Annual General Meeting Presentations
M
ichael Hill International Limited ABN 25 610 937 598
34 Southgate Avenue, Cannon Hill, QLD 4170
A SX AND NZX ANNOUNCEMENT
ANNUAL GENERAL MEETING PRESENTATIONS
14 No
vember 2023
In accordance with the Listing Rules, enclosed are the presentations of the Chair and the Managing Director
& Chief Executive Officer, which will be delivered today at the Michael Hill International Limited 2023 Annual
General Meeting.
Th
is announcement is authorised for release by the Company Secretary.
- ENDS -
F
or more information, please contact:
Investors:
Emily Bird
Company Secretary
+61 424 306 535
company.secretary@michaelhill.com.au
Investors & Media:
Anthea Noble
Head of Investor Relations
+61 438 770 704
anthea.noble@michaelhill.com.au
Michael Hill International Limited 2023 Annual General Meeting
CHAIR’S ADDRESS
Today I’d like to give you an overview of how we view the year that’s closed. Following that, Daniel will give
more detail on our 2023 results, our strategic focus and a current trading update.
Our financial year ending July 2, 2023 was certainly a more challenging year at Michael Hill.
During both FY22 and the first half of FY23, we continued to benefit from Covid economic stimulus,
reduced operating costs and travel restrictions in all our markets, which boosted domestic retail spend. In
the second half of FY23 we saw inflation in wages, gold, diamonds and other input costs, along with rising
interest rates eating into disposable consumer spending and an increased portion of that remaining spend
being redirected to domestic and international leisure travel.
We have also experienced a particularly challenging security environment in New Zealand, with record
levels of retail crime necessitating a significant increase in security counter-measures, increased stock
losses and an incremental $5m spent to protect our customers and team members.
Despite these challenges we have maintained an unwavering commitment to our strategy; with an
increased investment in elevating the Michael Hill brand and product offering, a strong commitment to
executing on the retail fundamentals, strong cost and inventory management and investment in a series of
new brand offerings to expand our addressable market.
Against this backdrop the business delivered a solid performance for FY23, with record revenue, elevated
margins and strong earnings. I’m both proud and grateful for the agility, resilience, perseverance and focus
that Daniel and the entire Michael Hill team have displayed in delivering these results.
The heritage of our brand and creative inspiration from our founders continues to underpin the
foundations of the Company. FY23 saw the launch of ‘The Jewellers’ brand campaign, which focused on our
origins as a fine jeweller, the vision of our founders, and showcasing our craftmanship, creativity and
commitment to quality. I will now share the latest brand campaign.
This campaign demonstrates that as the Michael Hill brand continues its aspirational brand journey, we will
maintain a strong connection to our rich heritage and the vision from our founders.
During the year, I have taken great pride in the way in which our leadership team in New Zealand and our
Group Executive team have responded to and supported our New Zealand team members and customers
impacted by the retail crime events and ram raids we have experienced in New Zealand along with a series
of extreme weather events.
It’s during these times of adversity that our values: We care, We create outstanding experiences, We are
professional and We are inclusive and diverse, get truly tested. I’m proud to be part of a team who have
clearly demonstrated and lived the Company’s values as we have responded to these challenges.
Pleasingly, our engagement survey was completed by 84% of our workforce and resulted in an engagement
score of 82%, which is 10% higher than the global retail industry average. Our consistently high
engagement score demonstrates how hard we continue to work to ensure that Michael Hill remains an
employer of choice and is a great place to work.
In August 2022, we released our 2030 sustainability manifesto centred around three key pillars: People,
Product and Planet.
During the year, we have made great progress toward our goals: reduced our scope 1 emissions by 39%,
reduced our head office waste by 65% and made significant donations towards empowering women with
Dress for Success and Auckland’s Women’s Refuge.
In addition, an integral part of this strategy was the launch of a circular jewellery ecosystem, Re:new.
During the year, the first phase was launched - Re:cycle - a digitally enabled gold recycling program, that
encourages customer to give “new life to their old loves”, by recycling gold jewellery pieces in exchange for
a Michael Hill e-gift card. The opportunity in the coming year to extend this offering to New Zealand and
Canada is exciting.
The second phase, Re:imagine, a diamond upgrade program, and the third phase, Re:store, will focus on
jewellery repairs. Both of which are to be launched this financial year.
Last year, the Company articulated a capital management framework for the business which included
pursuing acquisition opportunities in the fine jewellery sector. Pleasingly, the business successfully acquired
an earnings accretive, scalable and complementary Australian value-led jewellery brand, Bevilles. With the
Bevilles team having successfully transitioned, the key focus is now on expanding the store network
nationally.
During the year, the Company commenced its on-market share buy-back with 8.63m shares bought back,
representing 2.2% of issued capital for a total cash cost of A$10.2m. The share buy-back was concluded in
August 2023.
Furthermore, we were pleased to declare a final dividend of AU3.5 cents per share, bringing our total
dividend for the year to AU7.5 cents per share, representing ~70% of adjusted annual NPAT, and at the
higher end of the Company’s Dividend Distribution Policy target range of 50% to 75%.
I am immensely proud of Daniel, our highly capable executives working alongside him and the broader
Michael Hill team. Even though the second half of FY23 was particularly challenging, the team remained
focused, executed on our strategy, delivered a plethora of initiatives, and successfully acquired a new
brand, Bevilles, which represents a fabulous opportunity to expand our addressable market and support
our growth ambitions.
I would like to close my address by acknowledging and thanking all our shareholders for their ongoing
support.
I now invite Managing Director & CEO, Daniel Bracken to address the meeting and discuss the 2023
operational performance, provide an update on the Company’s strategy and a current trading update.
MANAGING DIRECTOR & CHIEF EXECUTIVE OFFICER’S ADDRESS
Thank you, Rob.
Good morning and thank you for joining us today. I will now take you through a review of the 2023 financial
results and operational achievements. We will also provide you with some insights into key strategic
initiatives for the year ahead, and an update on our current trading performance.
Let me start by saying it has been a very busy year at Michael Hill.
While we finished FY23 with comparable EBIT slightly below prior year, due to a more challenging second
half, we still delivered the second highest profit in the Company’s history.
These results were underpinned by our clearly articulated strategic initiatives, driven by the ability to
-elevate ATV supported by Michael Hill’s aspirational brand journe
y,
-leverage our l
oyalty program – which now has over two million
members
-the evolution of our product – during the year we introduced some fantastic new ranges,
-and most importantly, a relentless focus on retail fundamentals driving continued improvement in
productivity across all markets.
In August 2022, the Company executed a seamless relocation of its global headquarters to new purpose-
built premises housing the global support functions, with a reimagined artisanal jewellery workshop and
state-of-the-art Australasian distribution centre. Our new office provides a contemporary, dynamic and
productive environment, strategically aligned to Michael Hill’s aspirational brand journey.
In June 2023, the Company completed the Bevilles acquisition, successfully transitioning all team members,
stores and inventory to the Group. As the Michael Hill brand elevates the Bevilles business give us the
opportunity to capture market share at the value end of the fine jewellery category. Currently, a 26 store
business primed for a significant real estate expansion strategy.
We also continued to focus on digital to modernize customer experience, and reach new markets. The
creation of a dual language Canadian website allows us to attract a new French speaking customer base in
Quebec and across Canada. We also extended our marketplace offerings by partnering with Zalora in
Singapore and Malaysia.
And most importantly, the Michael Hill business is built on the foundations of a great culture and a fantastic
team as evidenced by our most recent engagement survey result with our global engagement score above
80%.
I’d like to both acknowledge and thank the team for their unwavering focus and energy throughout the
year.
The Group has reported record operating revenue of $630m for the 2023 financial year, a 53-week retail
financial year ended 2 July 2023, which includes four weeks of Bevilles trade in the Group and Australian
segment results.
Comparable earnings before interest and tax (EBIT) for the Group was $58.9m for the year, a decline of 6%
year on year, due to higher cost of goods pressure, wage inflation in all three markets and elevated New
Zealand security costs.
While the Company delivered record revenue for the year, this was driven by a particularly strong first half
performance, followed by a more challenging second half, as macroeconomic conditions deteriorated and
consumer confidence declined.
Notwithstanding the impact of sustained elevated raw material input costs seen with diamonds and gold,
and while slightly down on prior year, the Company still delivered strong gross margins. This performance
was underpinned by the aspirational brand strategy and the ability to elevate average transaction value
even in a challenging retail environment.
Inventory year-end holdings were $203.3m, with Michael Hill on target and broadly in line with prior year.
The lift in stock holdings was largely driven by the inventory acquired in the Bevilles transaction.
During the year, the Company benefited from strong operating cashflows, successfully acquired Bevilles,
returned capital to shareholders through a buy-back and dividends, and continued investment in both the
core business and growth initiatives, which resulted in a year end net cash position of $8.4m.
Furthermore, the Company refinanced with a new three year $90m bank facility on favourable terms,
which will support future strategic growth initiatives.
Michael Hill opened three new stores and closed five under-performing stores across the network during
the year. With the inclusion of 26 acquired Bevilles stores, the store network totals 304 across all markets
at the end of the year.
In terms of key performance insights, it is noted that both revenue and gross margin have lifted significantly
on pre-pandemic levels.
Even though comparable EBIT was down on the record FY22, earnings were also still well above pre-
pandemic levels.
As shown on the bottom of the slide, pleasingly, the strong lift in revenue has been underpinned by
increased store productivity. This is borne out by the lift in both average revenue per store and average
gross profit per store.
Before moving on to our current trading update, I’d like to share with you, our year in review film.
And now moving on to our current trading update.
There is no doubt that retail conditions have continued to be very challenging in all markets, as the group
cycles record Q1 sales in the prior year.
For the first nineteen weeks of FY24, Group sales (including Bevilles) are up 2% on prior year, and up 26%
on FY22. For the core Michael Hill brand, sales have continued the recent trend and are down on the record
start to FY23, however are up 13% on FY22 and up 15% on pre-pandemic trade in FY19.
Group gross margin has continued to be under pressure, with sustained elevated diamond and gold pricing
and dampened consumer confidence due to economic challenges, leading to greater promotional activity
across all retail categories and markets.
We have seen transactional sales data from multiple external sources that demonstrates that both the
Michael Hill brand and Bevilles continue to take market share in a challenging retail environment.
As we enter the all-important Christmas period, the start to November trade is encouraging. However, we
are only two weeks into the Christmas trading period.
Our new Christmas campaign launched at the start of the month and is already gaining strong traction with
both customers and stores.
Earlier this year the company undertook a comprehensive product range review, enabling the largest ever
injection of newness in readiness for our key Christmas trading period.
With over 2.1m members, the Brilliance by Michael Hill loyalty program will be a key differentiator and
enabler for customer engagement and sales driving events.
Along with two significant store refurbishments, four new Bevilles stores will open for Christmas trade,
bringing the brand’s store count to 30.
Much of Michael Hill’s strong performance over recent years can be attributed to the strategic
transformation and elevation of the brand, along with an overarching emphasis on growth. The strategic
framework underpins the future growth of the business, is customer-led and continually evolving.
The strategy to elevate and modernise the Michael Hill brand underpins the overarching vision for the
business. Highly engaging and emotive marketing campaigns focusing on key life moments, with an
emphasis on product, quality and craft, are leading the transition away from price and promotion, towards
emotional long-term customer relationships. The success of this strategy is best evidenced by the
continued expansion of average transaction value, up 27% over the last four years.
Product evolution is at the centre of a customer-led retail strategy, and is critical to achieving sales growth
and supporting elevated margin. The laboratory grown diamond category continues to expand, with higher
sales growth and margins, helping to offset high input costs for both mined diamonds and gold.
During the course of the year, the business invested in new talent and capability across product, buying,
sourcing and procurement, as well as technology investments in merchandise planning.
A great example of a brand-led campaign is our recently launched Christmas campaign, which we will play
for you now.
The Brilliance by Michael Hill loyalty program underpins customer engagement and has now grown to over
two million members. The program provides the business with essential data to drive more frequent and
more profitable customers. Members are more valuable across ATV by 70%, gross profit by 250 basis points
and members transact more frequently. Pleasingly, more than 80% of our sales are now made by
members of the Brilliance loyalty program.
Bricks and mortar retail is at the core of the Michael Hill business, driving more than 90% of sales. The
retail fundamentals strategy has delivered a 21% uplift in store productivity over the last four years.
During FY23, the business invested in refreshing a significant portion of our store network as we elevate the
instore experience to align with the brand strategy. The retail team continues to focus on productivity as
the key performance metric for stores, in conjunction with a deliberate emphasis on lifting average
transaction value.
As the Michael Hill brand continues its aspirational brand journey to a more premium position, the
acquisition of the Bevilles business in June provides a vehicle to take market share at the value-end of the
fine jewellery category.
Additionally, in October, the business launched its new bespoke brand TenSevenSeven, focused on
servicing the high-end of the market with its unique personalised diamond ring proposition.
With these additional brands, the Michael Hill Group now services all significant customer segments of the
fine jewellery category, and delivers multiple new growth pipelines.
The Bevilles Brand will deliver both sales and profit growth through a significant real estate expansion
strategy, coupled with digital growth and an optimised business model.
For FY24, 4 sites have been secured for pre-Christmas opening and a further tranche identified for the second
half. Leveraging group capabilities and partnerships, Bevilles will benefit from optimisation of both supply
chain and vendor relationships delivering margin and cost benefits to the business.
With system integration planned for the second half of FY24, this will drive further opportunities in both
productivity and efficiencies by leveraging a common technology platform.
TenSevenSeven is a new start-up brand designed to deliver a completely unique and elevated proposition,
capturing an entirely new high-end customer.
TenSevenSeven is brought to life through an immersive digital experience, where customers are invited to
select from tens of thousands of unique diamonds, paired with a ring design of their choice and ultimate
handcrafting in our artisanal Australian workshop. The digital platform allows the brand to showcase a
curated diamond library in a capital light business model, as the diamonds are owned by our trusted diamond
vendors.
In due course, this digital offering will be supported by the gradual roll-out of a limited number of showrooms
in key capital cities.
And to give you a sense of this incredible new brand, I hope you are now all as excited as I am about the new
TenSevenSeven brand.
I will now hand back to the Chair to conduct the formal business of the meeting.
AGM Presentation
14 November 2023
DISCLAIMERCertain statements in this announcem
ent constitute forward-looking stat
ements. Forward-looking statements
are statements (other than statements of historical fact)
relating to future events and the anticipated or planned
financial and operational performance of Michael Hill Inte
rnational Limited and its related bodies corporate (the
Company). The words “targets,” “be
lieves,” “expects,” “aims,” “intends
,” “plans,” “seeks,” “will,” “may,”
“might,” “anticipates,” “would,” “could,” “should,”
“continues,” “estimates” or similar expressions or the
negatives thereof, identify certain of these forward-l
ooking statements. Other forward-looking statements can
be identified in the context in which the statements are made. Forward-looking statements include, among other things, statements addressing matters such as
the Company’s future results of operations; financial
condition; working capital, cash flows and capital expenditures; and business strategy, plans and objectives for future operations and events, including those relating to ongoing operational and strategic reviews, expansion into new markets, future product launches, po
ints of sale and production facilities.
Although the Company believes that
the expectations reflected in these forward-looking statements are
reasonable, such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the Company’s actual results, performance, operations or achievements or industry results, to differ materially from any future results, performance, operations or achievements expressed or implied by such forward-looking statements. Such risks, uncertainties and other important factors include, among others: global and local economic conditions; changes in market trends and end-consumer preferences; fluctuations in the prices of raw materials, currency exchange rates, and interest rates; the Company’s plans or objectives for future operations or products, including the ability to introduce new jewellery and non-je
wellery products; the ability
to expand in existing and
new markets and risks associated with doing business globally and, in particular, in emerging markets; competition from local, national and international co
mpanies in the markets in which the Company operates;
the protection and strengthening of the Company’s intellectual property rights, including patents and trademarks; the future adequacy of
the Company’s current warehousing, logistics and information technology
operations; changes in laws and regulations or any interp
retation thereof, applicable
to the Company’s business;
increases to the Company’s effectiv
e tax rate or other harm to the
Company’s business as a result of
governmental review of the Company’s
transfer pricing policies, conflicting
taxation claims or changes in tax
laws; and other factors referenced to in this presentation.Should one or more of these risks or uncertainties materialise, or should any underlying assumptions prove to be incorrect, the Company’s actual financial condition, cash flows or results of operations could differ materially from that described herein as anticipated, believed, estimated or expected. Accordingly, you are cautioned not to place undue reliance on any forward-looking statements,
particularly in light of the current economic climate
and the significant volatility, uncertainty and
disruption caused by the COVID-19 pandemic.
The Company does not intend, and does not assume any obligation, to update any forward-looking statements contained herein, except as may be required by law. All subsequent written and oral forward-looking statements attributable to us or to persons acting on the Compan
y’s behalf are expressly qualified in their entirety by the
cautionary statements referred to above and contained elsewhere in this presentation.
3
Board of Directors
From left to right: Jacquie Naylor (Independent NED), Rob Fyfe (Independent NED, Chair), Daniel Bracken (Managing Director & CE
O), Emma Hill (Chair of People Development &
Remuneration Committee), Dave Whittle (Independent NED), Sir Michael Hill (Founder), and Gary Smith (Independent NED, Chair of
Audit & Risk Management Committee).
Online Text Question Process
44
Select the messaging tabPress the arrow symbol to submit your messageType your question in the ‘Ask a question’ boxSelect ‘My Messages’ to view your submitted messages along with any written responses
5
Online Audio Question Process
555
Click ‘Request to Speak’Click ‘Submit Request’Enter the topic of your questionClick ‘Join Queue’ and follow the audio prompts
Voting
6
Select the voting tabYour selected option will change colourSelect your voting preference for each resolutionYou can change your vote
until the poll is closed
Chair’s address
Rob Fyfe
8
Sustainability
Announced ESG 2030 manifesto centred around three key pillars – Product, Planet & People Launched circular economy offering
Re:new:
•
Digitally-enabled gold recycling platform
•
Launching a diamond upgrade program
•
Reimagining and expansion of jewellery repair business
9
Capital Management Framework
Dividend Policy
50% - 75% adjusted NPAT
Current intention to deliver at the
higher end of the range
Organic Growth
~$25m to $30m annual spend
Organic
+
Investment
New markets & channels via digital
platforms
Launch of new revenue streams
Capital Investment
Opportunities
Share buy-back
Continue to pursue acquisition
opportunities across the fine
jewellery sector in our existing
markets
Final dividend of AU3.5 cps, resulting in total dividend of AU7.5 cpsOn-market share buy-back resulting in 8.63m shares acquired at a cost of $10.2m, representing 2.2% of share capitalNew revenue streams: Launched
Re:cycle
program and introducing
third-party jewellery insuranceSuccessful acquisition of Bevilles: providing a meaningful store network expansion strategy to broaden our addressable market
Managing Director &
CEO Presentation
Daniel Bracken
FY23 Performance Overview
11
•
Record sales, strong margin and second highest comparable EBIT underpinned by:
•
Ability to elevate ATV supported by MHJ’s aspirational brand journey
•
Leveraging the loyalty program
•
Product evolution
•
Retail fundamentals
•
Brilliance by Michael Hill
membership now
over 2 million
•
Successful transition to new global headquarters:
•
State of the art distribution technology
•
Upgraded artisanal manufacturing workshop
•
Attract and retain high calibre talent
•
Executed acquisition strategy with purchase of Bevilles
•
Continued focus on digital to modernise customer experience and enter new markets of Quebec, Singapore and Malaysia
•
Culture and team - unwavering focus and energy
FY20H1 Financial Snapshot
•
Record revenue with growth of $34m
•
Strong gross profit up $20m
•
Elevated gross margin maintained
•
Comparable EBIT down 6% but second highest year
•
Balance sheet with nil net debt, having deployed cash to support dividends, share buy-back and Bevilles acquisition
•
Healthy inventory, with the growth attributable to the Bevilles business
•
Final dividend of AU3.5 cents per share
12
Change
FY22
FY23
1, 2
+6%
$595.2m
$629.6m
Revenue
+5%
$384.8m
$404.4m
Gross Profit
-50bps
64.7%
64.2%
Gross Margin
-6%
$62.9m
$58.9m
Comparable EBIT
+$21.8m
$181.5m
$203.3m
Inventory
-$87.4m
$95.8m
$8.4m
Net Cash
-
AU7.5c
AU7.5c
Total Dividend
-2
280
278
304 with Bevilles
Store Network
FY23 Group Results
1
FY23: 53-week year
2
Includes four weeks of Bevilles trade from 1 June 2023
FY20H1 Financial Snapshot
13
FY23 Key Performance Insights
14
FY24 Trading Update
•
For the first 19 weeks of FY24:
•
Group sales (including Bevilles)
are up 2% on prior year, and up
26% on FY22
•
While for the core Michael Hill brand, sales have continued the recent trend and are down on the record start to FY23, however are up 13% on FY22 and up 15% on pre-pandemic trade in FY19.
•
Group gross margin has continued to be under pressure:
•
With sustained elevated diamond and gold pricing, and
•
Dampened consumer confidence due to economic challenges, leading to greater promotional activity across all retail categories and markets.
•
Transactional sales data from multiple external sources demonstrates that both the Michael Hill brand and Bevilles continue to take market share in a challenging retail environment.
The above numbers are unaudited and prior to accounting adjustments.
15
Well Prepared for Christmas
•
As we enter the all-important Christmas period, the start to November trade has been encouraging.
•
Our new Christmas campaign launched at the start of the month and already gaining strong traction with both customers and stores.
•
Earlier this year the company undertook a comprehensive product range review, enabling the largest ever inje
ction of newness in readiness for our
key Christmas trading period.
•
With over 2.1m members, the
Brilliance by Michael Hill
loyalty program
will be a key differentiator and enabler for customer engagement and sales driving events.
•
Along with two significant store refurbishments, four new Bevilles stores will open for Christmas trade, bringing the brand’s store count to 30.
Strategy Update - Emphasis on Growth
Brand & Loyalty
Modern, differentiated, omni-channel jewellery brand
with loyal customers
New Territories &
Services
New markets, new channels & new service propositions
Digital &
Omni-channel
Omni-first, digital-led & channel agnostic
Elevated yet accessible, with diamonds at our core
Product Evolution
16
“the jeweller that cares”
Sustainability
Cost Conscious Culture
Unwavering focus on costs
Retail Fundamentals
Elevated productivity & customer experience
Marking the moments that create
the story of our lives
Elevated emotive brand-led campaigns Emphasis on craftmanship, quality & sustainability Relentless focus on creative & visual excellence
Focus on unique differentiated product
Diamonds at our coreIncreasing ATV demonstrates brand elevation, up 27% over four years
17
Brand and Product Elevation
+27%
18
Over 2 million loyalty members Focus on customer segmentation and personalisation Targeted AI and data insightsLoyalty members are more valuable
- ATV 70% higher - GP% 250 bps higher - 34% more transactions per customer
Loyalty members represent ~82% of sales
Leveraging of Loyalty Program
Your love for jewellery rewarded
82%
Now over 2m
19
Retail Productivity & Store Investment
Elevating productivity & retail execution
Productivity up 21% since FY
19 and up in all markets
Focus on in-store experience, delivering increased customer engagement Dynamic rostering driving more productive labour Elevated visual merchandising resulting in increased shopfront conversion Significant investment in store network with more than 60 stores refreshed
Productivity measure used: revenue per store
20
MH Group - Portfolio of Brands
Leading fine jewellery retailer, with a material presence in Australia, New Zealand and Canada
Catering to multiple market and consumer segments through differentiated brands and product offerings
Customer focused, detail-oriented, nimble, multi-channel operations
State of the art distribution technology and high calibre leadership and retail teams
ASX & NZX: MHJ
LUXURYPREMIUMVALUE
PURE-PLAY
278 physical stores across AU, NZ and Canada
Brand elevation strategy well underway and moving into white space
Customer-first, digital-led and channel agnostic
26 physical stores in Australia
‘Value-led’ market with quality products at affordable prices
Omni-channel distribution model
Medley – MHJ’s recently launched, online pure-play
Watches Galore – standalone value-led watch marketplace
Launching a new digitally-led bespoke jewellery brand
Luxury customer with higher ATV
Limited showroom presence
21
BEVILLES IS A WELL-ESTABLISHED AND REPUTABLE JEWELLERY RETAILER, WITH A NETWORK OF 26 STORES AND A GROWING ONLINE PRESENCE
PRICE POINT AND PRODUCT MIX
KEY GROWTH OPPORTUNTIES
Substantial store roll-out opportunity, both new and MH conversions
Rapidly expand lab diamonds and new category opportunities
Enhance value add services offerings e.g. repairs, care plans and insurance
Third party brand expansion (jewellery and watches)
Refine and expand omni-channel offering
New Zealand and Canada present future market expansion opportunities
INITIAL FOCUS
Smooth transition of all team members
Store roll-out plan: Four new sites opening pre-Christmas, with a further tranche identified for the second half
IT integration progressing well and initial supply chain synergies in place
Data on this slide relates to the period March 2022 to February 2023
22
•
New start-up brand designed to test a completely unique and elevated proposition, capturing an entirely new high-end customer
•
Brought to life through an immersive digital experience supported by the gradual roll-out of a limited number of showrooms in key capital cities
•
Customers will be invited to select from tens of thousands of unique diamonds, paired with a ring design of their choice and ultimate handcrafting in our artisanal Australian workshop
•
Launched on 10 October 2023
Questions
Business of the Annual
General Meeting
25
Financial Statements and Reports
•
Audited financial statements
•
Directors’ report
•
Auditor’s report
26
Resolution 1: Adoption of Remuneration Report
To consider and, if thought fit, to
pass the following advisory resolution:
“That the Remuneration Report for th
e year ended 2 July 2023 (as set out
in the Directors’ Report) is adopted.”
EXCLUDED
ABSTAIN
OPEN
AGAINST
FOR
167,003,959
310,055
1,153,176
824,367
87,439,413
NO. OF SHARES
N/A
N/A
1.29%
0.92%
97.79%
% OF ELIGIBLE VOTES
43.42%
0.08%
0.30%
0.21%
22.73%
% OF ALL SECURITIES
27
Resolution 2: Re-election of Robert Fyfe as Director
To consider, and if thought fit, to
pass the following resolution as an
ordinary resolution:“That Mr Robert Fyfe who retires by rotation in accordance with ASX Listing Rule 14.4 and Rule 38.6 of th
e Company’s Constitution and, being
eligible, offers himself for re-election,
be re-elected as a Director of the
Company.”
EXCLUDED
ABSTAIN
OPEN
AGAINST
FOR
0
1,955,933
362,281
3,706,349
250,706,407
NO. OF SHARES
N/A
N/A
0.15%
1.46%
98.39%
% OF ELIGIBLE VOTES
0.00%
0.51%
0.09%
0.96%
65.18%
% OF ALL SECURITIES
28
Resolution 3: Re-election of Jacqueline Naylor as Director
To consider, and if thought fit, to
pass the following resolution as an
ordinary resolution:“That Ms Jacqueline Naylor who retires by rotation in accordance with ASX Listing Rule 14.4 and Rule 38.6 of the Company’s Constitution and, being eligible, offers herself for re-elect
ion, be re-elected as a Director of
the Company.”
EXCLUDED
ABSTAIN
OPEN
AGAINST
FOR
0
19,500
362,281
122,142
256,227,047
NO. OF SHARES
N/A
N/A
0.14%
0.04%
99.82%
% OF ELIGIBLE VOTES
0.00%
0.01%
0.09%
0.03%
66.62%
% OF ALL SECURITIES
29
Resolution 4: Re-election of David Whittle as Director
To consider, and if thought fit, to
pass the following resolution as an
ordinary resolution:“That Mr David Whittle (appointed as a Director of the Company on 2 August 2023), in accordance with ASX Listing Rule 14.4 and Rule 36.2 of the Company’s Constitution and, being eligible, offers himself for re-election, be re-elected as
a Director of the Company.”
EXCLUDED
ABSTAIN
OPEN
AGAINST
FOR
0
19,500
362,281
133,142
256,216,047
NO. OF SHARES
N/A
N/A
0.14%
0.05%
99.81%
% OF ELIGIBLE VOTES
0.00%
0.01%
0.09%
0.03%
66.61%
% OF ALL SECURITIES
30
Resolution 5: Approval of Company Equity Incentive Plan
To consider and, if thought fit, to
pass the following resolution as an
ordinary resolution:“That for the purposes of ASX Listi
ng Rule 7.2 (exception 13(b)) and for
all other purposes, the Shareholders approve the Company’s Equity Incentive Plan (as defined in the Explanatory Notes to this Notice), and the issue of securities under the Equi
ty Incentive Plan, as an exception
to ASX Listing Rule 7.1.”
EXCLUDED
ABSTAIN
OPEN
AGAINST
FOR
0
248,752
470,255
1,331,714
254,680,249
NO. OF SHARES
N/A
N/A
0.19%
0.52%
99.29%
% OF ELIGIBLE VOTES
0.00%
0.06%
0.12%
0.35%
66.22%
% OF ALL SECURITIES
31
Resolution 6: Approval of Increase to Non-Executive Director Remuneration Pool
To consider and, if thought fit, to
pass the following resolution as an
ordinary resolution:“That, for the purposes of ASX Listing Rule 10.17 and Rule 39.5 of the Company's Constitution, the maximum aggregate annual Directors' fees that may be paid by the Com
pany to the Non-Executive Directors
be increased from $840,000 per annum to $1,200,000 per annum.”
EXCLUDED
ABSTAIN
OPEN
AGAINST
FOR
0
167,085,004
361,281
19,827,484
69,457,201
NO. OF SHARES
N/A
N/A
0.40%
22.12%
77.48%
% OF ELIGIBLE VOTES
0.00%
43.44%
0.09%
5.16%
18.06%
% OF ALL SECURITIES
32
Resolution 7: Approval of grant of share rights to Mr Daniel Bracken under the Company’s Equity Incentive Plan
To consider and, if thought fit, to
pass the following resolution as an
ordinary resolution:“That for the purposes of ASX Listing
Rule 10.14 and for all other purposes,
approval be given to grant 1,123,592 share rights to the Managing Director & Chief Executive Officer of the Compan
y, Mr Daniel Bracken, and to issue
ordinary shares in the Company on th
e vesting of those share rights, under
the Equity Incentive Plan (as defined in
the Explanatory Notes to this Notice)
for FY24 as part of his long-term incent
ive arrangements, as described in the
Explanatory Notes.”
EXCLUDED
ABSTAIN
OPEN
AGAINST
FOR
0
113,945
361,281
1,615,072
254,640,672
NO. OF SHARES
N/A
N/A
0.14%
0.63%
99.23%
% OF ELIGIBLE VOTES
0.00%
0.03%
0.09%
0.42%
66.21%
% OF ALL SECURITIES
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.