Thank you for standing by, and welcome to the Boart Longyear Group Limited 2022 Annual General and Special Meeting. I would now like to hand the conference over to Mr. Rubin McDougal, Chair. Please go ahead. Thank you, operator. Good morning, everyone, and welcome to the 2022 Annual General and Special Meeting of Shareholders of Boart Longyear Group Limited. This is Rubin McDougal, chair of Boart Longyear Group Limited. I will be the chair of this annual general and special meeting. I am very pleased to welcome all shareholders participating in the meeting online today through the virtual meeting platform. In the interest of health and safety and as a result of the COVID-19 pandemic, and as announced by the company to the ASX on the first of April, this meeting is being conducted as a virtual meeting only. Moving to slide three. Before I proceed with the business of the meeting, I would like to introduce my fellow directors who are all participating online. Their respective photographs are on the screen now. Mr. Jeffrey Olsen, President and Chief Executive Officer. Mr. Tye Burt, Chair of the Remuneration, Nomination, and Human Resources Committee and a Member of the Audit and Risk Committee. Mr. Conor Tochilin, Member of the Remuneration, Nomination, and Human Resources Committee. Mr. Lars Engström, Chair of the Audit and Risk Committee and Member of the Governance, Safety and Sustainability Committee. Mr. Paul McDonnell, Chair of the Governance, Safety and Sustainability Committee, and a Member of the Remuneration, Nomination, and Human Resources Committee. Mr. Thomas Schulz, Member of the Audit and Risk Committee and the Governance and Safety Committee. Mr. Bao Truong, a Member of the Audit and Risk Committee. The company's chief legal officer, Ms. Giovanna B. Moscoso, and the company secretary, Mr. Nick Nash, are also present, along with other members of the company's management team. I would also like to introduce Tim Richards from the company's auditor, Deloitte Touche Tohmatsu. Tim will be available to answer questions you may have that are relevant to the conduct of the audit and the preparation and content of the auditor's report for the company's accounts for the fiscal year ending 31 December 2021. Representatives are also present from our share registry, Link Market Services, who are overseeing the registration process and are also responsible for the recording of all voting with respect to the meeting. On 26 April, Boart Longyear released the Notice of Annual General and Special Meeting, Management Information Circular, an explanatory statement for today's meeting, together with a virtual meeting online guide with details on how shareholders can participate in today's meeting, including instructions on voting and asking questions. The Notice of Meeting, Management Information Circular, Explanatory Statement, and Virtual Meeting Online Guide can be viewed on the company's website. Some holders of Boart Longyear's CHESS Depository Interests have already voted in advance of this meeting by lodging a voting instruction direction to direct CHESS Depository Nominees Pty Limited to vote the shares underlying their CDI holding in accordance with their instructions. Some holders of Boart Longyear CHESS Depository Interests may have lodged a proxy appointment direction to CHESS Depository Nominees Pty Limited to appoint themselves or another person as proxy to vote the shares underlying their CDI holding in time at this meeting, in real-time at this meeting. If this applies to you, and you are a duly-appointed proxy holder who would like to vote at this meeting, please ensure that you are registered to vote by clicking on the Get a Voting Card button at the bottom of your screen and entering the proxy number you have received from Link Market Services via email. As explained in the Notice of Meeting, if you have not validly lodged a proxy appointment direction and already received a proxy number from Link Market Services, you will not be able to vote in real-time at this meeting. If you would like to ask a question, please use the Ask a Question button at the top or bottom of your screen and enter your SRN or HIN and postcode. Or if you are a duly appointed proxy holder, your proxy number. Only shareholders and duly appointed proxy holders are able to ask questions. Please note that while you can now submit questions online, I will not address them until the relevant point in the meeting. Please also note that your questions may be moderated or if we receive multiple questions on one topic, consolidated. If you experience any difficulties during this meeting, please refer to the Virtual Meeting Online Guide, which you can download from the virtual meeting platform at the bottom right-hand of your screen. It is also available on the company's website. Please note that if you close your browser, your session will end, and you will need to re-register. When you re-register, you will be asked to click on Lost Connection, and you will be emailed a new URL to rejoin the meeting. If we experience any technical issues today, a short recess or adjournment may be required depending on the number of shareholders affected. If this occurs, I will advise you accordingly. As it is now past 9 A.M., Australian Eastern Standard Time, I am informed that the necessary quorum is present. I formally declare the meeting open. I also declare the poll on each of the resolutions open, and validly appointed proxies may submit votes on each of the resolutions online at any time during the meeting. Moving to the next slide. The agenda for today's meeting is as follows. First, Jeff Olsen will present his review of Boart Longyear's activities. Then we will proceed with the formal business of the meeting and the resolutions to be put to the meeting today. I now hand the podium over to Jeff. Thank you, Rubin. Let's move on to slide five. It's a pleasure to share with you the state of the business. The company is in a very different position today than it was when I addressed shareholders last year. Given the macroeconomic environment that is driving the mining industry, combined with our right-sized balance sheet, we had a strong 2021 and are optimistic about our future. Let's move on to the next slide. Today's discussion may contain certain forward-looking statements. Please refer to our disclaimer. Let's move on to the next slide, please. Boart Longyear is a unique organization in the mining sector because we encompass the world's largest specialized drilling services provider, an industry-leading products business, and a cutting-edge mining technology platform. We have peers in each segment, but no one can service customers across the mining value chain like Boart Longyear can. We have a global footprint operating on five continents and across a variety of commodities. Macroeconomic trends, driven by electrification and green energy, are resulting in unprecedented demand for metals, which in turn is leading to demand for our products and services. With our recapitalization last year, we now have a strong balance sheet and are able to grow our business with a variety of initiatives, which we believe will lead to a compelling top and bottom-line growth. Our technology group, Geological Data Services, which we call GDS, is bringing the mining industry into the twenty-first century with a disruptive platform that can meaningfully speed up exploration and development through more comprehensive and accurate ore body knowledge. We are at the forefront of this specialty and see GDS as a game changer for mining firms. Let's move on to the next slide. I think it's important to provide some context around the economic environment that is driving the demand for metals and the basis for growth we anticipate at Boart Longyear. In 2021, the mining industry recovery from COVID was better than many thought it would be. Exploration investment by mining houses has struggled to keep up with the surging demand from electrification and green energy. The chart on the left is S&P's Pipeline Activity Index, which has shown robust expansion over the last 12+ months. The graph on the right shows drilling activity by commodity, and you can see that copper and gold are two of the most active metals for drilling. Gold and copper are the top two commodities we work in because they involve the most intensive drilling programs. Versus their first estimates, S&P forecasted that 2021 exploration budgets would grow by 35%. They are predicting another 5%-10% growth in 2022. Importantly, the current environment is much more of a supply problem than a demand issue. Much of this is because it's caused by nearly a decade of underinvestment by mining firms. There is always a potential for macro events to change the global outlook, but our view is we will likely see strong demand for our products and services for several years. Let's go on to the next slide. Electrification is a key component of the energy transition and a significant macroeconomic factor that is driving strong demand for metals. Copper, cobalt, lithium, and nickel are critical to electric vehicles and power generation. We are very active in the copper space, and in 2021, drilling services generated almost 25% of its revenue from copper and nickel-related drilling. An electric vehicle requires four times the metal of a conventional automobile, particularly copper. The energy transition is expected to drive metals demand for a number of years. The problem the industry faces is one of supply, like I said before. Because of underinvestment, mining firms are scrambling to find reserves to meet the expected demand. On the next slide, we are proud of the results we delivered in 2021. I was extremely pleased with our strong safety performance. It's something we invest a lot of time and energy in, and results like this prove that we do it. Making sure our team gets home safely each day is the most important thing we do. During 2021, we saw price and volume growth across all our operating regions, leading to 40% increase in revenue and an 87% expansion in adjusted EBITDA. As a result of our recapitalization, net debt dropped 81%. Due to our strong performance and right-sized balance sheet, liquidity improved 15% and we invested almost $60 million back into the business. Let's go to the next slide, please. GDS is a part of our business that truly excites me because of the immense potential it has to revolutionize the mining sector. We say revolutionize because it helps our customers save money in the exploration process, improve accuracy of drilling campaigns, and most importantly, delivers faster and timely results. Our TruScan™ technology can reduce the time to log core by over 60% and has a digital record to drive logging consistency. TruScan™ also reduces the time for drill core to assay results from about one month to less than a day. On the environmental front, TruScan™ sampling can significantly reduce carbon emissions by up to 95% on core freight. We're proud to introduce TruGyro™ to the market this year. It offers the most efficient, safest, lightest, and most compact north-seeking gyro on the market. Importantly, it finds north faster than any other competing products. Our customers can make major strides in their exploration drilling programs with the GDS portfolio products. Let's move on to the next slide. In April, we published our inaugural ESG report, which was a significant milestone for the company. While it was our first report, ESG principles have been an essential part of our DNA for much of the last 130 years. The technology in our drilling equipment is ESG friendly on multiple levels, and it also makes the customer activities more sustainable. The technology in our drilling equipment is made with a safety-first mindset that protects people and assets. Our drilling equipment uses less water and energy, leading to reduced carbon emissions. Our equipment leads to more resource recovery. Not only is our technology appealing to new generation of mining talent, but the equipment is more accessible due to automation and remote capabilities that don't require physical strength for success. This enables a gender diverse workforce and greater accessibility than ever before. A few ESG accomplishments for 2021 that I'd like to highlight. First of all, referring to what I just said about our equipment's ability to attract a gender diverse workforce, we set a new 15 by 2025 goal to increase female representation across the business from almost 10% in 2021 to 15% by year-end 2025. In our operations in Jakarta, we recognized 20 years free of lost time incidents. We rolled out our new board committee charters and practices, which included those for the Governance, Safety and Sustainability Committee. We're quite proud of what our employees across the world have done to enable us to deliver a robust ESG program. Let's move on to the next slide. Our operating momentum continued in the first quarter of 2022 with strong financial performance. Robust growth across both drilling services and products led to 25% revenue growth over 2021, while price and volume expansion resulted in a 42% increase in Adjusted EBITDA. Net profit after tax was $19 million for the quarter, which was 290% increase of 2021. In drilling services, our biggest customers are already looking to 2023 to secure drills and projects. Strong global activity continues to drive strong demand for rigs and performance tooling. Overall, it was a great start to the year and indicative of our expectations for the rest of the year. Next slide, please. Given the strength of the mining industry, we see numerous opportunities for continued revenue and EBITDA growth in 2022. On the revenue side, we anticipate price and volume growth during the year, and we expect to benefit as GDS gains traction in the market. Similar to revenue, we see EBITDA growth opportunities for price and volume growth, as well as the impact of GDS as customers start to leverage our technology. All told, I'm quite optimistic for a strong year. Over the past several years, we have put a considerable effort into improving and strengthening our operations, and we think that work is starting and will continue to prove itself. Next slide, please. In wrapping up, I want to leave you with what makes Boart Longyear stand out from an investment perspective. Our unique combination of best-in-class businesses provides us with competitive advantages, giving us the ability to provide customers with a distinct set of services and products all under one roof. We offer a revenue mix that encompasses both commodity and geographic diversity, and GDS is revolutionizing the industry and upending the legacy logging and assaying processes. Our right-sized balance sheet has positioned us to take advantage of robust growth opportunities and continues our push for improved profitability. Next slide, please. This concludes my prepared remarks. Mr. Chair, would you like to take questions at this time? Are there any questions from participants on the platform? Seeing none, Jeff, I would suggest we'll move forward. Before moving to the various resolutions to be considered today, I will briefly outline the voting procedures for today's meeting. Voting on all of the resolutions at this meeting will be conducted by poll. The poll will be conducted by our share registry, Link Market Services. As noted, some holders of Boart Longyear CHESS Depository Interests, excuse me, have already voted in advance of this meeting by lodging a voting instruction direction to direct CHESS Depository Nominees Pty Limited to vote the shares underlying their CDI holding in accordance with their instructions. Validly appointed proxy holders can vote on each of the resolutions at any time during this meeting. Before voting, the company encourages you to remind yourselves of the voting exclusions that apply to certain of the resolutions to be approved today. These exclusions will be displayed next to the wording of each resolution at the relevant point of the meeting. If there is any appointed proxy holder who would like to vote but has not registered to vote, please click on the Get a Voting Card button at the top or bottom of your screen and enter your proxy number to register to vote. As outlined in the virtual meeting online guide, to submit a full vote on a resolution, ensure that you are in the Full Vote tab. Place your vote by clicking on the For, Against, or Withhold voting buttons. To submit a partial vote on a resolution, ensure you are in the Partial Vote tab. You can enter the number of votes you wish to submit. The total amount of votes that you are entitled to vote will be listed under each resolution. When you enter the number of votes, it will automatically tally how many votes you have left. If you are submitting a partial vote and do not use all of your entitled votes, the unvoted portion will be submitted as no instruction and therefore will not be counted. Under Ontario corporate law, proxies can only vote in favor of or withhold their vote in respect of a resolution to elect a director or in respect of appointment of auditor, but not vote against it. Accordingly, for resolutions one to nine, shareholders may only vote for or withhold. This does not apply to resolutions 10-15. For those resolutions, proxies can only vote for or against. Once you have finished voting on the resolution, scroll down to the bottom of the box and click on the Submit Vote or Submit Partial Vote button. You can edit your voting card at any point while voting is open by clicking on Edit Card. This will reopen the voting card with any previous votes made. Once voting has been closed, submitted voting cards cannot be changed. Online voting will end five minutes after the close of this meeting. I will now move to the formal business of the meeting. Next slide, please. Financial statements. The first item of business is the receipt and consideration of the audited consolidated financial statements and independent auditor's report of the company for the fiscal year ended 31 December 2021. This item of business is not subject to a resolution. However, it provides shareholders with the opportunity to ask questions about the company and its operations, as well as the financial report and associated documents. No vote is required on this item of business. Tim Richards, from the company's external auditor, Deloitte Touche Tohmatsu, is available to address questions in relation to the conduct of the audit, the preparation and content of the audit report, the accounting policies adopted in preparing the financial statements, and the auditor's independence. A copy of the 2021 audit report has been made available on the company's website and was sent to those shareholders who requested a copy. I will take the 2021 annual report as received and read. I'll now address any questions concerning the 2021 financial report. We have received no questions prior to the meeting. It appears that there are no questions in relation to the 2021 financial report. I will now move on to the resolutions of the meeting. Resolutions one to eight are to approve the re-election of the company's directors. Each of Jeffrey Olsen, Rubin McDougal, Tye Burt, Conor Tochilin, Lars Engström, Paul McDonnell, Thomas Schulz, and Bao Truong are currently directors of the company. Jeffrey Olsen, Rubin McDougal, Tye Burt, Conor Tochilin were appointed as directors of the company shortly prior to the time of the admission of Boart Longyear Group Limited to the ASX on 18 September 2021. They were also directors of Boart Longyear Limited, the previous top company in the Boart Longyear Group, prior to the implementation of the scheme of arrangement to give effect to the re-domiciliation of Boart Longyear Limited to Canada on 5 October 2021. Lars Engström, Paul McDonnell, Thomas Schulz, and Bao Truong were appointed as directors of the company on 16 November 2021. This meeting is the first annual meeting of the company since the appointment of each director as a director of the company, and each of those directors seek re-election at this meeting. The experience and qualifications of each director is set out in the notice of meeting. Resolution nine is to approve the reappointment of Deloitte Touche Tohmatsu as the company's independent auditor. Deloitte Touche Tohmatsu were first appointed as the independent auditor of the company on 26 November 2021. Deloitte Touche Tohmatsu were auditors of Boart Longyear Limited, Boart Longyear's parent company, prior to the re-domiciliation to Canada. Resolutions 10 and 11 are to approve the issue of securities to non-executive directors under the non-executive director share plan and non-executive director DSU plan, respectively. Under these plans, current and future eligible non-executive directors may elect to receive up to 100% of the directors' fees in securities of the company in lieu of cash payments. Shareholder approval is sought for the issue of securities to directors under these plans because under the ASX Listing Rules, an entity must not permit directors to acquire equity securities without the prior approval of the Board or approval of the holders of its ordinary securities. Resolutions 12 and 13 are to approve the Boart Longyear Group Limited Management Incentive Plan and the Boart Longyear Group Limited Long-Term Incentive Plan, respectively, and the issue of securities in the company under those plans. Broadly speaking, and subject to a number of exceptions, the ASX Listing Rules limit the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12-month period to 15% of the fully paid ordinary shares it had on issue at the start of the period. Shareholder approval is sought so that the issue of securities under these plans to eligible participants within 3 years after the date of this meeting will not use up any of the company's 15% placement capacity. Resolution 14 is to approve the issue of options and restricted stock units to Mr. Jeffrey Olsen under the Management Incentive Plan and to issue or transfer securities in the company to Mr. Jeffrey Olsen on the vesting and exercise or settlement of those options and restricted stock units. The options and restricted stock units are subject to vesting conditions, which are explained in detail in the notice of meeting. Shareholder approval is sought for the issues of securities to Mr. Jeffrey Olsen because under the ASX Listing Rules, an entity must not permit directors to acquire equity securities under an employee incentive scheme without the prior approval of the holders of its ordinary securities. Resolution 15 is to approve the issue of performance stock units to Jeffrey Olsen under the Long Term Incentive Plan and to issue or transfer securities in the company to Mr. Jeffrey Olsen on the vesting and exercise or settlement of those performance stock units. The performance stock units are subject to vesting conditions, which are explained in detail in the notice of meeting. As with resolution 14, shareholder approval is sought for these issues of securities to Mr. Jeffrey Olsen because under the ASX Listing Rules, an entity must not permit directors to acquire equity securities under an employee incentive scheme without the prior approval of the holders of its ordinary securities. I will now read each resolution. Each resolution is an ordinary resolution and therefore must be supported by a simple majority of votes cast on the resolution. The full text of resolution one to re-elect Mr. Rubin McDougal as a director of the company will now be displayed on the screen. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution one will now be displayed on the screen. The full text of Resolution two to re-elect Mr. Jeffrey Olsen as a director of the company will now be displayed on the screen. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution two will now be displayed on the screen. The full text of Resolution three to re-elect Mr. Tye Burt as a director of the company will now be displayed on the screen. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution three will now be displayed on the screen. The full text of Resolution four to re-elect Mr. Conor Tochilin as a director of the company will now be displayed on the screen. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution four will now be displayed on the screen. The full text of Resolution five to re-elect Mr. Lars Engström as a director of the company will now be displayed on the screen. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution five will now be displayed on the screen. The full text of Resolution six to re-elect Mr. Paul McDonnell as a director of the company will now be displayed on the screen. The proxy votes received by the company prior to the proxy cutoff time in respect of Resolution six will now be displayed on the screen. The full text of Resolution seven to re-elect Mr. Thomas Schulz as a director of the company will now be displayed on the screen. The proxy votes received by the company prior to the proxy cutoff time in respect of Resolution seven will now be displayed on the screen. The full text of Resolution eight to re-elect Mr. Bao Truong as a director of the company will now be displayed on the screen. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution eight will now be displayed on the screen. The full text of Resolution nine to reappoint Deloitte Touche Tohmatsu as the independent auditor of the company will now be displayed on the screen. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution nine will now be displayed on the screen. The full text of Resolution 10 to approve the issue of securities to non-executive directors under the non-executive director share plan will now be displayed on the screen, along with the voting exclusion statement. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution 10 will now be displayed on the screen. The full text of Resolution 11 to approve the issue of deferred stock units to non-executive directors under the non-executive director DSU plan will now be displayed on the screen, along with the voting exclusion statement. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution 11 will now be displayed on the screen. The full text of Resolution 12 to approve the Boart Longyear Group Limited Management Incentive Plan and the issue of securities under that plan will now be displayed on the screen, along with the voting exclusion statement. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution 12 will now be displayed on the screen. The full text of Resolution 13 to approve the Boart Longyear Group Limited Long Term Incentive Plan and the issue of securities under that plan will now be displayed on the screen, along with the voting exclusion statement. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution 13 will now be displayed on the screen. The full text of Resolution 14 to approve the issue of options and restricted stock units to Mr. Jeffrey Olsen under the Management Incentive Plan, and to issue or transfer securities in the company to Mr. Jeffrey Olsen on the vesting and exercise or settlement of those options and restricted stock units will now be displayed on the screen, along with the voting exclusion statement. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution 14 will now be displayed on the screen. The full text of Resolution 15 to approve the issue of performance stock units to Mr. Jeffrey Olsen under the Long Term Incentive Plan, and to issue or transfer securities in the company to Mr. Jeffrey Olsen on the vesting and exercise or settlement of those performance stock units will now be displayed on the screen along with the voting exclusion statement. The valid proxy votes received by the company prior to the proxy cutoff time in respect of Resolution 15 will be displayed on the screen. I will now proceed to questions from shareholders. I will endeavor to answer all relevant questions from shareholders, but please note that not all questions are guaranteed to be answered. Does anyone have any questions related to the proposed Resolutions? If you have any questions, please use the Ask a Question button at the top or bottom of your screen and enter your SRN or HIN and postcode. Or if you are a duly appointed proxy holder, your proxy number. Please note that only shareholders and duly appointed proxy holders are able to ask questions. The company did not receive questions from shareholders prior to the meeting, and at this point, I'm informed that we have no questions submitted by shareholders through the online function. Does anyone have additional questions? Seeing no questions, we will proceed to the voting on resolutions. If you are a duly appointed proxy holder and have not already submitted your vote online, please do so now. I will allow five minutes for appointed proxies to submit their votes. If you have any questions in relation to the submission of online votes, please send them through now. Can all appointed proxies please now ensure that they have submitted their votes? I will wait another two minutes before concluding this meeting. Ladies and gentlemen, that concludes the formal business of the meeting. Thank you all for attending this meeting today. I declare the annual general and special meeting closed at 5:43 P.M. Australian Eastern Standard Time. Voting will end five minutes after the close of the meeting. Following close of the voting, Link Market Services will complete their counting of the votes and report to me. The results of the polls will be released to ASX and the company's website as soon as practical following this meeting.
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