Good morning. Good morning. Is that on? That is on, is it? Okay. Good morning and welcome to the 27th WAM Capital Limited Annual General Meeting. This is a hybrid meeting, held both online and in person here at the Museum of Sydney. I'd like to acknowledge the Gadigal people of the Eora Nation and pay my respects to elders past and present, and thank you all for joining us and for your continued support of WAM Capital over the last 27 years. Anyone here is an original shareholder in WAM Capital? Good work. Good work. That's quite a good percentage. I'm sure when you put your shares in at AUD 1.10, so now AUD 1, and you had a one-for-one option at AUD 1.10, which we never succeeded to get those exercised. You had, I think you got your AUD 0.04 of dividend that year with an AUD 0.08 special and a AUD 0.06 dividend the next year with an AUD 0.08 special, fully franked. They were trading at a 20% discount. You were disappointed. Luckily, over time, they've traded at discounts and premiums, as we've seen. We'll talk about the rest a little later. Before I begin, there's a disclaimer that will be displayed on the screen. If you can please have a read of that. I'm Geoff Wilson, Chairman of the Board of Directors. With me today, my fellow directors, Dr. Pip Ryan, on the left here, Angus Barker—sorry, Barker. I've got to put my glasses on or off. James Chirnside. Now online, we've got Matt Pacino and Kate Thorley as an apologist. Acting in capacity as moderator is our Joint Company Secretary and Finance Manager of Wilson Asset Management, Linda, who will assist in addressing any questions received during the meeting. The auditor, Richard, is Richard King from Pitcher Partners, is here to ask any specific questions as well. It is a little after, it is 10:05, and a quorum is present, and I declare the meeting open. The notice of meeting has been circulated to shareholders. In the absence of any objections, I will proceed on the basis of the notice of meeting being taken as read. I encourage you to read the Chairman's address in detail, and I will just make some particular comments. Shareholders who have logged onto the, so yeah, that has been announced to the ASX, so please, and we will be emailing it out to shareholders. Shareholders who've logged into the webinar with your username and password will have the opportunity to submit questions online and ask any audio questions as well as vote on the resolutions. If you're joining us online, questions can be submitted at any time. For those shareholders joining us online who wish to ask a verbal question, an audio question facility is available during this meeting. For those shareholders joining us in person, please raise your hand, and we'll bring a microphone to you. Voting today will be conducted by way of a poll on all items of business. When I open the poll, the voting icon will appear on the navigation bar. Simply select one of the options to cast your vote. If you change your mind, select another option. I now declare the voting on all items of business to be open. You can vote at any time until the proceedings, until I declare the voting closed. I'll give you a prompt when that occurs. Just going to the formal Chairman's address and the couple of pages that we announced, or the few pages we announced to the ASX. Obviously, this is the AGM for the period to June 2025. If I'd like to, on behalf of all shareholders, myself being a shareholder, and yourselves, all other shareholders here, and probably all the shareholders of WAM Capital, I'd like to thank and acknowledge the performance of Oscar Oberg, who's here with us today, the lead portfolio manager, and his team for their excellent performance over the last 12 months and over the last number of years. The investment portfolio increased, and this is before, this is looking at it against the index, so it's before all costs, 22.2%. That is outperforming the All Ords by about 9% and outperforming the Small Ords by 9.9%. It was really an exceptional performance. This allowed the board to continue to pay the dividend, which is like a super-sized dividend in terms of the size of the assets. It was only because of their excellent performance that allowed that to occur. The dividends, we still, they are still not fully franked. There is, because people understand how we pay the dividends, we create a profit reserve, and then we pay it out of the profit reserve. That does not mean we have necessarily paid tax. The tax may come later. For all those that have been shareholders along the way, you would be aware that WAM Capital has always been a very high dividend payer. You have to remember your return is a combination of, can be a combination of capital and dividend, but that's usually when you're getting a low dividend yield. Because our dividend's been so high, then some years we've been paying out more than what we've earned. That isn't, you can't do that forever. In terms of dividends paid out, I think it's about on the initial dollar IPO, it's AUD 4.68 has been paid out in dividends and franking credits since we floated the company, which is about AUD 2.1 billion. In terms of, and again, just thanking Oscar and his team for the performance, particularly over the last, was it three or four years? I know as the board, we were ready to sit down at a board meeting. Was it January, Angus, you're good with dates? Which January was it when we were going to cut the dividend in half? Was that a year and a half ago? Yeah. It was really the excellent performance of the underlying manager. If you look at on NTA, we are paying out close to, well, we are paying out close to 10%. To achieve that for shareholders, it is 60% franked. You have to pay the tax to get the franking. That is 13%, and there is a 1% management fee. We have to do 14%-15% random to continue doing that. To date, that has happened. That gives you a little bit of history and a little bit of background. If you have any specific questions on that, we can touch on that a little later. In terms of the investment portfolio so far to date, this year, this is the period from the end of June to the end of October, was up 10.5%. Again, had a solid performance, outperforming the All Ords again, which was by about a little over 4%. Slightly under the Small Ords over that period as well. Now I'll conduct the formal part of the meeting. There are four items of business at the AGM today as set out in the notice of meeting. Three items are to be voted on. The notice of meeting and explanatory memorandum was circulated to shareholders. In the absence of any objections, I'll proceed on the basis that these items are taken as read. I note Boardroom are the returning officers for today's meeting and will conduct our poll. I further note resolution one is subject to voting exclusions as outlined in the notice of meeting. The board recommends approval of each resolution, and as Chairman, I'll be voting all open votes provided to me for each resolution. We'll advise the ASX as soon as the results are determined, which will be a little later today. You may submit your questions or comments you have on the financial reports, financial statement and reports now. The first item of business is to receive and consider the financial report, the director's report, and the auditor's report for the company for the year ended 30th of June 2025. I mentioned Richard from Pitcher Partners is present, so you can ask any specific questions to the auditor. There's no resolution on this matter as required. Are there any questions in the room on the report? No? Any questions online? No. Resolution one is the adoption of the WREM report. You may submit any questions or comments online. Now the proxies are on the screen. For the open proxies, which have been granted to the Chair, I'll be voting in favor of the resolution. Do we have any questions in the room on the WREM report? No? Any questions online? Oh, yes. Sorry, the proxies. What happened to the proxies? Come on, team. See outsourcing. As there are no further questions or comments, I now put the motion that resolution be approved as set out in the notice of meeting. If you're a shareholder or proxy holder and eligible to vote online, could you please complete your vote for resolution one? Resolution two relates to the re-election of Dr. Pip Ryan. Now, Pip, would you mind saying a couple of words about, well, we know how valuable you are as a board member, a bit about your background, and so shareholders can ask any questions. Thank you. Thank you, Geoff. Thank you for the opportunity. Yes, my name is Dr. Pip Ryan. I wrote a page-turner called Trust and Distrust in Digital Economies. That is not a plug. The page-turner comment is actually me being a bit sarcastic. That was based on my doctoral thesis, which I completed about 12 years ago at the University of Sydney, which was all about the liability of third parties for breach of trust. Prior to that, I had worked full-time, first of all, at Allens as a commercial litigator, and then as a barrister at the New South Wales Bar, and I remain a member of that fine association. I currently teach into the Master of Laws at ANU, three courses that I designed, and they are related to cyber law, the law of crypto assets, and another subject called, basically, it's around the law of trust and distrust in digital economies. Digital economies and the law. I teach those on an annual basis to about 155 students in each one of those subjects every year, which is the maximum ANU allows. They're very popular. As well as that, I do a lot of volunteering. I am a qualified bushfirefighter, which is necessary in the area where I live. God bless them, I am the coach of one of the most successful junior debating teams in New South Wales, and they're just a little local rural comprehensive high school. We knock the socks off all the selective schools, which is awesome. Other than that, I live with my beautiful husband. We've got four kids, grandchildren, and I am a very proud WAM Capital shareholder. I've been on the board since, I think, April 2018. Yeah. Yeah. Prior to that, I was on the board of Lander & Rogers for a number of years. They've got a statutory cutoff, as does the Australian Government's Treasury Department, where I was on the audit and risk committee for the statutory three years for an appointment there. Take any questions. Thanks. Any questions for Pip in the room? Any questions online? I've got one here, Geoff, from Craig Fulford. Does a chair or the board—sorry, does a chair know or is the board considering to have any dividends fully franked? Does a chair or the board have a date for if or when the dividend will be fully franked? Okay. Why don't I take that? I'll take that at the end under general questions after we've done the directives. Okay. Any other specific to the re-election? Linda? No. Okay. Great. Thank you. Pip, have we got the proxies yet? Have we got the—from our perspective, I actually think we've got an exceptional board at WAM Capital, a really good, high-quality group of people with different areas of expertise. As you'd see from Pip, an area of expertise that we haven't got and she brings from a legal perspective, but also that trust and the crypto side is of great value to the board. The proxies, you see them on the screen. There are no further questions. I now put the motion that Dr. Pip Ryan be re-elected as set out in the notice of meeting. If you're a shareholder or proxy holder and eligible to vote online, could you please complete your vote for resolution two? Resolution three relates to the re-election of Director—sorry, Doctor. That's right. Mr. Angus Barker and Dr. James Chirnside. I'm having a—that's right. No, no, no. I think we're all getting over the flu. Angus is getting over the flu. I'm getting over the flu. Yes. Director James Chirnside. James, would you like to say a few comments? Do you want to pass down the—oh, you've got a microphone. Yeah. Thank you. Around yourself. Yeah. Yes. Of why the shareholders—yeah, why you're—okay. That's not working. No. Thanks, Geoff. I think Wilson Asset Management is the best fund management group in the country. They're very open, transparent, proactive through Oscar and his team and Katrina, who's sitting down the front also. Really top globally significant fund management skills, as well as corporate skills, which is a big part of what goes on behind the scenes. I could not possibly wish to be associated and working with the WAM Capital Group. About myself, just very briefly, I've been in commodity trading, proprietary trading for banks, fund management. Always been involved in closed-end funds, as I refer to them, which is what we have here, LIC, overseas and here. Always found it a fascinating area. I think it's staggering, the sort of yields that are being generated through dividend payments on some of these LICs at the moment. There seems to be a sort of industry-wide concern that LICs are sort of out of favor, hence discounts and all the rest of it. I mean, if you've got your money with good groups, honest, trustworthy, transparent people, you won't find better yields on almost any investment in the country, even in the world. I am thrilled to continue being a long-standing director, long associate of Geoff's, and a great friend. Thank you very much. Thank you to shareholders for all the support that you have continued to show for WAM. Anything else, Geoff? No. Thanks, James. Now, we should ask Pip, does that make James unindependent? I could actually speak to that. You've asked the wrong person. There is a lot of scholarship about whether NEDs actually need to have skin in the game to have independence. The Australian Institute of Company Directors has published widely, very well-researched material that's available online if you want to look at it. Because this question comes up about, do we have enough skin in the game? You do not need to have skin in the game. If you do have skin in the game, it does not necessarily mean you are not independent. The AICD is quite clear on that. You are probably really sorry you asked that question of me. Sorry, Geoff. Do not do any more of those. Any questions for James, please? Any questions online for James? No. Look, thank you, James. Thank you for the comments. Yes, please. Yeah. You made a comment that the performance of WAM is on a par with anything in the world as an LIC. Are listed investment companies a popular form of investment in other Western industrialized countries to the extent they are in Australia? Good question. The WAM performance against other closed-end funds, because that kind of incorporates all different types of structures in different jurisdictions, but same deal where you've got the investment portfolio, you've got shares trading around that. There is a very large number of closed-end funds around the world. Huge number, actually, thousands. It's particularly strong in the U.S. and in the U.K. They call them a different name over there. They're investment trusts, although they are a closed-end capital structure. I think you've got to look at performance on these things usually with a view to the volatility, the standard deviation of return. I think if you look at a risk-adjusted return on WAM Capital, you would be seriously—I mean, I'd be—I challenge anyone to find a lower volatility return equivalent to WAM Capital anywhere in the world. The share price moves, we all know that, but it does not move very far from its mean. And the returns, and particularly in Australia with the imputation credits, which thanks to Geoff, we still have in place, it is an amazing return. A lot of people sort of say, "Oh, give us some capital growth." The slide before that was up there, from inception, you have 560% increased the value of your investment. It is a great investment. I love it. I love the closed-end fund things. I get very excited when there is corporate actions and when there is activism, so to speak. Geoff is not shy of that, we all know, but usually based on a very—well, always, actually—based on a very strong rationale and motive. I do not know whether that answers all your question, but I hope so. Yeah. Actually, just to give you a bit of history, I don't know, does this make us less independent? We'll ask Pip. Maybe we won't ask Pip. James gave me some research about 35 years ago, or maybe 33, about closed-end funds. It was a bit of research that Morgan Stanley had written. It looked at the mutual funds over there, and they call them closed-end funds against the closed-end funds. It looked at them over a 50-year period, and the closed-end funds had outperformed the mutual funds over that period of time. That was before I set up my funds management business. One of the reasons why I ended up going into creating vehicles of closed-end funds was because of that research. What that research showed is that a closed-end pool of capital outperforms an open-ended pool of capital over time. Why does that happen? It's because the problem with an open-ended pool of capital, you tend to get all the money flows in at the top of the market because that's when most people want to invest. The money tends to flow out when the market falls. The most money tends to flow out at the bottom of the market. You, as a fund manager, you're getting money to buy expensive companies. When the market's falling, you're forced to sell stocks that you know are cheap. They showed that a closed-end pool of capital outperformed by—it was actually 2%-2.5%. James gave me that piece of research, and he asked for it back, and I never gave it back to him. We've never been able to find the research since. Sure, I wasn't Merrill Lynch, actually. I wasn't Merrill, other than Morgan Stanley. Anyway, whatever. Yeah. Anyway, so that was just a bit of history. Okay. To the proxies, this is how the shareholders are voted. The proxies are on the screen. We've gone through the questions. Any additional questions for James? No? Any online? No. Oh, yes. No. No. Any online, Linda? No. Okay. If you are a shareholder or proxy holder able to vote online, could you please complete your vote for resolution three? Okay. So we've now addressed all the resolutions. Now, what was the question? There was a question on—Linda? Does the Chairman know, or is the board considering to have the dividends fully franked? Does the Chairman or the board have a date for if or when the dividend will be fully franked? Yeah. Actually, why don't I refer to our Chief Financial Officer, Jesse Hamilton, on that? The answer is we actually don't know because I think—I think that's the broad answer because there's a number of factors. Jesse, do you want to speak to that particularly? Yeah. There's no date specifically. It depends on a couple of factors. It's the franking we receive on the investment portfolio. It's the realised profits that we pay tax on. You don't pay tax on the unrealised profits within the portfolio performance. And then we do have some tax losses there, which we are recouping to the benefit of shareholders from prior years. So it's something we're monitoring closely, and we'll continue to update shareholders if that changes with the current position of the franking. Okay. I've just got one more question, Geoff, from Linda Zenier. Do you expect any setbacks over the next 12 months that could affect WAM share price or expect it to continue increasing? Yes and yes. Yeah. Yeah. Unfortunately, that's right. Unfortunately, the share price will be a—it tends to be a reflection of the performance of the underlying assets and the movement in the NTA. We have seen a lot of volatility over the last few days. We do not know whether this is taking a little bit of air out of the AI bubble or taking a lot of air out of the AI bubble. Only time will tell. What our goal is, is to keep managing that pool of capital to get the maximum return. We have all been through periods where markets have fallen significantly. I mean, what we do know is markets go up and go down, and when they go down, it is very painful. To me, the bigger thing for us as fund managers is we know markets are going to fall. It's how quickly you make your money back because to me, that's the crux. We've always tended to make our money back a lot quicker than the market has. Yeah, unfortunately, I can't—I've got no certainty about what the performance will be. We've just got a few more minutes, and I don't think we've got any other questions, but we've got Oscar—oh, we've got a couple more questions. Yes. Two questions. Yeah. Do we want to bring Oscar up? Oscar, do you want to come? Oh, there. We're going to ask Oscar some questions too, please. I was going to ask you a couple of questions. Firstly, Mr. Chairman, I note that in the report, the top 20 shareholders own approximately 81 million shares. They own approximately 7.3% of the company, and there'd be approximately 1.5 billion shares in the company. I also see on the screen that we had approximately 45, 50, whatever, thousand million, I'm sorry, voting for our illustrious board. In your opinion, does this show extreme confidence in the quality of the company or extreme indecision and latitude by the rest of the shareholders? Yeah. To me, it's a very good question. It's a really good question. My observation is when sort of when nothing contentious is happening, people are less inclined to focus on voting. When someone's trying to change the board or something, you tend to get—you can easily get 70%-80% of shareholders turn out to vote. I wouldn't necessarily—I don't think the board would be arrogant enough to think it's because things are going well, necessarily. I think we've always got to be on our toes. I think it's more the fact that at the moment, no one has to—there's not a big decision to be made. Does that sort of semi-answer the question, or? Yeah. Thank you, Mr. Chairman. My second question is not a question. My second question is a congratulations. I hold here the document of your discussion paper last April for which you advocated, spent a lot of money on, and took to Parliament and got, with others, the decision to get rid of unrealised taxes on unrealised capital gains, which was an absolutely brilliant piece of work on behalf of not only this company, but on behalf of all shareholders, especially people in self-managed super funds like me. On behalf of myself and, in my opinion, everybody else in this room and should be every shareholder in Australia, I'd like to congratulate you on the hard work you put in to get that result. Thank you, John. Thank you. It was a big team effort. To me, a lot of people played a significant part in it. Obviously, everyone at Wilson Asset Management, but various other players and other commentators. To me, it was incredible that it took so long for sanity to prevail. It was quite amazing that it actually did. I didn't believe—if you'd asked me—if you'd asked me today if it was still going on, would they change their mind? I actually spoke to someone the morning of that worked for one of the political parties, and I said, "Look, it's taken a while. What do you think the probability of it, him changing his mind?" And he said, "Charmes is definitely not going to change his mind." Half an hour later, someone else obviously changed it for him. No. Yeah. Incredible result. To me, it was just—as you said, you've got it there and you read it, how insane it was. John, everyone really appreciates that comment. Thank you. Any questions for Oscar about the market, the portfolio? Yep. Actually, do I—before—has everyone voted? Have we voted on James? Yep. Why don't I declare the poll closed and formally charge Boardroom to count the votes? Now, yep. Hello, Oscar. Just WAM Capital has expanded quite a bit since I first bought it, including taking over other funds. I was just wondering how you've had to adjust your approach to choosing stocks for a much bigger fund than you originally were handling, bearing in mind you're also doing MicroCap Fund as well. Whenever I see you, I always ask you for a tip. What do you think is the most promising investment you've got at the moment? Maybe you could do that as well. What was the last one I gave you? Hopefully, it was all right. A drone shell. Oh, God. No, hopefully not. Just a joke. Now, look, we are a big fund, and there's four of them, but I've got an amazing team behind me. There's six of us, and we've just employed a seventh. The team does an incredible job. It's not just me doing everything. It's quite the opposite. I think Geoff always says you want to employ people that are smarter than you, and that's certainly the case in our team. Look, the fund is bigger, but like anything, you evolve. I think since we launched the MicroCap Fund in 2017, we did not know it at the time, but that is an amazing synergy for WAM Capital because a lot of our successful holdings that you see in WAM Capital came out of the MicroCap Fund, Generation Development Group, Johns Lyng Group back in the day. They have all been tremendous contributors. Yeah, look, I mean, the fund is bigger. You cannot hide from that, but we have got an amazing team. Hopefully, the last three years show you that the performance has been very, very good. Very happy with how we are going. Stock pick. I like Navigator, NGI. Navigator is a collection of equity interests in effectively hedge funds globally. It's led by a very good CEO. The business has fundamentally changed over the last few years. They've got a large company in the U.S. called Blue Owl, which does the exact same thing, but focuses on much larger hedge funds. Blue Owl owns 50% of Navigator. Navigator is focused on the small ones that are too small for Blue Owl, effectively. They can leverage Blue Owl's infrastructure to grow. Navigator's got quite a lot—it's got a very good balance sheet. We think there'll be acquisitions. In time, you'll start to see divestments of the successful hedge funds into Blue Owl, and it can keep recycling capital. It's trading at a very cheap valuation. Reminds me of Pinnacle back in the day when it was growing. I think it's on a price-earnings multiple of 12. Pinnacle today is on around 24. So we think that it can grow into quite a large company. Yeah. I'd be a bit worried that it's a safe investment because when I was leaving the AGM the other day, the lift went to the bottom of the well, and we were in there for half an hour waiting to see whether we were going to get out or not. Just a strange coincidence that you recommend that. Right. Any other questions for Oscar? Any questions online? I've got one online, Geoff, from John Burrow. Are there any plans to raise more capital from existing share investors in the next year or two? Oh, does he think we should? Can we ask him that? Can we type back and say, "Do you think we should?" I mean, what method should we use? One of the risks, and the gentleman—one of the gentlemen I was talking to about WAX is, say, with WAM Capital, is there's people—depending on when you bought your WAM Capital shares, WAM Capital at one stage was trading at a 32% premium. I think it got to—was it four years ago? It was around, say, three—it was around AUD 2.20. You take off 32%, then you're down at around AUD 1.90 or something like that. We're paying it, then the GFC came, and a few things happened, but we kept paying a high dividend of AUD 0.155. All of a sudden, you're paying your capital away. We're paying your capital back to you as a dividend, effectively. Then the shareholders are saying, "Hold it. I bought it at AUD 2.20, and now it's down here." We said, "We're managing the assets. You bought a car, like a AUD 100,000 car, and you paid AUD 132,000. And you're wondering why it's only worth AUD 100,000, or maybe it's devalued. Maybe it's AUD 90,000." Yeah, to me, at board level, we think, "Should we do an SPP or something like that?" I think WAM's trading at a premium at the moment. It's about a 15% premium. Should we do an SPP and just do it to shareholders who want to put a little bit of money in? Don't do a placement. Just do an SPP to take a little bit of heat out of the—we don't want the premium. We like a bit of premium, but you do not want too much premium because then people are paying at a 15% or 20% premium. Then they say, "Well, hold on." When it goes down asset value, they say, "Well, hold on. We bought it there, and it is only worth that." Yeah, you have got to look at NTA. Obviously, you want to try to buy things at NTA or a discount. When they are premiums, you question whether you want to keep them or not. Sorry, what was the answer? He said, "I would like it if you did as I would like to invest them more, but only if you use it productively." I am saying this as sometimes it seems the market value is above the NTA. Correct. Yeah. Yeah. That all makes sense. Okay. Any other questions? Okay. The results of today's AGM will be released to the market as soon as they are determined, which will be later today. There is no other formal business for the meeting. I declare the AGM.
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