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HYBRID MEETING AT: meetings.linkgroup.com/MYR24 20 A N N U A L 24 G E N E R AL M E E T I N G For personal use only
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Agenda EXECUTIVE CHAIR’S ADDRESS FORMAL BUSINESS SHAREHOLDER QUESTIONS MYER HOLDINGS LTD : 2024 AGM For personal use only
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OLIVIA WIRTH MYER HOLDINGS LTD : 2024 AGM EXECUTIVE CHAIR’S ADDRESS 3 For personal use only
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FY24 Financial Overview COMPARABLE SALES 2 GROWTH NPAT 4 NET CASH down 26.0% to $52.6m 3.5c per share FY24 full year dividend Final dividend 0.5cps declared, interim 3.0cps already paid up on FY23 + 0.4% TOTAL SALES 1 down 2.9% to $3,266m GROUP ONLINE 3 SALES up 2.0% to $704m 21.6% of Total Sales D I V I D E N DS down $6m to $114m 4 MYER HOLDINGS LTD : 2024 AGM Note: (1) Revenue from the sale of goods excluding concession sales and sales deferred under customer loyalty program was $2, 438.1 million (FY23: $2,565.8 million); (2) Group comparable sales excludes the impact of store openings and closures and stores subject to refurbishment. Significant closures include the Frankston and Brisbane City stores, and the temporary closure of Werribee for part of the period; (3) Group online sales include sass & bide and Marcs and David Lawrence. Excludes sales via in -store iPads;; (4) Excluding Implementation Costs and Individually Significant Items. For personal use only
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FY24 Business Overview IN - S T O R E E X P E R I E N C E R A T I O N A L I S E P R O P E R T Y / O VE R H E A D S • New Point Of Sale (POS) software rollout completed delivering improved efficiency • Expansion of M-Metrics app to brand partner team members allowing access to customer verbatims, analytics, product and promotion information • Continue to improve team member safety with body camera trials and Myer owned guards • Strongest engagement with MYER one program since inception, with highest ever active customers and tag rate achieved • Attracted 706k new MYER one members in FY24; over 50% of new MYER one members under 35 years old • Continued expansion of analytical capability to drive greater personalisation • Returned to growth, improved margins resulting in online contribution growing faster than sales • Online security bolstered through introducing multi-factor authentication • Growth continues from growing partner and financial services ecosystem • Delivering productivity improvements through optimisation of space and refurbishments • Focused cost management to mitigate inflationary impacts across stores and head office • Shrinkage remains a focus with programs expected to reduce shrinkage further 5 MYER HOLDINGS LTD : 2024 AGM C U S T O M E R L O Y A L T Y O M N I C H A N N E L C A P A B I L I T Y 83% FY23 85% FY24 +210bps In-store customer service satisfaction 20.5% FY23 21.6% FY24 +103bps Group Online2 Sales mix (% of Total Sales) FY23 FY24 -3.3% Shrinkage Expense 74.6% FY23 77.2% FY24 +260bps 4.2 FY23 4.4 FY24 c.200k MYER one tag rate (% of total sales) MYER one active1 members (million) Note: (1) MYER one members who have shopped in the last 12 months; (2) Group online sales includes sass & bide and Marcs and David Lawrence. Excludes sales via in -store iPads. For personal use only
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Strategic Review Update: Myer Tomorrow – our strategic priorities Appeal to new and underpenetrated customer segments Strong resonance with value-seekers – can better engage customers who want more fashionable choices and an easy, enjoyable shopping "experience" Unlock further value through MYER one and loyalty ecosystem MYER one is a world-class loyalty brand – expanding the program, drive greater personalisation capability and leverage its broader loyalty ecosystem Expand Myer's omnichannel and online capabilities, sales and offer Growth in the Australian Apparel and Beauty sectors is predominantly coming from online channels – Myer is well- placed to capitalise Achieve trade excellence across full value chain to enable reinvestment in the business Continued focus on delivering better efficiencies and margins across full value chain and a clear financial framework that links future capital allocation to total shareholder return and enable prudent investment in growth Deliver a winning store experience and deliver greater productivity across portfolio and new store formats Opportunity to reset store proposition against all catchments not only against flagships with significant latent potential across “middle” of estate and new store format developments A focus on delivering stronger product proposition particularly across Apparel and Beauty Renewed focus on brand portfolio to appeal to a more fashion orientated customer and improve the private label offer, strengthening margins as well as offering customers a point of difference from competitors 6 MYER HOLDINGS LTD : 2024 AGM For personal use only
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sass & bide, Marcs and David Lawrence - reset and refocus • Strategic review reinforced the importance and potential of growing exclusive and private label brands to improve margin and differentiation • On 24 June 2024 announced decision made to cease the sale process and create strategies that look to leverage the equity in known and loved brands sass & bide, Marcs, and David Lawrence • Prior to FY24 the combined SBMDL businesses had a recent track record of positive earnings contribution. Performance was challenging in the current period due to macro headwinds, greater competitive tension, and disruption with the sale process. • Immediate steps are being taken to improve performance trajectory: • Sass & bide reset announced 3 September 2024 focused on Concession/Online model: • 10 of 14 retail stores to close 1H25 • Restructure of support office operations • Additional Myer concession pads opening 1Q25 • Marcs and David Lawrence to expand footprint within Myer • Plans to leverage Myer scale, loyalty and omni-channel in place 7 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Myer Group's advantage Growth will come from new and more engaged customers, driven by MYER one, an enhanced product offering and stronger omni-channel capability • Our expanded loyalty program attracts customers and welcomes them to transact with us more often • Attractive and complementary brands appeal to a broader customer base • The combined Myer Group's joint design, sourcing and distribution capability enables faster speed to market and stronger margins • Expansive network of stores plus the eCommerce platform enables a seamless customer experience, increasing conversion rate and basket size • We learn more about our connected and engaged customers, enabling personalised offers and more informed business decision making via MYER one World-class loyalty program Connected & engaged customer Seamless and enhanced omni-channel experience Superior design sourcing & distribution Leading & loved brands1 2 3 4 5 1 2 3 Myer Group's retail "engine"… …is driven by MYER one and the connected customer 4 5 8 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Proposed Combination with Apparel Brands TRANSACTION SUMMARY OWNERSHIP, GOVERNANCE AND MANAGEMENT BOARD RECOMMENDATION, CONDITIONS AND TIMING Myer to issue 890.5m new, fully paid ordinary shares to Premier in consideration for Apparel Brands and the contribution of $82m of cash The Myer Board will declare before completion a fully franked dividend of 2.5cps to existing Myer shareholders, provided all conditions to the Transaction have been satisfied Immediately after completion, Premier will undertake an in-specie distribution of all existing and new Myer shares to eligible Premier shareholders on a pro rata basis Accelerates Myer’s key strategic priorities and is expected to deliver combination benefits of at least $30m earnings per annum on a run-rate basis over the short to medium term and deliver significant EPS accretion on a pro forma FY24 basis1 Century Plaza Group will become Myer Group’s largest shareholder with pro forma ownership of 26.8%. Premier’s current shareholding in Myer is 31.2% Following the issuance of the Consideration Shares, existing Myer shareholders (including Premier’s existing shareholding) will own 48.5% of issued capital in Myer, while Premier will receive 51.5% of issued capital in Myer Solomon Lew will be invited to join Myer Group’s Board as a non-executive director representing Century Plaza Group and Olivia Wirth will continue to lead Myer Group as Executive Chair The Myer Group management team will be augmented with the addition of Apparel Brands’ highly experienced executive team, including Managing Director of Apparel Brands, Teresa Rendo Share Sale and Implementation Agreement signed October 2024 Myer and Premier respective shareholder votes planned for late January 2025 The Directors2 of Myer unanimously recommend that Myer shareholders vote in favour of the Proposed Combination3 Transaction expected to complete in early calendar year 2025 subject to Myer and Premier shareholders voting in favour of the Transaction and to satisfaction of customary conditions Note: (1) After expected annual run -rate combination benefits of $30m; (2) Excludes Mr Terry McCartney, who is also a director o f Premier; (3) Subject to receipt of a favourable determination by the Independent Expert for the Proposed Combination. Apparel Brands 9 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Next steps Milestone Expected date Release of Notices of Extraordinary General Meeting by Myer and Premier December 2024 Extraordinary General Meeting of Myer Shareholders Late January 2025 Extraordinary General Meeting of Premier Shareholders Late January 2025 Completion of Transaction Early 2025 10 MYER HOLDINGS LTD : 2024 AGM For personal use only
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OLIVIA WIRTH MYER HOLDINGS LTD : 2024 AGM EXECUTIVE CHAIR’S ADDRESS 11 For personal use only
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Agenda EXECUTIVE CHAIR’S ADDRESS FORMAL BUSINESS SHAREHOLDER QUESTIONS For personal use only
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FORMAL BUSINESS ITEM 2: FINANCIAL STATEMENTS AND REPORTS ITEM 3: RE-ELECTION OF DIRECTOR ITEM 4: ELECTION OF DIRECTOR ITEM 5: REMUNERATION REPORT ITEM 6: GRANT OF PERFORMANCE RIGHTS TO THE EXECUTIVE CHAIR 13 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Agenda EXECUTIVE CHAIR’S ADDRESS FORMAL BUSINESS SHAREHOLDER QUESTIONS For personal use only
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FINANCIAL STATEMENTS AND REPORT ITEM 2 “To receive and consider the Financial Report for the period ended 27 July 2024, together with the Directors’ Report and Auditor’s Report as se t out in the Annual Report.” 15 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Item 2: Financial Statements and Report Shareholder Questions 16 MYER HOLDINGS LTD : 2024 AGM For personal use only
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RE-ELECTION OF TERRY McCARTNEY ITEM 3 “That Mr Terry McCartney who retires in accordance with rule 8.1(d) of the Company’s Constitution and, being eligible, offers himself for re -election, be elected as a Director of the Company.” 17 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Item 3: Proxy and Direct Votes Item 3 Total Shares on Issue For Against Open Abstain Votes % of total votes received Votes % of total votes received Votes % of total votes received Votes Re-election of Terry McCartney 837,557,023 461,475,192 96.57 % 11,299,684 2.37% 5,076,830 1.06% 641,957 18 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Item 3: Re-election of Terry McCartney Shareholder Questions 19 MYER HOLDINGS LTD : 2024 AGM For personal use only
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ELECTION OF ROB PERRY ITEM 4 “That Mr Rob Perry, appointed as a Director of the Company on 2 May 2024, who retires in in accordance with rule 8.1(c) of the Company’s Constitution and, being eligible, offers himself for election, be elected as a Director of the Company.” 20 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Item 4 Total Shares on Issue For Against Open Abstain Votes % of total votes received Votes % of total votes received Votes % of total votes received Votes Election of Rob Perry 837,557,023 471,928,391 98.77% 783,656 0.16% 5,077,797 1.06% 701,746 21 MYER HOLDINGS LTD : 2024 AGM Item 4: Proxy and Direct Votes For personal use only
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Item 4: Election of Rob Perry Shareholder Questions 22 MYER HOLDINGS LTD : 2024 AGM For personal use only
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REMUNERATION REPORT ITEM 5 “That the Remuneration Report forming part of the Directors’ Report for the period ended 27 July 2024 be adopted.” 23 MYER HOLDINGS LTD : 2024 AGM For personal use only
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24 MYER HOLDINGS LTD : 2024 AGM Item 5: Proxy and Direct Votes Item 5 Total Shares on Issue For Against Open Abstain Votes % of total votes received Votes % of total votes received Votes % of total votes received Votes Adoption of Remuneration Report 837,557,023 465,041,248 97.44% 7,224,508 1.51% 5,032,158 1.05% 1,031,182 For personal use only
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25 MYER HOLDINGS LTD : 2024 AGM Item 5: Remuneration Report Shareholder Questions For personal use only
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GRANT OF PERFORMANCE RIGHTS TO OLIVIA WIRTH ITEM 6 “That the grant of performance rights to the Executive Chair, Ms Olivia Wirth, and the provision of ordinary shares in the Company on the vesting of those performance rights, under the FY25 Long Term Incentive Plan, be approved.” 26 MYER HOLDINGS LTD : 2024 AGM For personal use only
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Item 6 Total Shares on Issue For Against Open Abstain Votes % of total votes received Votes % of total votes received Votes % of total votes received Votes Grant of Performance Rights to Ms Olivia Wirth 837,557,023 465,863,823 97.51% 6,842,253 1.43% 5,028,627 1.05% 803,587 27 MYER HOLDINGS LTD : 2024 AGM Item 6: Proxy and Direct Votes For personal use only
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28 MYER HOLDINGS LTD : 2024 AGM Item 6: Grant of performance rights to Olivia Wirth Shareholder Questions For personal use only
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20 A N N U A L 24 G E N E R A L M E E T I N G For personal use only