT

$10.0m EBITDA

Normalised earnings

STRONGER

FINANCIAL

POSITION.

Balance Sheet

$10.8m

Reduction in net debt

A NEW

STRATEGIC

FOCUS

Improved

Margins

SHIFT IN FOCUS FROM BEING A
MANUFACTURER TO A MARKETING-LED

BUSINESS

Remain a proud and successful

manufacturer of high quality carpets.

Move towards customer-led marketing

focus –delivering carpets that our

customers want.

Focus on delivering long term sustainable

growth, improving margins and quality

earnings.

A New Strategic Focus

11

Cavalier Corporation | Annual Meeting 2018

Cavalier Corporation | Annual Meeting 2018
We will promote our New Zealand wool

story and quality proposition. We will

continue to lead in product innovation.

“Leadership in product development is not

new for Cavalier, in fact it is what has set

us apart for many years.”

Marketing

12

Strategic Pillars

INITIATIVES:

•Activity tailored towards high end, high margin

proposition

•Increase investment into marketing

•Grow capability in product innovation and

leadership

•Investment into research and development

•Creation of ranges that command a premium

•Focus on wool and the highly valued Cavalier

Bremworth brand.

Percentage of sales
•Wool carpets are our heritage.

•Majority of current sales into

Australia and New Zealand.

•Growth opportunities in other

world markets with wool

carpets –particularly North

America and the UK.

•US wool carpet market

estimated at USD$513m.

•UK wool carpet market

estimated at USD$498m.

Opportunity In The Global Wool Market

13Cavalier Corporation | Annual Meeting 2018

Strategic Pillars

2%

42%

55%

0.5%

0.5%

Domotex Germany
January 2019

The largest and most

important flooring trade show

globally

We will develop wool and higher
margin sales opportunities

“It is our intention to become the

dominant force in the New Zealand

market, grow market share in

Australia and expand in other

international Markets.”

Sales

15

Cavalier Corporation | Annual Meeting 2018

Strategic Pillars

INITIATIVES

•Focus on higher margin sales opportunities and

wool

•Careful consideration of new market options and

investment channels

•Enhanced retail initiatives and promotions to

align with high margin programme

•Launch of wool training module for retailers

•Develop higher end, niche market opportunities

with interior designers and architects

•Continue to promote innovative products, such

as rugs

Retailer: Wool training kit
Cavalier Corporation | Annual Meeting 201816

We will create a great place to work, from
the inside out.

“Cavalier is a business as much about its

people as is about its products. The two are

intimately linked.”

People

17

Cavalier Corporation | Annual Meeting 2018

Strategic Pillars

INITIATIVES

•Increased investment in people, culture and

communications programmes

•Focus on attracting key talent, and growing and

retaining existing people

•Company-wide engagement survey

•Continue to celebrate diversity and promote

inclusion

•Favourable wool prices.
•Balance sheet continues to strengthen –further

debt reduction expected.

•NZD/AUD more favourable.

•Demand for wool continues to grow –positive

effect on wool trading volumes.

•Continued cost management.

•Efficiency improving in manufacturing operations

and further gains to be realised.

•Investment into new IT system, customer

relationships, expanding global presence and

innovation.

•Continue to assess new business and market

opportunities in line with strategy.

Outlook for FY19

Another year of improving financial performance and growth

18

Cavalier Corporation | Annual Meeting 2018

•Build on leadership position in wool.
•Increased focus on high-end, higher margin

products.

•Growth opportunities in woollen products

outside of New Zealand.

•Increased R&D and marketing spend –

innovation and product development.

•Opportunities for growth in Australia and

Rest of World markets.

•Invest in and promote the environmental

benefits of our woollen products.

•Increased investment in our people

The Future

19

Cavalier Corporation | Annual Meeting 2018

Shareholder Discussion
20

Resolutions
21

Resolutions
Resolution 1: That the directors are authorised to fix the fees and expenses of the auditor, KPMG.

Resolution 2: That Grant Biel, who retires by rotation at the Annual Meeting and is eligible for re-election, be re-

elected as a director of the Company.

Resolution 3: That Alan Clarke, who retires at the Annual Meeting and is eligible for election, be elected as a

director of the Company.

Resolution 4: That George Adams, who retires at the Annual Meeting and is eligible for election, be elected as a

director of the Company.

Resolution 5: That the total directors’ fee pool be increased by $100,000 per annum from $350,000 per annum

to $450,000 per annum (exclusive of GST), being the aggregate payable to all directors of the Company for their

services as directors of the Company, with such sum to be divided among the directors as the Board may from

time to time determine.

Other Business
Close of the Meeting

23

EBITDAEarnings Before Interest, Tax, Depreciation and Amortisation. EBITDA excludes profit/losses generated by the
wool scouring business, in which Cavalier has a 27.5% shareholding. The results for this business are equity

accounted on a separateline in the annual accounts and therefore not included in the consolidated EBITDA.

Normalised EBITDAEBITDA excluding abnormal items and non-trading adjustments. A reconciliation of EBITDA to normalised

EBITDA is below.

NPATNet Profit After Tax

Glossary and Reconciliation

$000’sFY18FY17

EBITDA10,324(2,232)

Restructuring costs(189)6,309

Reversal of impairment of fixed assets(137)(1,505)

Normalised EBITDA9,9982,572

Cavalier Corporation | Annual Meeting 2018

Cavalier Corporation | Annual Meeting 2018
This presentation has been prepared by Cavalier Corporation Limited (“CAV”).The information in this presentation is of a general nature only. It is

not a complete description of CAV.

This presentation is not a recommendation or offer of financial products for subscription, purchase or sale, or an invitationorsolicitation for such

offers.

This presentation is not intended as investment, financial or other advice and must not be relied on by any prospective investor.It does not take

into account any particular prospective investor’s objectives, financial situation, circumstances or needs, and does not purportto contain all the

information that a prospective investor may require. Any person who is considering an investment in CAV securities should obtainindependent

professional advice prior to making an investment decision, and should make any investment decision having regard to that person’s own

objectives, financial situation, circumstances and needs.

Past performance information contained in this presentation should not be relied upon (and is not) an indication of future performance.This

presentation may also contain forward looking statements with respect to the financial condition, results of operations and business, and business

strategy of CAV. Information about the future, by its nature, involves inherent risks and uncertainties. Accordingly, nothinginthis presentation is a

promise or representation as to the future or a promise or representation that a transaction or outcome referred to in this presentation will

proceed or occur on the basis described in this presentation. Statements or assumptions in this presentation as to future matters may prove to be

incorrect.

A number of financial measures are used in this presentation and should not be considered in isolation from, or as a substitutefor, the information

provided in CAV’s financial statements available at www.cavcorp.co.nz.

CAV and its related companies and their respective directors, employees and representatives make no representation or warranty of any nature

(including as to accuracy or completeness) in respect of this presentation and will have no liability (including for negligence)for any errors in or

omissions from, or for any loss (whether foreseeable or not) arising in connection with the use of or reliance on, information in this presentation.

Disclaimer

25

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