Steel & Tube Holdings Limited logo

2019 Annual Shareholder Meeting Presentation & Speeches

AGM25 September 2019STUMaterials

ANNUAL
SHAREHOLDERS’

MEETING

25 September 2019

1

BOARD
Steve Reindler

Independent Director

Appointed Oct 2017

Anne Urlwin

Independent Director

Appointed June 2013

Susan Paterson

Independent Chair

Appointed Jan 2017

Rosemary Warnock

Independent Director,

Appointed Sept 2010

Retiring at 2019 ASM

Christopher Ellis

Independent Director,

Appointed Oct 2017

John Beveridge

Independent Director

Appointed August 2019

ALIGNMENT OF BOARD SKILLS AND STRATEGY
Steel & Tube anticipates that there will be four key focus areas in the organisationover the

next two yearhorizon as it continues its business turn around. The Board seeks to align its

skillset with these future directional requirements.

Risk Management of

implementation of customer

digital platforms, extraction

of value from organisational

systems.

2. DIGITAL

Large scale distribution,

modern warehousing and

freight and logistics

optimisation.

1. SALES/MARKETING

Ongoing strategic decision

making on optimal business

models, cost management

controls and asset optimisation

3. TURNAROUND FOCUS

4. SUPPLY CHAIN

Market segmentation,

brand value proposition,

strategic pricing

STRONGMODERATE
Governance

Commercial

Financial Acumen (F&A)

M&A

HSQET and associated systems

Business Turnaround

Steel Industry

Manufacturing

Construction/ Infrastructure

Logistics, Supply Chain & Procurement

Sales Marketing and Brand

Digital Technology and Change

People, Culture and ER

BOARD SKILLS MATRIX

Strong: Could chair a subcommittee of an NZX 50 listed

company in this field

Moderate: Valuable committee member or contribution to

the Board from past experience in the area

Chair’s
Presentation

Susan Paterson

5

Late-2017: Embarked on an extensive company-wide reset to drive long-term sustainable earnings
improvement and rebuild shareholder value.

FY17 TO FY19 STRATEGIC PROGRESS

2H17: January to JuneFY18FY19

JOURNEY TO REFRESHED BOARD, STRATEGY AND LEADERSHIP

EXTENSIVEORGANISATIONAL REVIEW

CHANGE PROGRAMME AND

OPERATIONAL RESET

STRENGTHENED FOUNDATION

HIGHLY COMPETITIVE MARKET
Pricing wars: Nobody wins

•Steel & Tube does not chase volume at the expense of margins.

•Focus on controlling the controllablesto improve margins.

•Important to ensure an acceptable return on investment.

•New customers being gained through value proposition, service offer and word of mouth recommendations.

DEVELOPING A SUSTAINABLE BUSINESS
Our goal is to develop a sustainable business, which is committed to creating value for our

customers, employees, shareholders and communities.

8

COMMITMENT TO SAFETY & QUALITY

•Occupational Health & Safety

•High quality products and services

CUSTOMER AT THE HEART OF THE BUSINESS

•Product life cycle performance

•Customer satisfaction

•Moving towards digital solutions

OPERATIONAL & SUPPLY CHAIN EXCELLENCE

•Financial performance and governance

•Material efficiency and recycling

•Energy and carbon

SUPPORTING A WINNING TEAM

•Talent attraction and retention

•People development and labour practices

•Culture of wellbeing

CONTINUING COMMITMENT TO QUALITY & SAFETY
6.9

14.1

9.9

5.5

1.5

0

5

10

15

FY15FY16FY17FY18FY19

EMPLOYEE TOTAL RECORDABLE INJURY

FREQUENCY RATE (TRIFR)

Quality:

•Telarc ISO 9001:2015 quality

certification

•Steel Construction NZ (SCNZ) charter

certification

•Lloyd’s Register independent steel mill

audits

•Monthly traceability audits

•Training

•Certified QHSE staff

Safety, Health, Environment:

•Focus on management of critical risks

•Continuing improvement -Employee

TRIFR down to 1.5

•Significant investment in machine

guarding

9

STRUCTURAL STEEL DISTRIBUTOR CHARTER
•Ensures that structural steel supplied to the local steel construction sector are sourced

using best-practice procurement

•Represents a mark of excellence for structural steel distributors in New Zealand

10

The Structural Steel Distributor Charter is the latest quality assurance initiative led by the

structural steel industry.

MOVING AHEAD WITH A STRONGER
BUSINESS

•One of NewZealand’s leading providers of steel

solutions and a proud NewZealand company, with over

65 years of trading history

•We offer NewZealand’s most comprehensive range of

steelproducts, services and solutions

•Our stable of best-in-class businesses are some of this

country’s leadingsteel suppliers

•Business back to profitability with growing sales,

improved business processes and structural efficiencies

•Strong balance sheet and well positioned to manage

economic cycles

•Continuing strong performance in quality, health &

safety

Steel & Tube is now leaner, stronger and more efficient.

Management
Presentation

Mark Malpass

12

Mark Malpass
CEO

STRONG MANAGEMENT TEAM

Greg Smith

CFO

Marc Hainen

GM Distribution

Darryn Ross

GM Roll Forming

Damian Miller

GM Quality, Health,

Safety, Environment

Anna Morris

GM People & Culture

Claire Radley

GM Strategy

David McGregor

GM Reinforcing & Wire

OPERATIONAL MANAGEMENT

BUSINESSMANAGEMENT

Mike Hendry

Chief Digital Officer

OUR BUSINESS: DIVISIONS
DISTRIBUTION

Products are sourced from preferred steel mills and distributed through

Steel & Tube’s national network of branches

FY19: ~58% of group revenue and 18% of group EBIT

INFRASTRUCTURE

Products are processed before sale and typically on a contract or project basis,

including onsite installation services

FY19: ~42% of group revenue and 82% of group EBIT

STEEL

STAINLESS STEEL

PIPING SYSTEMS

CHAIN & RIGGING

RURAL PRODUCTS

FASTENINGS

CFDL

ROOFING

COIL PROCESSING

PURLINS

COMFLOR®

Composite Floor Decks Ltd.

REINFORCING

Roll

-

forming

REO / CFDL

FY19 CHALLENGING MARKET, HOWEVER GOOD
PROGRESS ON BUSINESS TURNAROUND

1) See Slide 39 and 40 for definitions of financial terms and reconciliation of normalisedresults

15

RESULTS IMPACTED BY

2H19 GROSS MARGIN

PERFORMANCE

STRONG

CASHFLOW

GENERATION

$21.3M

NORMALISED

REVENUE

1

$497.1M

+5%

REDUCTION IN NET

DEBT TO $15M

NORMALISED EBIT

1

$16M +22%

FY19 FINAL

DIVIDEND

1.5 CENTS

NORMALISED NPAT

1

$9.9M +74%

TOTAL FY19

DIVIDEND

5 CENTS

Challenging trading environmentwith market

contraction in some sectors and price pressures in

2H19

Good strategic progress: $10m in value from

Project Strive, structural improvements will deliver

long term value, 4% reduction in operating costs

Strengthened balance sheet: Prudent

capex/disciplined working capital management

Engaged & focused organisation: Commitment to

H&S, strengthened leadership and organisational

structure, exited Plastics

DISTRIBUTION
•Lower margin, higher volume business –hardest hit

by segment contraction in some segments and

pricing pressure

•Focus on cost management and efficiencies is

delivering benefit

•Results an improvement on prior year –11.5%

improvement in normalised EBIT

•$6.7m in benefits from Project Strive initiatives

1)See Slide 39 and 40 for definitions and reconciliation of normalisedresults

2)FY18N EBIT has been adjusted to be consistent with the current year presentation

2.6

2.9

0

0.5

1

1.5

2

2.5

3

3.5

FY18FY19

$Millions

NORMALISED EBIT

288.3

287.7

200

220

240

260

280

300

FY18FY19

$Millions

REVENUE

INFRASTRUCTURE
•Higher margin business, with sales tailored to

customers’ requirements

•Focused on efficiencies and continuous

improvement of customer service and offer

•Pleasing improvements in revenue and EBIT

•$3.3m benefit from Project Strive initiatives

1)See Slide 39 and 40 for definitions and reconciliation of normalisedresults

2)FY18N EBIT has been adjusted to be consistent with the current year presentation

185.2

209.4

0

50

100

150

200

250

FY18FY19

$Millions

REVENUE

9.3

11.9

0

2

4

6

8

10

12

14

FY18FY19

$Millions

NORMALISED EBIT

PROJECT
STRIVE

HIGHLIGHTS IN

FY19

18

INTEGRATION OF SITES AND ACQUISITIONS
19

Sites reduced from 48 to 35, optimising product range and resources with further network

optimisation planned, whilst maintaining regional presence and services

OPERATIONAL & SUPPLY CHAIN EXCELLENCE: DISTRIBUTION
20

Warehousing brought in-house from

November 2018

•Over 12,000 product lines

•$2.2m of savings compared to FY18

•Further efficiencies being investigated

•Annualised benefits expected from FY20

Labour cost efficiencies and integration of

acquisitions

•Integration of acquisitions

•Reducing duplication of sites and labour

•Sharing of inter-branch resources

•Improving operational capacity

-

500

1,000

1,500

2,000

2,500

Jul

Aug

Sep

Oct

Nov

Dec

Jan

Feb

Mar

Apr

May

Jun

$K

YTD

DISTRIBUTION LABOUR COSTS SAVINGS

FY19 BenefitsFY18 Baseline (Relative)

-

1,000

2,000

3,000

4,000

Jul

Aug

Sep

Oct

Nov

Dec

Jan

Feb

Mar

Apr

May

Jun

$K

YTD

DISTRIBUTION WAREHOUSE COSTS

FY19 ActualFY18 Baseline

Savings

Achieved

Savings

Achieved

OPERATIONAL & SUPPLY CHAIN EXCELLENCE: INFRASTRUCTURE
Manufacturing efficiencies in reinforcing

•Management processes driving machine

efficiencies

•Direct labour costs/tonne reduced by 31%

year on year

•Consolidation of manufacturing sites

Freight efficiencies

•Improved freight recoveries in the

Rollformingbusiness

•88% improvement in benefits achieved

relative to the FY18 baseline

21

200

400

600

800

1,000

1,200

1,400

Jul

Aug

Sep

Oct

Nov

Dec

Jan

Feb

Mar

Apr

May

Jun

$K

YTD

INFRASTRUCTURE FREIGHT EFFICIENCIES

FY18 BaselineFY19 Actual

Benefits

Achieved

0%

50%

100%

150%

200%

JulAugSepOctNovDecJanFebMarAprMayJun

REINFORCING MANUFACTURING LABOUR COST

(% FY18 annual average cost)

FY18FY19

Savings

Achieved

NEW BUSINESS GROWTH
Installation of Comfloras part of

the new Sky Waka gondola on Mt

Ruapehu

Installation of Comflorin Westfield

development in Newmarket,

Auckland

Installation of epoxy coated

reinforcing in the City Rail Link

project in Auckland

Other projects include supplying the New Zealand International Convention Centre, Commercial Bay, and the

Puhoi to Warkworthand Transmission Gully motorway projects.

We are participating in a number of large projects, on the back of a growing reputation for quality,

customer service, delivery and operational performance.

OUR PEOPLE
Steel & Tube continues its focus on building a strong diverse workforce, representing and

embracing different cultures, educational backgrounds, sector experience and gender.

Our workforce is made up of 26 different

ethnicities

Supporting the ‘Mates in Construction’

initiative

First Foundation Scholarships to

academically talented family members of

Steel & Tube employees

Females in Business Development and Sales

roles increased from 17% to 22%;

Females in Executive roles increased from

14% to 20%

Participating in the Sector Workforce

Engagement Programme in 2020

We take pride in diversity and are looking at

more ways to celebrate this

STRATEGY
AND GOALS

FOR FY20

24

OPPORTUNITIES AND CHALLENGES
Challenges

•Ongoing competitive pressures

•Construction outlook more challenging

impacting business confidence

•Global steel prices and input costs

25

Opportunities

•Steel remains a preferred building

material

•Multi-unit dwellings are an increasing

share in the residential sector

•Increased central and local

government funded infrastructure,

housing and development projects

•Increased intensity of steel in buildings

including seismic reinforcement

•Leveraging cross-selling of

complimentary product offerings

FY20 business goals are focused on responding to margin and competitive pressures and

maximising opportunities

STRATEGIC PILLARS AND GOALS
STRATEGIC PILLARS

BUSINESS GOALS

DELIVER ON OUR CUSTOMER

SERVICE PROMISE

FURTHER RESTRUCTURE OUR

BUSINESS MODEL TO REDUCE

SUPPLY CHAIN & BUSINESS

COMPLEXITY

IMPROVE BUSINESS PROCESS &

CONTROLS

▪SAFE AND HEALTHY WORK

ENVIRONMENT

▪QUALITY PROCESSES

▪QUALITY PRODUCTS

▪CONTINUAL IMPROVEMENT

▪PRODUCTS AND SERVICES TO

MEET CUSTOMERS’ NEEDS

▪LEVERAGE OUR TECHNICAL

EXPERTISE

▪DELIVERY ON TIME AND ON

SPEC

▪LEVERAGE OUR PROCUREMENT

AND SUPPLY CHAIN SCALE

▪EXCELLENT INVENTORY

MANAGEMENT

▪EMPLOY DATA ANALYTICS TO

BETTER SERVICE CUSTOMERS

▪DRIVE EFFICIENCIES

▪DEVELOP LEADERS

▪EVERYONE MATTERS

▪RECOGNISE PERSONAL AND

TEAM CONTRIBUTIONS

▪PROVIDE A REWARDING

WORKPLACE

OUR GOAL IS TO BE THE LEADER IN BUYING, SELLING, PROCESSING AND PLACING STEEL PRODUCTS IN NZ

26

27
•REFINE CUSTOMER SEGMENTATION to better support our customers’ needs

•IMPROVE SALES EFFECTIVENESS through solution bundling and identification of cross

category opportunities

•DEVELOP DIGITAL STRATEGY to further simplify and enhance the customer experience

•CUSTOMER DELIVERY: Continue business-wide focus on delivering products in full, on time

and in spec

DELIVER ON CUSTOMER SERVICE PROMISE

28
•CONTINUE PRODUCT RATIONALISATION, including repricing and removing products that

don’t meet required returns

•REALIGN SUPPLY CHAIN CAPABILITY TO THE BUSINESS UNITS to ensure decision making is

closest to the customer

•OPTIMISE PROPERTY FOOTPRINT AND FREIGHT NETWORK to both deliver on our customer

service promise and minimise cost

•FINE TUNE DEMAND FORECAST AND SALES AND OPERATION PLANNING PROCESSES to

maximise inventory availability

•INVENTORY MANAGEMENT: Ensure products are handled efficiently and held for the

minimum amount of time –from mills, shipping, freight to warehouse, warehousing and

freight to customer

FURTHER RESTRUCTURE BUSINESS MODEL TO

REDUCE SUPPLY CHAIN AND BUSINESS COMPLEXITY

IMPROVE BUSINESS PROCESS AND CONTROLS
29

•IMPROVE PRICE MANAGEMENT by incorporating analytics

•INCREASE PRODUCT MARGIN through point of sale controls and training , and ongoing

production efficiency initiatives

•ACTIVE WEEKLY MONITORING OF GROSS MARGIN PERFORMANCE by senior management

•AUTOMATION: Continue automation of financial processes

•IT AND TECHNOLOGY: Capture benefits from our IT investments

FY20
OUTLOOK

30

STEEL & TUBE MARKET SEGMENTS
Based on sales data for FY19

31

SECTOR DYNAMICS
32

Steel & Tube has identified a number of initiatives to better respond to changing sector dynamics.

Construction

•Competitive market, high demand -risk sharing and profitability an

issue

•Residential consents to increase, particularly of multi-unit dwellings

•Non-residential building to peak over next two years

Infrastructure•Large infrastructure projects ongoing and promising pipeline

Manufacturing

•Softening demand and confidence domestically

•Lower interest rates and labourmarket constraints likely to incentivise

investment

Rural

•Changing dynamics with move from dairy conversion to maintenance

programmes and other opportunities

•Stable outlook

FY20 OUTLOOK
1

Long term forecast outlined as part of September 2018 capital raise was impacted by restatement of FY18 Normalised EBIT, which was revised down by $4m

in May 2019

Priority is margin improvement and streamlining business leading to profitable growth

•Expect continuation of current adverse market trends, coupled with softening business

confidence and ongoing competitive intensity across majority of sectors in which S&T operates.

•Benefits expected from further value adding Strive initiatives which are in progress, along with

additional flow through benefits from FY19 initiatives.

•Competitive advantage to be built through maximising cross-selling opportunities, margin

management and leveraging the AX ERP system to support customers with digital solutions.

•S&T remains confident of achieving the long term outlook of $30m to $35m EBIT

1

, however

current market headwinds mean this will take longer to achieve than the original three year

plan.

OUR STRENGTHS
▪Strong Board and Management with deep industry

experience

▪Passionate and engaged workforce

▪Loyal and extensive customer base

▪Well considered and articulated strategy

▪In-depth understanding of our business and opportunities

▪Breadth and depth of our distribution network and product

offering

▪Industry leading businesses

▪Innovative approach to business and customer solution

▪Leveraging of technology

Our goal is to be the leader in buying, selling, processing and

placing steel products in New Zealand

Shareholder
Discussion

35

Resolutions
36

RESOLUTIONS
RESOLUTION 1: AUDITOR’S REMUNERATION:

That the Directors be authorised to fix the fees and expenses of PricewaterhouseCoopers as the Company’s

auditor.

RESOLUTION 2: ELECTION OF JOHN BEVERIDGE

That John Beveridge, who was appointed as a Director by the Board during the year, be elected as a Director

of the Company.

RESOLUTION 3: AMENDMENT OF THE COMPANY’S CONSTITUTION

That the Company’s Constitution be amended in the form and manner described in the Explanatory Notes,

with effect from the close of the Annual Meeting.

PROXIES
RESOLUTIONFORAGAINST

PROXY

DISCRETION

Auditors’ fees and expenses50,953,468419,2384,203,782

Election of John Beveridge51,234,402314,8544,029,232

Amendment of the Company’s Constitution51,020,713172,7614,322,080

Total proxies received in respectof 55,576,488 shares representing 33.49% of total shares on issue.

Other Business
Close of Meeting

39

NON-GAAP FINANCIAL INFORMATION
Non-GAAP financial information: Steel & Tube uses several non-GAAP

measures when discussing financial performance. These include Normalised

EBIT and Working Capital. Management believes that these measures provide

useful information on the underlying performance of Steel & Tube’s business.

They may be used internally to evaluate performance, analysetrends and

allocate resources. Non-GAAP financial measures should not be viewed in

isolation nor considered as a substitute for measures reported in accordance

with NZ IFRS.

Non-trading adjustments/Unusual transactions: The financial results for FY18

included a number of unusual transactions, considered to be non-trading in

either their nature or size. These transactions were excluded from normalised

earnings. The following reconciliation is intended to assist readers understand

how the earnings reported in the Financial Statements for the year ended 30

June 2019 and 30 June 2018 reconcile to normalisedearnings. Non-trading

adjustments of $0.8 million and $(49.3) million were included in the FY19 and

FY18 results respectively. Steel & Tube’s unaudited reconciliation of non-GAAP

measures to GAAP measures for the financial year ended 30 June 2019 is

detailed in the following table.

*FY18 Inventory write-downs and write-offs have been reduced by approximately $3.9m following further information becoming available during FY19,

which identified that $3.9m of the FY18 write-off related to that year’s production process. Further detail is contained in Steel & Tube’s updated trading

guidance for FY19 as notified to the NZX on 20 May 2019.

RECONCILIATION OF GAAP TO NON GAAP MEASURESJuneJune

Year ended 30 June 201920192018

$000$000

GAAP: Earnings/(Loss) before interest and tax (EBIT)16,795(36,187)

Add back unusual transactions (non-trading adjustments):

Inventory write-downs and write-offs *-20,056

Costs of exit from S & T Plastics-10,849

Impairment of Intangible assets (Note C2)-12,127

Business rationalisation (Note E2)-2,727

Organisational restructuring (Note E2)-3,317

Other unusual costs-762

S & T Plastics EBIT (no longer contributing to trading EBIT)(773)(558)

Normalised EBIT -Non -GAAP16,02213,093

40

GLOSSARY OF TERMS
EBIT: This means Earnings/ (Loss) before the deduction of interest and tax and is calculated as profit for the year before net interest costs

and tax. FY18 EBIT was impacted by a number of non-trading adjustments totalling$(49.3) million, details of which are included in S&T’s

Annual Report. Management have also excluded non-trading gains from the disposal of S&T Plastics assets in FY19.

Non-trading adjustments include:

•FY18 Business rationalisation: Includes business change costs incurred to rationalise Steel & Tube’s property footprint including

onerous leases, rationalisation and re-organisation of manufacturing operations and delivery logistics operations, and costs incurred

in reviewing and streamlining operations.

•FY18 Organisational restructuring: Includes the costs incurred to improve capabilities, remove duplication and inefficiencies and

capture synergies from acquisitions.

•FY18 Other Unusual Costs: Include significant doubtful debt and contract disputes provisions, offset by a net gain on sale of

properties and settlement of acquisition earn out payments.

•FY18 and FY19 S&T Plastics: S&T announced it was exiting its Plastics business in May 2018 and wrote-down the value of assets. The

financial results of this business has been excluded from FY18 and FY19, which has also excluded a small gain realisedfrom disposal

of assets.

Normalised EBIT: This means EBIT after normalisationadjustments.

NormalisedNet Profit after Tax (NPAT): This means NPAT after normalisationadjustments net of tax.

Working Capital:This means the net position after current liabilities are deducted from current assets. The major individual components of

working capital for the Group are Inventories, Trade and other receivables and Trade and other payables. How the Group manages these

has an impact on operating cash flow and borrowings.

41

This presentation has been prepared by Steel & Tube Limited (“STU”).The information in this presentation is of a general nature only. It is not
a complete description of STU.

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 notpurport to contain

all the information that a prospective investor may require. Any person who is considering an investment in STU securities should obtain

independent professional advice prior to making an investment decision, and should make any investment decision having regardtothat

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 STU. Information about the future, by its nature, involves inherent risks and uncertainties. Accordingly, nothing in this

presentation is a promise or representation as to the future or a promise or representation that an 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 STU’s financial statements available at www.steelandtube.co.nz.

STU 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

42

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1

STEEL AND TUBE ANNUAL MEETING

25 September 2019

CHAIR AND CEO SPEECHES

1. WELCOME

Tēnā koutou, tēnā koutou, tēnā koutou katoa.

Good afternoon and welcome. I’m Susan Paterson, the Chair of your company.

Thank you for coming along to our annual meeting today. This is the first time we have held our

meeting in Christchurch and we are delighted to be here. We are continuing to hold our Meetings in

different regions each year, giving us a chance to meet more of our shareholders. We are also

planning roadshows to other regions during the year.

I’d also like to welcome our shareholders viewing this meeting online.

Today you’ll have an opportunity to hear from myself and Mark Malpass, our CEO, on our strategy

and our progress against this.

Following the presentations, we are happy to take questions from shareholders, relating to the

presentations.

Please note that the only persons entitled to speak at the meeting are shareholders, proxy holders

or corporate representatives of a shareholder.

We will then move to the resolutions contained in the Notice of Meeting. Voting on all resolutions

will be by way of a poll and will take place at the end of the meeting, once all the resolutions have

been proposed and discussed.

We will then be happy to take any general questions from shareholders, proxy holders or corporate

representatives in regards to our Company and 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.

2. BOARD

Your Board and management team has undergone a significant refresh in the past two years, with

four new Directors, a new CEO and CFO, and a strengthened leadership team.

A quick introduction to the people with me today - from my left, we have Mark Malpass, our CEO,

Anne Urlwin, who is Chair of our Audit and Risk committee; Steve Reindler, who is chair of our

Governance and Remuneration Committee; Rosemary Warnock, who is chair of our Quality, Health,

Safety and Environmental Committee; and Chris Ellis as well as John Beveridge. Finally, we have

Greg Smith, our Chief Financial Officer.

John is the only new face at the Board table today. He was appointed to the Board in August and
will be standing for election by shareholders. The Board unanimously supports his election. You will

have an opportunity to hear from him later.

As noted in the Notice of Meeting, Rosemary is retiring from the Board at the end of this meeting. I

would like to take this opportunity to acknowledge her significant and very valued contributions to

the Steel & Tube Board. Rosemary has provided excellent guidance through her role as Chair of the

Health, Safety and Environment Committee and Steel & Tube’s health and safety performance has

improved significantly under her stewardship. She has also provided valuable insights from the

Australian market.

Chris Ellis will be taking over as chair of the Committee; he has significant experience in this

discipline and is on the Board of WorkSafe. As an existing Committee member, he will be able to

provide continuity.

Also in the room are a number of Managers, staff and advisers. Welcome to you all.

I am incredibly proud of the calibre of the people we have in our company today. While there are

easier assignments on offer, we continue to attract outstanding talent, people who see the potential

of our company, as we do.

Directors and our staff are more than happy to talk to shareholders after the meeting – please feel

free to seek them out and have a chat.

3. ALIGNMENT OF BOARD SKILLS AND STRATEGY

Your Directors are well qualified and have complementary skills that enable them to contribute

value to the Board and your company.

We have identified four areas which we believe are key to the success of our business turnaround –

sales and marketing, business turnaround, digitisation and supply chain. We seek to align the skillset

of the Board with these directional requirements.

4. BOARD SKILLS MATRIX

A recent review of the Board skills matrix has identified the strengths of our Board and areas where

additional skills would be of value. In line with this, John Beveridge was recently appointed to the

Board, bringing with him expertise in marketing, supply chain and logistics.

Importantly, every one of our Directors has either worked in the industries we operate in or supply,

or is involved in directorships in the sector.

5. CHAIR’S PRESENTATION

We are committed to developing a sustainable business that creates value for our customers,

employees, shareholders and communities, now and into the future.

6. FY17 TO FY19 STRATEGIC PROGRESS

Our business and strategy has changed a lot in the past two years, so I’d like to do a quick review of
where we have come from and the progress we have made.

Two years ago, our company was at the tail end of a significant acquisition programme, debt was

high and there were historical issues with inventories and deterioration of heritage businesses. The

new AX ERP implementation was proving more challenging than expected and this was impacting

trading. In addition, due to the changing environment for irrigation, the outlook for the Plastics

business was bleak.

At the start of 2017, the Board refresh started with both Mark and I appointed, followed by Chris

and Steve in October. Mark stepped down from the Board later in the year to take on the role of

CEO.

In FY18, we undertook a detailed, company-wide review to identify the strengths and issues, both

within and external to our business. This led to the development of our Strive turnaround

programme and a re-set at the end of the financial year – stock write downs, suspension of the

dividend, a capital raising to reduce debt and strengthen the balance sheet, the exit from the Plastics

business and an organisational restructure.

We started the FY19 year in a much stronger position and have made good progress on the areas

that we can control, with $10m in benefit generated by Project Strive. While we did not achieve the

result we were seeking, we delivered on commitments such as revenue growth, operating cost

efficiencies and improved working capital management. Our results were a significant turn around

on FY18, however, we are conscious there is still a lot of work to be done to get to where we want to

be.

We still receive questions about the Fletcher unsolicited approach last year so I’d like to take a

moment to review this.

It’s worth remembering that this was a non-binding, indicative offer only.

While the Board felt that this was below our view of Steel & Tube’s valuation and we did not share

Fletcher Building’s confidence on obtaining Commerce Commission clearance, nonetheless, after

Fletcher’s increased the indicative offer price, we resolved to engage an independent expert to do a

valuation. Fletcher Building then decided to withdraw their offer. Your Board was committed to

maximising shareholder interests and constructively engaged with Fletchers.

At that time, Bluescope, the owner of Pacific Steel and NZ Steel in New Zealand and a large supplier

to Steel & Tube, acquired a 15.8% shareholding. Bluescope are supportive of our company and our

strategy and have publicly said they have no intention of taking over Steel & Tube.

I also want to provide a brief update on the Commerce Commission case in relation to steel mesh.

Firstly, a reminder that the charges were brought under the Fair Trading Act for historic

misrepresentations. The charges did not relate to the performance characteristics of the steel mesh.

Both the Ministry of Business, Innovation & Employment and the Structural Engineering Society of

NZ have made public statements that homeowners should not be concerned about the safety of the

steel mesh.

In 2018 the District Court fined Steel & Tube $1.885m under the Fair Trading Act. Both Steel & Tube
and the Commerce Commission appealed the District Court fine and in August this year, the High

Court increased the company’s fine to $2.009 million.

Steel & Tube has carefully reviewed the High Court decision and has appealed as the company

believes that the Court erred in setting the fine and that the fine is excessive. The company’s appeal

follows a decision by the Commerce Commission to also appeal.

As stressed previously, we are disappointed with the Courts’ decisions to date, and continue to stand

by our products. Since the date of these historic breaches prior to April 2016, the Board has been

refreshed, significant management change has occurred and we have invested in and focussed on

strengthening the company’s quality and testing systems. The High Court fine will have no impact on

our current or future financial results.

We are mindful of share price performance over the past few years. All your Directors as well as

many staff in the business have shares in the company so we are naturally closely aligned with your

interests. Mark agreed with the Board that his CEO salary would remain flat for the year ending June

30 2019, and the long term incentive component has been increased from 30% to 40% to better

align with shareholder interests.

7. HIGHLY COMPETITIVE MARKET

The main reason we didn’t achieve our results expectations in FY19 was margin pressure. There

were several reasons for this. Firstly we saw a contraction in some higher value markets, such as

Stainless Steel where the market has contracted 14% year on year, with most of this in the second

half of FY19. Pleasingly we lifted our Stainless share to 40%.

We have also seen a softening in larger projects, impacting on structural steels. The industry body,

Steel Construction NZ, estimates available capacity for steel fabricators will be 41% for the year

ending June 2020.

Lastly, increasing competitive price pressure, particularly in the distribution side of the business,

along with rising steel and input costs, such as freight costs, are impacting on margins. The steel

market is highly competitive and while pricing plays a part in ensuring a competitive market, we

have seen this pushed to the limit by other industry players over the past eight months.

A recent media article by Jenny Ruth includes commentary by an industry analyst inferring that

Fletcher Building’s steel sector EBIT of $33m is 80% related to Pacific Coil Coaters - this would mean

they made just $6.6m EBIT across the remainder of their steel division.

We are very conscious of ensuring a return that our shareholders would see as acceptable and we

will not chase volume at the expense of margins. Our focus is on improving margins by concentrating

on the factors within our control such as operational and manufacturing efficiencies, reducing

operating costs and the significant reduction in debt last year.

Price is clearly an important part of the value proposition to our customers, but just as importantly,

we are gaining new business through our value proposition, technical support, service offer and

word of mouth recommendations.


8. DEVELOPING A SUSTAINABLE BUSINESS

Steel & Tube plays an important role in New Zealand’s economy, providing essential steel solutions

across a range of sectors and ensuring a competitive and viable marketplace.

We are focused on lifting quality and using technology to make the sector more efficient.

We provide local jobs and employment for more than 1000 employees, pay taxes which benefit

wider communities and support work and training programmes which assist students and our staff.

While cost efficiencies are a priority, we recognise the valuable contribution our people make and

wages were increased in line with inflation this year, with the vast majority of our people receiving

remuneration beyond the living wage.

This year we have started work to formalise our commitments into a sustainability framework with

defined measures and objectives.

We have undertaken a materiality analysis and identified 10 areas which are fundamental to

ensuring a sustainable future for our company. These cover Environmental, Social and Governance

practices and have been aligned to our four strategic pillars.

Our next steps are to create a clear sustainability reporting framework and define targets and

metrics based on these material areas.

9. SAFETY AND QUALITY

Quality, health and safety remain a priority and we are making good progress against our objectives.

Quality systems have been further enhanced including achievement of ISO 9001:2015 certification

and good progress with independent audits across our international steel mill suppliers by Lloyd’s

Register.

We are continuously improving processes and policies around health and safety; and over $1.3

million has been invested into machine guarding and training across our manufacturing sites.

Of note, the employee Total Recordable Injury Frequency Rate fell to 1.5 in FY19, significantly below

industry benchmarks.

10. STRUCTURAL STEEL DISTRIBUTOR CHARTER

One of our more recent quality initiatives has been achieving Charter certification in August this

year.

The Charter represents a mark of excellence for local structural steel distributors and Steel & Tube

was one of the first to achieve this.

To attain certification, distributors must operate a Quality Management System and satisfy an audit

checklist. This links nicely to the work we have done gaining ISO certification and other quality

assurance initiatives.

11. MOVING AHEAD WITH A STRONGER BUSINESS
We are moving ahead with a leaner organisation, a stronger balance sheet and a strengthened

leadership team.

Steel & Tube remains an important part of New Zealand’s economy, providing customers with choice

and access to specialised products and technical knowledge. We sell approximately $500 million in

steel products and solutions to 15,000 customers annually and our stable of best-in-class businesses

are some of this country’s leading steel suppliers.

An enormous amount of work has gone into turning our business around and we have returned to

profitability with growing sales. Project Strive will deliver further benefits in FY20 as we focus on cost

efficiencies, reducing business complexity and streamlining the supply chain.

Quality, health and safety will continue to underpin all we do.

I would like to thank all the people at Steel & Tube for their exceptional efforts and for continually

delivering their best. Their hard work is the reason for the positive turn around we are now seeing in

our company.

Shareholder interests are front of mind for the Board. We remain committed to delivering value for

your investment in Steel & Tube by building a long term and valuable investment with share price

growth and dividend payments.

I will now hand over to Mark to talk in more detail about our strategy and business transformation.

12. MANAGEMENT PRESENTATION

Thank you Susan. And thank you to everyone who has made the time to come along or join the

meeting online today.

13. STRONG MANAGEMENT TEAM

A priority over the last year has been to strengthen our leadership team and the outcome is a group

of talented executives who are passionate about the company and have the expertise and

knowledge to help us achieve our goals.

Marc Hainen was appointed in November 2017 to head up our Distribution business and Darryn Ross

and David McGregor have both been appointed this year to run our Infrastructure businesses, which

we have restructured into two areas.

Greg joined the company as CFO in October 2017 and has supported me as we have rebuilt our

financial platform.

Damian joined the company in 2016 and his role has expanded as we’ve increased our focus on

quality, health, safety and the environment.

Claire, Mike and Anna were all additions to the team this year; Anna moved into the GM People &

Culture role, Claire GM Strategy and Mike became Chief Digital Officer.

All members of our leadership team are here today and I encourage you to chat to them after the
meeting.

14. OUR BUSINESS: DIVISIONS

Our business is structured into two divisions.

In distribution, products are sourced from preferred steel mills and distributed through our national

network of branches. This is a lower margin and higher volume business, and it was the hardest hit by

the market segment contraction and pricing pressure.

In infrastructure, products are typically made to order on a project basis and often include onsite

installation services, either performed by us or contractors.

We have strong brands and businesses in each of our divisions.

15. FY19 PERFORMANCE IMPACTED BY CHALLENGING TRADING CONDITIONS IN 2H19

Our focus for FY19 was on strengthening our underlying business through our Project Strive

initiatives and driving an improving performance.

First half performance was in line with our expectations, with increased sales, reduced opex and

building momentum from the Strive programme.

As we had advised, we were expecting an uplift in the second half as benefits from Strive initiatives

started to flow through.

However, a marked change in market and trading conditions in the second half impacted on our

gross margin performance, offsetting the gains we were making. The impacts have mainly been seen

in the Distribution businesses.

Some of our higher value sectors have seen market size contraction, particularly stainless steel.

Pricing pressure was significant throughout the second half of FY19, and business confidence has

softened.

This resulted in sales revenue reducing and margins reducing slightly, rather than improving as we

expected, impacting on our profit. Our strategy and business goals for this year have been

developed to address these issues and I’ll talk about them shortly.

On a normalised basis, FY19 revenues were up 5%, operating costs were reduced by 4%, EBIT

improved 22% and NPAT increased 74%. We returned to strong cashflow generation and net debt

was reduced significantly to $15m. The Board declared a fully imputed final FY19 dividend of 1.5

cents per share, taking full year dividends to 5.0 cents per share.

16. DISTRIBUTION

We have a number of large projects, either completed or underway, which are benefitting the

distribution business. External warehousing has been brought inhouse, we’re continuing to

consolidate our network, we’re making good gains with labour efficiencies, freight savings and waste

reduction and we’re expanding our customer base as service levels have improved.

The focus for FY20 is on further streamlining and simplifying business operations whilst embedding
an improved service model and better leveraging cross selling opportunities that ensure customer

needs are met.

17. INFRASTRUCTURE

In Infrastructure, key initiatives have focused on operational and manufacturing efficiencies and

improving margins – we’re seeing improved productivity, decreased costs and margin

improvements, and are picking up new projects, as a result of our specialist knowledge and

expertise.

The focus for FY20 is on continuing to drive manufacturing efficiencies, growing new product

offerings and leveraging our strong quality and safety performance to demonstrate the value

customers get when buying from us.

18. PROJECT STRIVE: HIGHLIGHTS IN FY19

Our Project Strive programme is driving a lot of positive change in our company. I’d like to take a

moment to talk about a couple of projects in particular.

19. INTEGRATION OF SITES AND ACQUISITIONS

Integration of previously purchased businesses and restructuring has seen our property footprint

streamlined, with businesses co-located onto the same sites and improved utilisation of existing

capacity.

Our network has reduced from 48 sites in January 2018 to 35 sites at the end of June 2019, with

further network optimisation underway. In fact we’re at 33 sites today.

This is providing operational and supply chain efficiencies as well as improving our ability to offer a

more comprehensive customer service while maintaining regional services and presence.

20. OPERATIONAL AND SUPPLY CHAIN EXCELLENCE IN DISTRIBUTION

We have established a more efficient and cost-effective supply chain in our Distribution division,

including logistics and freight savings.

As well as the integration and consolidation of existing facilities, we have exited third party

warehousing arrangements. This change has resulted in savings of $2.2m over the prior year.

The network optimisation has seen cost efficiencies through reduced labour and better sharing of

inter-branch resources.

21. OPERATIONAL AND SUPPLY CHAIN EXCELLENCE IN INFRASTRUCTURE

We have also made efficiency gains in infrastructure.

A focus on manufacturing efficiencies, in particular machine utilisation and work-flow processes, has

seen FY19 direct labour costs per tonne reduced by 31%.

Another initiative was around driving freight efficiencies, with an 88% improvement in benefits
achieved compared to the FY18 baseline.

22. NEW BUSINESS GROWTH

We are participating in a number of large projects on the back of a growing reputation for delivery

and operational performance, quality and customer service.

Over the past year, our people have installed steel solutions at the top of the mountain as part of

the new Sky Waka Gondola on Mt Ruapehu; in the $790 million Westfield shopping centre

development in Newmarket in Auckland; and underground as part of the City Rail Link project in

Auckland.

These are just a few of the new business wins and projects we have worked on in the past year, and

we have a strong pipeline of new work.

23. OUR PEOPLE

Before I move to our Strategy and Goals, it’s important to highlight that over the past twelve months

we have continued our focus on building a strong diverse workforce, representing and embracing

different cultures, educational backgrounds, sector experience and gender.


Our social policies are focused around improving access to education, employment, development

and training for our staff as well as students in low decile schools, celebrating diversity in our

workforce, and supporting the health, safety and wellbeing of our people.

Our workforce is made up with people who represent 26 different ethnicities and our predominant

cultures are NZ European, Filipino, Pacific Island, Maori and South African. We take pride in the

diversity of our workforce and will be looking at more ways to celebrate this.

Pleasingly we have continued to increase the number of women holding key, highly visible roles

across the business. We have increased the number of women in Business Development and Sales

roles from 17% to 22% and Executive representation from 14% to 20%, while the number of women

in our lower level warehousing roles has decreased from 6% to 4%.


We have also supported the ‘Mates in Construction’ initiative which is focussed on improving men’s

mental health in the construction sector. We continue to offer First Foundation Scholarships. In

2020, we will be participating in the Sector Workforce Engagement Programme for school leavers

and we also offer a wide range of staff skills training and development.

24. STRATEGY AND GOALS FOR FY20

Our goal remains to be the leader in buying, selling, processing and placing steel products in NZ.

25. OPPORTUNITIES AND CHALLENGES

We are actively monitoring ongoing competitive pressures, a more challenging construction outlook,

business confidence and global steel prices and input costs.

However, we see a number of opportunities for our business:
• Steel remains a preferred building material and we are seeing an increase of its use in

buildings due to its versatility, construction speed and efficiency, life cycle benefits and

seismic performance.

• Multi-unit dwellings are an increasing share in the residential sector.

• Increased central and local government funded infrastructure, housing and development

projects.

• Increased intensity of steel in buildings including seismic reinforcement.

• And opportunities for us to cross sell complimentary product offerings.

Our pursuit of customer excellence will help ensure we remain a relevant and attractive option for

customers.

26. STRATEGIC PILLARS AND GOALS

Our four pillars remain at the foundation of our strategy.

These are the areas which we believe are essential to creating a great business – safety & quality,

operational & supply chain excellence, a strong customer focus; and our people.

Improving margin performance and delivering profitable growth are the priorities for management

this year.

We have identified three key goals which are of primary importance and have a range of initiatives

planned for each.

27. DELIVER ON OUR CUSTOMER SERVICE PROMISE

Our first goal is to deliver on our customer service promise.

This means continually looking for ways to add value, supporting our customers’ needs and

delivering on time, every time.

Our sales and logistics teams play a big role in achieving these goals ... as does data. The AX ERP

system is now providing access to a wealth of data from within our businesses and we are able to

use this in a myriad of ways to improve our customer offer.

Customers are increasingly demanding easier, faster and more effective ways of doing business and

digitisation is a key priority for us. Technology is a big enabler, allowing us to improve sales

effectiveness and lower our cost to service our customers. Mike Hendry’s appointment to the new

role of Chief Digital Office is the first step towards this and he has been tasked with accelerating our

digital ambitions.

We will also be looking to better leverage cross selling opportunities, providing our customers with a

wider range of our products and solutions.

28. FURTHER RESTRUCTURE THE BUSINESS MODEL

Having an excellent operations and supply chain is essential to achieving our goals.
This means suppliers providing us with high quality products at good prices. And it means working

efficiently in our warehouses to get products out to the customer on time and to minimise waste.

The majority of our Project Strive initiatives are focused in this area.

We have already made good progress with Strive, with $10m of benefits generated last year. Further

benefits are expected to flow on from these in FY20, particularly from bringing the warehousing in-

house, freight savings, sales improvements and labour productivity.

We will continue to focus on rationalising inventory, ensuring core products are readily available,

removing products that don’t meet the required returns or for which there is low demand.

We’ll be fine tuning demand forecasting systems and planning to make sure we have the right

inventory available, in the right place, at the right time and price.

We have implemented bar-code scanning across the Reinforcing business and have successfully

piloted it in Distribution Palmerston North. We are now planning a roll-out across all our sites. This

will improve efficiency, traceability, and inventory management.

The network optimisation will continue, with businesses being co-located onto the same sites. This is

providing operational and supply chain efficiencies as well as improving our ability to offer a more

comprehensive customer service while maintaining regional services and presence. We are

reviewing options for the sale of the three remaining owned properties, one of which is surplus to

requirements. We anticipate that two of the properties will be sold this financial year.

Other initiatives are focused around growing sales, further waste reduction and labour efficiencies,

machinery optimisation and procurement savings.

29. IMPROVE BUSINESS PROCESS AND CONTROLS

Our third goal is to improve business process and controls.

Again, this will build on data from the AX ERP system. We are incorporating analytics to improve

price management and gross margin performance.

Our digital focus is also on automating more of our systems, such as financial processes.

And we are currently upskilling branch staff to allow them to effectively drive product margin

improvements and production efficiencies within their branches.

30. OUTLOOK

Moving onto our outlook for FY20.

31. MARKET SEGMENTS

One of Steel & Tube’s strengths is the diversity of our revenue across different sectors – rural,

manufacturing and construction. This means we are not overly exposed to any particular sector and

can benefit from a wider range of growth opportunities.

Around 50% of our sales are generated from the construction and infrastructure sectors, while the
other 50% is from manufacturing, retail and wholesale.

Construction remains an important revenue area for us, however, given issues being faced by other

suppliers to the industry, we are carefully managing our risk and exposure through robust tender

reviews. Board review and approval is required for larger projects or where exceptions to standard

terms are required.

32. SECTOR DYNAMICS

As Susan noted, the construction and infrastructure sectors are highly competitive and while

demand is high, risk sharing and profitability is an issue.

Residential consents remain healthy, however, we are seeing some weakening sentiment in the

construction sector, as well as ongoing pricing pressure which we will continue to monitor.

Residential building is forecast to be around 63% of all construction activity in 2024, levelling out

from 2020 at around $26b per year.

Meanwhile, non-residential building value is forecast to peak in 2021 at $9b before falling 20% to

$7.2b in 2024.

The infrastructure pipeline is promising and is forecast to overtake non-residential, reaching $8.3b

by 2024 and accounting for 20% of all construction activity.

We have identified a number of new infrastructure opportunities for our business, particularly in the

energy, water and marine industries.

In manufacturing, we are seeing softening demand and confidence domestically, however, lower

interest rates and labour market constraints are likely to incentivise investment.

While demand in the rural sector is stable, the dynamics are changing, with a move from dairy

conversions to ongoing maintenance programmes and other opportunities.

We continue to monitor market conditions closely and have identified a number of initiatives to

respond to changing sector dynamics.

33. FY20 OUTLOOK

Our business is now stronger, leaner and more efficient. Costs are down, we are operating more

efficiently and we are growing profitable business.

It is too early to give guidance. We expect a continuation of current adverse market trends, coupled

with softening business confidence, and ongoing competitive intensity across majority of sectors in

which S&T operates.

However, we remain confident in our strategy and progress. As you have heard, we have many

actions underway to continue strengthening and improving our business.

Our long term outlook target remains to generate $30m to $35m EBIT

1

, however current market

headwinds mean this will take longer to achieve than the original three year plan.

34. OUR STRENGTHS
We are very focused on building a business that is fit for the future.

One of our greatest assets is the talented and dedicated people working at Steel & Tube.

We have more than 1,000 people spread across 33 sites and we are putting more resource into

engaging with them, investing in training and programmes to unleash their potential and making

them part of our drive for excellence.

We have a strong and loyal customer base and a strategy that is focused around meeting their

needs.

Our group is built on strong brands and businesses, many of which are best in class.

We are working hard to improve our business and deliver value to shareholders and we remain

confident in our long term prospects as a leader in the steel industry in New Zealand.

Thank you.

ENDS

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.