Annual Shareholders Meeting – including trading update
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Freightways Annual Shareholders Meeting Presentation28 October 2021NZX : FRE
Chairman’s Introduction
3
Shareholder and Proxyholder Q&A Participation
4
How to submit QUESTIONS
Questions may be subm
itted ahead of the
meeting. If you have a question to submit during the live meeting, please select the Q&A tab on the right hal
f of your screen at
anytime. Type your questi
on into the field and
press submit. Your question will be immediately submitted.
Help
The Q&A tab can also
be used for immediate
help. If you need assist
ance, please submit
your query in the same manner as typing a question and a Computer
share representative
will respond to you directly.
Shareholder and Proxyholder Voting
5
How to VOTE
Once the voting has been opened, the resolutions and voting options will allow voting.
To vote, simply click on the Vote tab, and select your voting dire
ction from the options
shown on the screen. You can vote for all resolutions at once or
by each resolution.
Your vote has been cast when the tick appears. To change your vote, select ‘Change Your Vote’.
1. Chairman’s introduction2. CEO’s review & trading update3. Voting and questions 4. Six Resolutions
2021 ANNUAL SHAREHOLDERS MEETING AGENDA
6
Directors and Management
Mark VerbiestChairman
Abby FooteDirector
Fiona OliverDirector
Kim EllisDirector
Mark CairnsDirector
Mark RushworthDirector
Peter KeanDirector
7
Mark TroughearChief Executive
Stephan DeschampsChief Financial Officer
FY21 Highlights
$800.5m Revenue grew 27%
$130.5m EBITA grew 33.5%
(i)
$72.7m NPAT grew 29.7%
(ii)
43.9 cents EPSgrew 23.7% (iii)
$23m accrual for BCD final payment
33.5cps total dividend for the year
NOTESi.
Operating profit before interest, tax and
amortisation, before change in fair value of contingent consideration – BCD and other income & expenses.
ii.
Net profit after tax (NPAT), before change in fair
value of contingent consideration – BCD and other income & expenses.
iii.
Earnings per share (EPS), before change in fair
value of contingent consideration – BCD and other income & expenses. EPS is 30 cents per share (on par with FY20) including the BCD contingent consideration and other income & expenses.
(i) and (ii) above are non-
GAAP (Generally Accepted
Accounting Principles) results. For a reconciliation to GAAP results, refer to the Appendix.
8
FY21 Highlights
Pricing for Effort up $0.71c
Average Courier remuneration improved by 8%
4.8% reduction in injuries
Express Package B2B and B2C volumes increased by 15%
32 new business ideas assessed through
The Startery
Developed a science-based targetfor carbon reduction of 50% by 2035
9
On target to reduce fossil-based virgin plastic use by 70%
DIFOT (delivery in full on time) rate of 97-99%
Capital Management Policy
Dividend PolicyDividend Policy aligned with Capital Management Policy, balancing a number of objectives:The setting of the dividend is
subordinated to the overall
capital structure of FRE. W
hen debt is consi
dered high, the
cash dividend will be reduced to allow for fast debt reduction;The dividend is set at a level
that the Board expects to be
sustainable in the medium termSubject to the first two princi
ples, the Board will aim to pay
75% to 80% of the NPATA adj
usted for significant one-offs
Debt/EBITA
• ROIC Positive Investments• Higher Dividends• Capital Returns
LOW DEBT
• ROIC Positive Investments• Dividend of 75-80% of
NPATA
PREFERED
GEARING RANGE
• Reduce Cash Dividend • Capex reduced to essential
capex
• Limited Investment• Capital Raise
HIGH DEBT
2%3%Capital Management PrinciplesTargeting solid Investment Grade
credit profile, at a level that
minimises the cost of capital. Range of Net Debt / EBITDA between 2x and 3x.
10
CEO’s Trading Update
11
12
The Freightways Blueprint
Strategy
13
Ensure we are pricing our services re
flective of the effort required – to
generate a return and remunerate our c
ontractors well. Our focus remains
on PFE for local, residential and lar
ge freight over the coming year.
Enable SME eCommerce businesses by
providing a suite of tools and
services to meet market need.
Leverage our service adv
antage to pick-up ma
rket share in EP&BM.
Expand our Temperature-Controlled
market share and develop our 3rd
Horizon of Growth in this market
capitalising on
the acquisition of
ProducePronto
.
Grow digital (BPO) services for Inform
ation Management clients in AU & NZ.
Execute our strategy to add high-val
ue waste streams to our collection and
processing networks (SaveB
oard, Medical Waste).
Use
The Startery
to develop complementary servic
es that provide Horizon 2
or 3 growth opportunities
for our existing businesses.
Strategy
14
ProducePronto
Ownership from November 1, 2021
Complementary to Big Chill
Same day express delivery of fres
h and frozen food to businesses and
convenience food outlets
Growth pathway will leverage Big Chill and EP assets
$10m purchase price with potential ear
n-out of up to $4m over 3 years
SaveBoard
Currently 22% shareholder increasing
to 36% in March 2022 when AU set
up commences
Converts packaging wast
e into building products
Expected to produce first boards at the end of 2021
2 sites – Hamilton and Sydney
Complementary to our Waste Renewal
business which focuses on circular
economy solutions for high value waste streams
SDG Update
15
Key areas of focus;
Health and safety in empl
oyment – injury reduction
Providing opportunities for career
advancement and earnings improvem
ent for our staff and contractors
Development of new adjacent business
services which grow our revenues
and provide opportunities for our people
Reduction of emissions with a target to
reduce carbon emissi
ons by 50% by 2035
Reduction of plastic packaging wast
e by 70% over the coming year
Q1 TRADINGUPDATE
16
EP Item Growth YoY (Network couriers only)
-40%-30%-20%-10%
0%
10%20%30%40%
Week 1
Week 2
Week 3
Week 4
Week 5
Week 6
Week 7
Week 8
Week 9
Week 10
Week 11
Week 12
Week 13
Week 14
Week 15
Jul
Aug
Sep
Oct
2021 v 2020
2021 v 2019
Alert Level 4, 2021
17
18
EP B2C Growth YoY(Network couriers only)
-40%-20%
0%
20%40%60%80%
100%120%140%
Week 1
Week 2
Week 3
Week 4
Week 5
Week 6
Week 7
Week 8
Week 9
Week 10
Week 11
Week 12
Week 13
Week 14
Week 15
Jul
Aug
Sep
Oct
2021 v 2020
2021 v 2019
Alert Level 4, 2021
Note
Q1 FY22
$m
Q1 FY21
$m
Change
%
Operating Revenue
203.1
211.7
(4.1)
EBITDA
(i)
45.5
49.4
(7.9)
EBITA
(ii)
31.6
34.8
(9.2)
NPATA
(iii)
19.9
21.1
(5.7)
NPAT
(iv)
18.1
19.2
(5.7)
NOTESi.
Operating profit before interes
t, tax, depreciation and amortisation
ii.
Operating profit before interest, tax and amortisation
iii.
Net profit after tax before amortisation
iv.
Net profit after tax
19
Freightways uses a 4-4-5 weeks accounting calendar. In the first quarter of FY21, there was one extra week compared to FY22. Reve
nue and EBITA
are respectively
$12.4m
and
$2.1m
for the extra week.
The New Zealand Covid Level 4 lockdown in August - September 2021 is estimated to have resulted in EBITA that is
$4.5m
lower than the prior
comparative period.
The Australian Covid lockdown in the first quarter of FY22 is estimated to have resulted in EBITA that is
$0.4m
lower than the prior comparative period.
Q1 Consolidated PerformanceUNAUDITED
Q1 FY22
$m
Q1 FY21
$m
Change
%
Operating Revenue
160.5
168.4
(4.7)
EBITDA
28.0
30.2
(7.3)
EBITA
25.1
27.3
(8.1)
EBITA Margin
15.6%
16.2%
20
Freightways uses a 4-4-5 weeks accounting calendar. In the first quarter of FY21, there was one extra week compared to FY22. Reve
nue and EBITA
are respectively
$11.6m
and
$1.9m
for the extra week.
The New Zealand Covid Level 4 lockdown in August - September 2021 is estimated to have resulted in EBITA that is
$3.9m
lower than the prior
comparative period.
Results in this table are before NZ IFRS16 (Leases) and are acco
rdingly non-GAAP. Refer to append
ix for reconciliation to resu
lts after NZ IFRS16 which
complies with GAAP.
Q1 Express Package & Business MailUNAUDITED AND EXCLUDES LEASE ACCOUNTING
GAAP – Generally Accepted Accounti
ng Principles (IFRS-compliant
)
Q1 FY22
$m
Q1 FY21
$m
Change
%
Operating Revenue
43.0
43.8
(1.8)
EBITDA
9.0
9.9
(9.1)
EBITA
7.1
7.9
(10.1)
EBITA Margin
16.5%
18.1%
21
Q1 Information ManagementUNAUDITED AND EXCLUDES LEASE ACCOUNTING
•
Freightways uses a 4-4-5 weeks accounting calendar. In the first quarter of FY21, there was one extra week compared to FY22. Reve
nue and EBITA
are respectively
$0.8m
and
$0.2m
for the extra week.
•
The New Zealand Covid Level 4 lockdown in August - September 2021 is estimated to have resulted in EBITA that is
$0.6m
lower than the prior
comparative period.
•
The Australian Covid lockdown in the first quarter of FY22 is estimated to have resulted in EBITA that is
$0.4m
lower than the prior comparative period.
Results in this table are before NZ IFRS16 (Leases) and are
accordingly non-GAAP. Refer to appendi
x for reconciliation to result
s after NZ IFRS16 which
complies with GAAP.
GAAP – Generally Accepted Accounti
ng Principles (IFRS-compliant
)
OUTLOOK
22
Outlook
23
While Q1 was affected by the level 4 lockdown in NZ and the continued restrictions onbusinesses operating in both NZ and Australi
a we remain confident that we will achieve
earnings growth for the company in FY22.
We have been encouraged by the increase i
n volumes driven by eCommerce activity
and market share gains in Express Package as NZ has moved into level 3 and below.
•
We are also pleased with the growth in Medical Waste in Australia and while we expect
that to ease as the situation in Victoria improves it should occur at the same time asbusinesses reopen in Melbourne and Sydney CBD’s - restoring activity for ourinformation management and doc
ument destruction services.
•
We remain conscious that even the best laid plans can be influenced by macro factors
that we are less able to control:
> A tight labour market putting upward pressure on labour costs,> Current and potential lockdowns in AU & NZ,> A constrained supply chain which cou
ld continue to disrupt the flow of goods
coming into NZ and ultimately impact the vo
lumes we receive from our customers.
We will continue to review the portfolio of services we provide with a view to deliveringsuperior long-term value to shareholders throug
h short, medium and long-term initiatives.
The company will continue to consider acquisit
ion opportunities that are complementary
to our existing operations and capabilities.
24
1. That
MARK CAIRNS
be elected as a Director of Freightways.
2. That
FIONA OLIVER
be elected as a Director of Freightways.
3. That
ABBY FOOTE
be re-elected as a Director of Freightways.
4. That
PETER KEAN
be re-elected as a Director of Freightways.
5. That the total quantum of the annual D
irectors’ fee pool be increased by $16
1,100 from an aggregate of $696,045 to an
aggregate of $857,145, such aggregate amount to be divide
d amongst the Directors as they deem appropriate.
6. That the Directors are authorised to fix the Auditors’ remuneration.
Resolutions
RESOLUTION 1.> Election of Mark Cairns.
25
RESOLUTION 2.> Election of Fiona Oliver.
26
RESOLUTION 3.> Re-election of Abby Foote.
27
RESOLUTION 4.> Re-election of Peter Kean.
28
29
Resolutions
RESOLUTION 5.That the total quantum of the annual Directors’ fee pool be increased by $161,100 from an aggregateof $696,045 to an aggregate of $857,145, such aggregate amount to be divided amongst the Directors asthey deem appropriate.RESOLUTION 6.That the Directors are authorised to fix the Auditors’ remuneration.
VOTING AND QUESTIONS
30
31
This presentation has been prepared by Freightways Limited (
"Freightways") for information purposes only. This
presentation is not a product disclos
ure statement, prospectus or inv
estment statement. Nothing in this
presentation constitutes an invitation t
o subscribe for shares, securities or fi
nancial products in Freightways. Nothing
in this presentation constitutes legal, accounting, finan
cial or taxation advice or any other advice of any kind. Any
investor should consult their own profes
sional advisors and conduct their own indepen
dent investigation of Freightways
and the information contained in this pr
esentation, including any statements r
elating to the future performance of
Freightways. The information in this p
resentation is given in good faith and has been obtained from sources believed
to be reliable and accurate at the date of this presentation.Certain items of financial information included in this pr
esentation are "non-GAAP" financial measures. These non-
GAAP financial measures do not have a standardised meaning
prescribed by New Zealand Accounting Standards and
therefore may not be comparable to similarly named m
easures presented by other
entities and should not be
construed as an alternative to other
financial measures determined in accordance with New Zealand Accounting
Standards. Freightways believes that thes
e non-GAAP financial measures provide useful information in measuring the
financial position and performance of the Freightways
business. However, undue reliance should not be placed on
non-GAAP financial measures included in this presentation.This presentation may include forward
-
looking statements regarding future events and the future
financial
performance of Freightways. Such forward
-
looking statements are based on current
expectations and involve risks and
uncertainties. Freightways cautions in
vestors not to place undue reliance on these forward-looking statements, which
reflect Freightways' views only as of the
date of this presentation. Actual result
s may be materially different from those
stated in any forward
-
looking statements. Nothing contained in this document is or should be relied on as a promise as
to the future performance or condition of Freightways or as to
any other future events. Except as required by law or the
NZX Listing Rules, Freightways undert
akes no obligation to update any forward
-
looking statements, whether as a
result of new information, future events or otherwise or to report against any forward
-
looking statements. None of
Freightways, their affiliates, or their r
espective advisers or repres
entatives, give any warrant
y or representation as to
the accuracy or completeness of the information contained i
n this presentation, and exclude their liability to the
maximum extent permitted by law.
Disclaimer
32
FREIGHTWAYS GROUP
FY21
$m
FY20
$m
Change
%
Operating Revenue
800.5
630.9
26.9
EBITDA (GAAP)
164.6
135.1
21.8
A
dd: Change in fair value of contingent consideration – Big Chill
Distribution Limited (BCD)
23.0
-
A
dd: Other expenses
-
9.6
EBITDA (before change in fair value of contingent consideration and other expenses)
187.6
144.7
29.6
Less: NZ IFRS16 adjustment
(42.2)
(33.7)
25.2
EBITDA (before NZ IFRS16, change in fair value of contingent consideration and other expenses) – non-GAAP
145.4
111.0
31.0
EBITA (GAAP)
107.5
88.2
21.9
A
dd: change in fair value of contingent consideration – BCD
23.0
-
A
dd: Other expenses
-
9.6
EBITA (before change in fair value of contingent consideration and other expenses)
130.6
97.8
33.5
Less: NZ IFRS16 adjustment
(7.0)
(5.3)
32.1
EBITA (before NZ IFRS16, change in fair value of contingent consideration and other expenses) – non-GAAP
123.6
92.5
33.6
NOTESGAAP – Generally Accepted Accounti
ng Principles (IFRS-compliant
)
33
APPENDIX:RECONCILIATION OF GAAP TO PRE-NZ IFRS16 A
ND OTHER EXPENSES FOR THE YEAR ENDED 30 JUNE 2021
EXPRESS PACKAGE & BUSINESS MAIL
FY21
$m
FY20
$m
Change
%
Operating Revenue
633.0
474.4
33.4
EBITDA (GAAP)
142.8
98.3
45.3
A
dd: Other expenses
-
3.3
100
EBITDA (before other expenses)
142.8
101.6
40.6
Less: NZ IFRS16 adjustment
(24.6)
(16.1)
52.8
EBITDA (before NZ IFRS16 and other expenses) – non-GAAP
118.2
85.5
38.2
EBITA (GAAP)
109.5
74.4
47.2
A
dd: Other expenses
-
3.3
100
EBITA (before other expenses)
109.5
77.7
40.9
Less: NZ IFRS16 adjustment
(3.4)
(1.8)
88.9
EBITA (before NZ IFRS16 and other expenses) – non-GAAP
106.1
75.9
39.8
34
NOTESGAAP – Generally Accepted Accounti
ng Principles (IFRS-compliant)
APPENDIX:RECONCILIATION OF GAAP TO PRE-NZ IFRS16 A
ND OTHER EXPENSES FOR THE YEAR ENDED 30 JUNE 2021
INFORMATION MANAGEMENT
FY21
$m
FY20
$m
Change
%
Operating Revenue
170.7
158.7
7.6
EBITDA (GAAP)
50.8
41.8
21.5
A
dd: Other expenses
-
5.3
100
EBITDA (before other expenses)
50.8
47.1
7.9
Less: NZ IFRS16 adjustment
(17.4)
(17.5)
(0.6)
EBITDA (before NZ IFRS16 and other expenses) – non-GAAP
33.4
29.6
12.8
EBITA (GAAP)
29.0
20.6
40.8
A
dd: Other expenses
-
5.3
100
EBITA (before other expenses)
29.0
25.9
12.0
Less: NZ IFRS16 adjustment
(3.6)
(3.4)
5.9
EBITA (before NZ IFRS16 and other expenses) – non-GAAP
25.4
22.5
12.9
35
NOTESGAAP – Generally Accepted Accounti
ng Principles (IFRS-compliant)
APPENDIX:RECONCILIATION OF GAAP TO PRE-NZ IFRS16 A
ND OTHER EXPENSES FOR THE YEAR ENDED 30 JUNE 2021
Note
FY21
$m
FY20
$m
Change
%
Revenue
800.5
630.9
26.9
EBITA, before change in fair value of contingent consideration – Big Chill Distribution Limited (BCD) and other income & expenses (non-GAAP)
i.
130.5
97.8
33.4
Change in fair value of contingent consideration – BCD
(23.0)
-
Other income & expenses
-
(9.6)
EBITA
ii.
107.5
88.2
21.9
NPAT, before change in fair value of contingent consideration – BCD and other income & expenses (non-GAAP)
iii.
72.7
56.0
29.8
Change in fair value of contingent consideration – BCD
(23.0)
-
Other income & expenses, net of tax
-(8.6)
NPAT - GAAP
iv.
49.6
47.4
4.6
Basic EPS (cents) (before change in fair value of contingent consideration – BCD and other income & expenses)
43.9
35.5
23.7
NOTESi.
Operating profit before interest, tax
and amortisation, before change in fair val
ue of contingent cons
ideration – BCD and othe
r income & expenses.
ii.
Operating profit before interest, tax and amortisation.
iii.
Net profit after tax (NPAT), before change in fair value
of contingent consi
deration – BCD and other income & expenses.
iv.
Profit for the half year attributable to shareholders.
v.
GAAP – Generally Accepted Accounti
ng Principles (IFRS-compliant)
36
Financial Summary FOR THE YEAR ENDED 30 JUNE 2021
FREIGHTWAYS
GROUP
Note
Q1 FY22
$m
Q1 FY22
$m
Q1 FY22
$m
Q1 FY21
$m
Q1 FY21
$m
Q1 FY21
$m
Post NZ IFRS16
NZ IFRS16
adjustment
Pre NZ IFRS16
(non-GAAP)
Post NZ IFRS16
NZ IFRS16
adjustment
Pre NZ IFRS16
(non-GAAP)
Operating Revenue
203.1
-
203.1
211.7
-
211.7
EBITDA
(i)
45.5
(10.4)
35.1
49.4
(11.1)
38.3
EBITA
(ii)
31.6
(1.7)
29.9
34.8
(1.8)
33.0
NPATA
(iii)
19.9
0.7
20.6
21.1
0.7
21.8
NPAT
(iv)
18.1
0.7
18.8
19.2
0.7
19.9
NOTESi.
Operating profit before interes
t, tax, depreciation and amortisation
ii.
Operating profit before interest, tax and amortisation
iii.
Net profit after tax before amortisation
iv.
Net profit after tax
37
APPENDIX:(UNAUDITED)
EXPRESS PACKAGE & BUSINESS MAIL
Q1 FY22
$m
Q1 FY21
$m
Change
%
Operating Revenue
160.5
168.4
(4.7)
EBITDA (before NZ IFRS16)
28.0
30.2
(7.3)
A
dd: NZ IFRS16 adjustment
6.2
6.6
(6.1)
EBITDA (after NZ IFRS16)
34.2
36.9
(7.3)
EBITA (before NZ IFRS16)
25.1
27.3
(8.1)
A
dd: NZ IFRS16 adjustment
0.9
0.8
12.5
EBITA (after NZ IFRS16)
26.0
28.1
(7.5)
38
APPENDIX:RECONCILIATION OF PRE-NZ IFRS16 TO POST-NZ IFRS16 (UNAUDITED)
INFORMATION MANAGEMENT
Q1 FY22
$m
Q1 FY21
$m
Change
%
Operating Revenue
43.0
43.8
(1.8)
EBITDA (before NZ IFRS16)
9.0
9.9
(9.1)
A
dd: NZ IFRS16 adjustment
4.2
4.4
(4.5)
EBITDA (after NZ IFRS16)
13.2
14.3
(7.7)
EBITA (before NZ IFRS16)
7.1
7.9
(10.1)
A
dd: NZ IFRS16 adjustment
0.8
1.0
(20.0)
EBITA (after NZ IFRS16)
7.9
8.9
(11.2)
39
APPENDIX:RECONCILIATION OF PRE-NZ IFRS16 TO POST-NZ IFRS16 (UNAUDITED)
THANKYOU.
40
---
ANNUAL SHAREHOLDERS MEETING
A. CHAIRMAN’S INTRODUCTION
Slide 2. Freightways - 28 October 2021, Annual Shareholders Meeting
Slide 3. Mark Verbiest, Chairman
Shareholders and guests, welcome to Freightways’ Annual Shareholders Meeting.
I am Mark Verbiest and I am the Chairman of Freightways. I declare the meeting
open. The meeting has been duly convened and a quorum is present. The minutes
of last year’s meeting are held by the General Counsel and Company Secretary.
Today, given the current Covid alert level in Auckland, we are running this meeting
as a Virtual Meeting using the Computershare Online Meeting Platform. Welcome
to everyone joining us online wherever you are based. Again, due to the current
Covid alert levels around New Zealand, the Freightways Board of Directors and
Executive Team are joining from a variety of locations around the country.
Slide 4. How to ask questions
As this is the first time we have held our Annual Shareholders Meeting completely
online rather than as a physical and virtual hybrid, I’d like to specifically draw
everyone’s attention to the procedures for asking questions and for voting.
As set out in your virtual meeting guide, any shareholder or proxy attending the
meeting is eligible to ask a question. Please select the Q&A tab and the question
category, then type your question into the box at the bottom of the screen and
press 'Send'. Please note that while you can submit questions from now on, I will
not address them until the relevant time in the meeting. Please also note that your
questions may be moderated or if we receive multiple questions on one topic,
amalgamated together. Finally, due to time constraints we may run out of time to
answer all your questions. If this happens, we will answer them in due course via
email. Should you require any assistance using the Computershare Online
Platform, you can type your query and one of the Computershare team will assist
with the chat function and reply to your query. Alternatively, you can call
Computershare on 0800-650-034.
Slide 5. How to vote
When asked at the relevant time that resolutions are put, if you are eligible to vote
at this meeting, you will be able to cast your vote under the Vote tab. Once the
voting has opened, the resolutions will allow votes to be submitted. To vote, simply
select your voting direction from the options shown on screen. You can vote for all
resolutions at once or by each resolution. Your vote has been cast when the tick
appears. To change your vote, simply select ‘Change Your Vote’. You have the
ability to change your vote, up until the time I declare voting closed.
Voting today will be conducted by way of a poll on all items of business. In order
to provide you with enough time to vote, I will shortly open the voting for all
resolutions.
Persons attending the meeting, who are not shareholders, proxy holders or
corporate representatives of a shareholder, may not vote.
I now declare voting open on all items of business. The resolutions will now be
open in the vote tab, please submit your votes at any time. I will give you a warning
before I move to close voting.
I will remind everyone again of these two processes when we come to the
resolutions later in the meeting.
Slide 6. Agenda
I will now run through the structure of the meeting.
• I will begin with procedural matters, introduce the Freightways Board and some
of the executive team to you, and then summarise some of the Company’s 2021
highlights. I will then ask Mark Troughear, our Chief Executive Officer, to
provide an overview of the Company, an update on current trading performance
and a commentary on our outlook for the rest of the financial year.
• Questions about the performance of the Company will be addressed after the
close of the CEO’s presentation. Any questions related to formal resolutions
outlined in the Notice of Meeting will be dealt with when we consider those
resolutions.
• Following the CEO’s presentation and questions relating to the management of
the company, I will introduce the formal resolutions as outlined in the Notice of
Meeting and polls will be held in respect of them. The polls will be conducted
following the meeting.
• The Notice of Meeting, which includes the explanatory notes, was circulated to
all shareholders and I intend to take it as read.
Proxies have been appointed for the purpose of this meeting in respect of
approximately 70 million ordinary shares. As was indicated on the proxy form,
where proxy discretion has been given, the Directors, and I as Chairman, intend to
vote those proxies we have received in favour of the 6 resolutions set out in the
Notice of Meeting. I also note that as set out in the proxy form, directors standing
for election or re-election will abstain from voting discretionary proxies in respect
of their own appointment. As requested by the New Zealand Shareholders
Association, we will not disclose the voting of valid proxies received for each
resolution before shareholders vote today, and as usual we will declare the outcome
of the polls after the meeting on the NZX.
I would now like to introduce members of the Board and Management team joining
this call.
Slide 7. Board
Your Directors are:
• Abby Foote - Abby joined the Board in 2018 and is qualified in both law and
accounting. She brings to the Board over 12 years of governance experience, in
addition to time spent in senior management roles. Abby is currently Chair of Z
Energy and a director of Sanford Limited. It has also just been announced she
has joined the board of Kathmandu. Abby is retiring by rotation and standing
for re-election at this meeting.
• Fiona Oliver - Fiona is the newest Director on our Board, having been appointed
in July 2021, and she also stands for election today. Fiona brings a wealth of
experience from her executive career in the financial services sector. In New
Zealand, her roles included Chief Operating Officer of Westpac’s investment
arm, BT Funds Management, and General Manager of AMP NZ’s Wealth
Management division. In Sydney and London, Fiona managed the Risk and
Operations function for AMP’s private capital division. Prior to this, Fiona was
a senior corporate lawyer in New Zealand and overseas, specialising in mergers
and acquisitions. Fiona is a professional director, holding or having held
governance roles across a range of business sectors including renewable energy,
natural gas, technology, and financial services.
• Kim Ellis - Kim was appointed a Director in 2009, having spent 28 years in chief
executive roles in a number of sectors, including 13 years as Managing Director
of Waste Management NZ Limited. Kim is Chairman of Green Cross Health and
NZ Social Infrastructure Fund and has other directorships, including Port of
Tauranga. Kim will retire as a Director with effect from the end of this meeting
and I wish to personally and sincerely acknowledge and thank Kim for his
commitment to Freightways. He has been a great director representing your
interests.
• Mark Cairns – Mark was appointed to the Board in April 2021 and stands today
for election. Mark brings highly relevant experience to the FRE Board, having
been Chief Executive of Port of Tauranga, New Zealand’s largest and most
successful port, since 2005. He was previously Chief Executive of Toll Owens
Limited and Owens Cargo Company Limited. He has extensive experience in
logistics, infrastructure, contracting and significant exposure to capital markets.
Mark sits on a number of Boards, including Meridian Energy Limited and
Sanford Limited, and is the intended Chairman of 2 degrees if its IPO proceeds.
• Mark Rushworth - Mark was appointed a Director in 2015 and has extensive
experience in the technology sector, with a decade’s governance experience,
predominantly in the high tech and innovation space. He has widespread
operational and marketing experience. He spent 4 years on the senior executive
team of Vodafone NZ and has previously served as CEO of Pacific Fibre, iHug
and Paymark. Mark is currently CEO of private equity-owned UP Education.
• Peter Kean - Peter was appointed a Director in 2016, bringing to Freightways
many years of senior executive experience with the Lion group of companies in
both New Zealand and Australia. After retiring from Lion in 2014 he has
developed a career in governance. Peter is also a Director of Sanford Limited
and a number of private companies. Peter is retiring by rotation and standing for
re-election at this meeting.
• I was appointed a Director of Freightways in February 2010 and elected
Chairman in 2018. I am a lawyer by training and have widespread corporate
legal experience in private practice, having also spent over 7 years on the senior
executive team of Telecom NZ through until mid-2008, where among other
things I had executive accountability for two business units. I’m currently
Chairman of Meridian Energy and Summerset Group Holdings and a director
of ANZ Bank New Zealand. I intend to retire from the Board during next year,
as part of the Board’s succession plan. The Board is conscious of the need for
continuity of experience alongside Board renewal.
Also joining us today are:
• Mark Troughear, Freightways’ Chief Executive Officer, who was appointed to
the role of CEO in January 2018. Mark has been with Freightways in various
executive roles for approximately 25 years and has a comprehensive knowledge
of the group’s operations across all divisions in New Zealand and Australia.
• Stephan Deschamps, Freightways’ Chief Financial Officer. Stephan joined the
Freightways senior leadership team in the midst of the Covid-19 crisis in April
last year. Stephan has previously held a number of senior finance roles; most
recently as acting-CFO of Air New Zealand. Stephan also spent 14 years at
Fonterra, including 2 regional CFO roles in Latin America and China; and
The Company’s Auditors, PricewaterhouseCoopers, are represented here today by
Keren Blakey and Jack Worthington and the Company’s external legal advisors,
Russell McVeagh, are represented here today by David Raudkivi.
The Financial Statements for the year ended 30 June 2021 are set out in the
Company’s Annual Report that was released to shareholders in August. This year’s
Annual Report continues the practice of recent years in giving shareholders and
other interested parties a lot more information about what we do at Freightways.
Covid19 remained a significant factor during the year, both in NZ and in Australia,
although its impact on FRE was more limited in the Financial Year 21. In the
Annual Report, we provide information on how the Company was impacted and
how we have continued to respond. I would like to convey how impressed the
Board has been with the commitment of each and every employee and contractor
of FRE, who rallied to ensure our staff, customers, communities and shareholders
were all well looked after. We completed last year the acquisition of Big Chill
Distribution, which has been an outstanding success. FY21 was much about
consolidating this significant acquisition and giving time for our balance sheet to
return to stronger levels. The addition of the Big Chill team into Freightways has
been seamless.
The intent is to continually improve our reporting to you, our shareholders, on the
matters we think are most relevant to our business.
I would now like to speak briefly to some of the financial highlights of
Freightways’ 2021 year. I will then ask Mark Troughear to address you.
Slide 8. General highlights – Financials 2021
• FY21 saw very solid growth, both at top and bottom line. Our revenue broke
the $800m threshold, a 27% increase from last year. Part of this is due to Big
Chill being included for the entire year, but even without Big Chill, revenue
increased by 14%. This reflects the quality of services we offer, which has
allowed us to grow our market share, as well as the entrepreneurial nature of
our people across the business. This has led to new business opportunities, in
medical waste for example and recycling.
• Our margins also improved, with EBITA and NPAT both growing at or more
than 30% year-on-year. This excludes the impact of the accrual for the final
payment of the Big Chill acquisition.
So, let me explain the $23m accrual we made for Big Chill.
When Big Chill was acquired in April 2020, its value was estimated at $145m, and
80% [$116m] was paid upfront. The final 20% will be paid in August 2022, based
on the performance of Big Chill in FY21 and FY22. Because this performance has
been so much better than initially expected, we have had to revise upward what the
final payment will be, and we now expect it to be roughly $51m. This means we
need to accrue $23m more than we already had and to recognise this as a cost this
year in our P&L. But I want to stress that this only shows how well Big Chill is
doing, and was a non-cash cost in FY21- a positive issue to have.
Finally, in line with our formalised Capital Management Policy that I will cover
later, the Board set a final dividend of 18c, bringing the total dividend for the year
to 33.5c. This is 10% higher than the last full dividend we paid in FY19 and the
highest dividend of the last 15 years or so.
Slide 9. General highlights - 2021
Our performance has also benefitted our people. Thank to such initiatives as
Pricing for Effort, couriers have seen an increase in their remuneration of 8% year-
on-year on average. We also continue to invest in the safety of our people, and we
have seen a decrease of workplace injuries.
Beyond our current successes, we are actively planning for and investing in growth
areas and new business opportunities. We are continuing to invest in medical waste
in Australia (which we commenced in 2017) and in different initiatives of waste
recycling in NZ. Our in-house idea incubator which is called the Startery, has
assessed 32 different ideas, 5 of which are now being further developed.
Finally, FRE also wants to do the best for our communities and wider stakeholders.
We have committed to reducing the carbon emissions across our network by 50%
by 2035. We are also making good progress to reduce the use of fossil-based plastic
in our network.
Slides 10. – Capital Management Policy
As Freightways remains a very acquisitive company, the Board did further work
with Management to clarify its capital management policy, including the way we
set dividends.
Whilst we have not introduced any significant change, we have made the order of
priorities clearer.
Our primary objective is to optimise our cost of funds so that we target a credit
profile equivalent to a BBB-rated company. One of the criteria we use to assess
this is our net debt/EBITDA ratio that we want to maintain in a range of 2 times to
3 times.
This influences how we manage the company: if the ratio is closer to 3x, then our
focus will be on cash generation and debt repayment and could extend to reducing
capex. If it is getting closer to 2x, it means we are either preparing for acquisitions
or could consider a further return to shareholders. Corrected for non-cash
exceptionals, the ratio was at 2.4x at the end of FY21.
This will also guide how we set dividends:
- The first rule is that the dividend will be set at a level that does not challenge
our capital management objective
- We will also set the dividend at a level that we believe is sustainable over
time
- Taking these 2 items into account, we will aim to set a dividend around 75%
of the NPATA corrected for significant non cash one off items
I’ll now call on Freightways’ CEO, Mark Troughear, to address the meeting.
Slide 11. Freightways – Mark Troughear, Chief Executive Officer
B. CHIEF EXECUTIVE OFFICER’S REVIEW AND TRADING
UPDATE
Thankyou Mark.
Welcome to all shareholders joining us virtually for our 2021 ASM.
Also welcome those from the FRE team on the call and would like to express my
thanks to you and your teams for the outstanding work you have done over the past
year.
I’ll talk to a brief summary of;
- FRE Strategy including an update on two of our most recent investments
- Our high level ESG goals, and
- Provide a trading update for Q1 along with our outlook for the year
Slide 12. The Freightways Blueprint
FRE operates a number of businesses involved in picking up, processing and
delivering
These operations span express package, business mail, information management
and waste renewal (formerly secure destruction)
The core capabilities that underpin our success in these markets are;
- A focus on striving for efficiency: (100m items, 500m individual
movements)
- Delivering reliably for our customers – where accuracy is paramount
- Loving our customers – retaining their loyalty, understanding their needs –
both now and in the future, and
- Acting like entrepreneurs across all of our businesses activities, investing
money as if it were our own, constantly searching for new horizons of
growth
There are also 3 core principles that guide how we operate
- Taking ownership at every level of our business – by role, department,
branch and brand
- Thinking and acting commercially in all that we do – recognising our teams,
our customers, contractors and shareholders are all invested in this business
- Working as a family to support and develop each other
All of that helps us move you to a better place, career opportunities for our people,
growth in incomes for our contractors, helping our customer grow and achieve their
business goals, increasing returns for our shareholders.
Slide 13. Strategy
- Ensure we are pricing our services reflective of the effort required – to
generate a return and remunerate our contractors well. Our focus remains
on PFE for local, residential and large freight over the coming year.
- Enable SME eCommerce businesses by providing a suite of tools and
services to meet market need.
- Leverage our service advantage to pick-up market share in EP&BM. Our
latest transit tests have us performing by a margin of 50% better than our
nearest competitor (76% v 21% next day). This is assisting us gain market
share where the pricing makes sense, across our EP & BM
- Expand our Temperature-Controlled market share and develop our 3rd
Horizon of Growth in this market capitalising on the acquisition of
ProducePronto.
- Grow digital (BPO) services for Information Management clients in AU &
NZ.
- Execute our strategy to add high-value waste streams to our collection and
processing networks (SaveBoard, Medical Waste).
- Use The Startery to develop complementary services that provide Horizon
2 or 3 growth opportunities for our existing businesses. The Startery allows
us to do this in a structured way where data and customer feedback guides
our decision making rather than gut feel.
Slide 14. Strategy
ProducePronto
- Ownership from November 1, 2021
- Complementary to Big Chill
- Same day express delivery of fresh and frozen food to businesses and
convenience food outlets
- Growth pathway will leverage Big Chill and EP assets
- $10m purchase price with potential earn-out of up to $4m over 3 years
Saveboard
- Currently 22% shareholder increasing to 36% in March 2022 when AU set
up commences
- Converts packaging waste into building products
- Expected to produce first boards at the end of 2021
- 2 sites – Hamilton and Sydney
- Complementary to our Waste Renewal business which focuses on circular
economy solutions for high value waste streams
Slide 15. SDG Update
FRE approach to ESG has us target our work on those areas where we and our
stakeholders feel we can move the dial. As a result the 5 SDG’s presented on this
slide are our primary areas of focus.
- Health and safety in employment – injury reduction. The addition of a
dedicated GM of Safety, employing new technology to train & educate our
teams, monitor our progress. Significant focus on all of those who manage
people to constantly improve our approach to ensuring that our team get
home safely every day/night.
- Providing opportunities for career advancement and earnings improvement
for our staff and contractors
- Development of new adjacent business services which grow our revenues
and provide opportunities for our people
- Reduction of emissions with a target to reduce carbon emissions by 50% by
2035. We have developed our first science based targets, targeting a 50%
reduction in emissions by 2035. We have a strong track record in an industry
where there are few viable alternatives. We have successfully reduced
emissions by 5% yoy/unit and reported on those emissions since 2014. We
are confident there will be viable alternatives in another 3-4 years.
Freightways operate one of the most modern fleets in NZ for both small
vehicle and heavy transport. Our couriers update their vehicles on average
every 7 years. We are confident that with the increases in remuneration we
are providing through our fleets that will continue as viable EV technology
becomes available in NZ. Heavy transport will be a bigger challenge, but we
will monitor with interest the developments around BEV and Hydrogen over
the coming years. Our 50% reduction is achieved by a 100% change out of
the light vehicle fleet to EV by 2035.
- Reduction of plastic packaging waste by 70% over the coming year
Slide 16.
Q1 Trading Update (cover)
Slide 17. EP Item Growth YOY (Network Couriers Only)
The graph illustrates the growth in items for our network Express Package
businesses (consistent with previous presentations) over the first 15 weeks of
FY22.
The two lines show 2021 growth on 2020 and also on 2019 (pre covid). This period
traverses the lockdowns that began mid-August
Key points to note;
- The drop in overall activity was less severe than April 2020’s, level 4
lockdown
- The dark blue line illustrates the growth over a “normal” base year 2019 and
shows that over the last 4 weeks the businesses have been dealing with in
excess of 20% growth on that 2019 base – mix of market growth (eComm
in particular) and market share gains. 10%+ on 2020 volumes.
- Our Q1 results encompass the weeks 1-12 and so are naturally impacted by
the shaded period where level 4 lockdown was in force.
- Despite this expected impact on volumes the business has rebounded
strongly
Slide 18. EP B2C Growth YOY (Network Couriers Only)
This graph demonstrates the growth in B2C deliveries - deliveries to homes in
residential and rural areas.
The graph again gives reference to growth over last year and also 2019 (pre Covid)
Key points to note;
- While level 4 lockdown had a negative effect YoY the trend since the rest
of NZ eased out of level 4 restrictions has shown strong growth in B2C
(home delivery)
- Importantly these deliveries now attract our pricing for effort surcharge to
reflect the true cost of final mile delivery
- The trend over the past 7 weeks represents growth of 35% over 2020 and
growth of around 100% on 2019
Slide 19. Q1 Consolidated Performance - Unaudited
Our Q1 results reflect the following impacts;
1. One less week in FY22 than we had in FY21 as a result of FRE’s 4-4-5
accounting system
2. NZ’s level 4 lockdown
3. AU’s NSW and VIC lockdowns
As a result;
- Revenue was lower by 4.1%
- EBITA was lower by 9.2%
- NPATA was lower by 5.7% on the pcp
The EBITA impacts were;
- For the extra week was $2.1m
- For level 4 in NZ was estimated at $4.5m and
- For the AU lockdowns was estimated at $0.4m
A total impact of approximately $7.0m
Slide 20. Q1 Express Package & Business Mail Unaudited and excludes lease
accounting
- Freightways uses a 4-4-5 weeks accounting calendar. In the first quarter of
FY21, there was one extra week compared to FY22. Revenue and EBITA
are respectively $11.6m and $1.9m for the extra week.
- The New Zealand Covid Level 4 lockdown in August - September 2021 is
estimated to have resulted in EBITA that is $3.9m lower than the prior
comparative period.
Slide 21. Q1 Information Management - Unaudited and excludes lease
accounting
- Freightways uses a 4-4-5 weeks accounting calendar. In the first quarter of
FY21, there was one extra week compared to FY22. Revenue and EBITA
are respectively $0.8m and $0.2m for the extra week.
- The New Zealand Covid Level 4 lockdown in August - September 2021 is
estimated to have resulted in EBITA that is $0.6m lower than the prior
comparative period.
- The Australian Covid lockdown in the first quarter of FY22 is estimated to
have resulted in EBITA that is $0.4m lower than the prior comparative
period.
Slide 22. Outlook (cover)
Slide 23. Outlook
- While Q1 was affected by the level 4 lockdown in NZ and the continued
restrictions on businesses operating in both NZ and Australia we remain
confident that we will achieve earnings growth for the company in FY22.
- We have been encouraged by the increase in volumes driven by eCommerce
activity and market share gains in Express Package as NZ has moved into
level 3 and below.
- We are also pleased with the growth in Medical Waste in Australia and while
we expect that to ease as the situation in Victoria improves it should occur
at the same time as businesses reopen in Melbourne and Sydney CBD’s -
restoring activity for our information management and document destruction
services.
- We remain conscious that even the best laid plans can be influenced by
macro factors that we are less able to control:
> A tight labour market putting upward pressure on labour costs,
> Current and potential lockdowns in AU & NZ,
> A constrained supply chain which could continue to disrupt the flow
of goods coming into NZ and ultimately impact the volumes we
receive from our customers.
- We will continue to review the portfolio of services we provide with a view
to delivering superior long-term value to shareholders through short,
medium and long-term initiatives.
- The company will continue to consider acquisition opportunities that are
complementary to our existing operations and capabilities.
I'd like to once again thank our teams of staff and contractors who have contributed
to a successful year for FRE.
In closing I would like to extend Management's congratulations and thanks to Kim
Ellis for his fine term at FRE as a Director.
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.
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