All right, I've got the thumbs up. Good morning, everyone, and welcome to the sixth WAM Alternative Assets Limited annual general meeting. This is a hybrid meeting, held both online and in person here at the Museum of Sydney. A warm welcome to everyone. I'd like to acknowledge the Gadigal people of the Eora Nation and pay my respects to elders past and present. Thank you for joining us and for your continued support of WAM Alternative Assets. Before we begin, a lengthy disclaimer is up on the screen for you to read. I am Michael Cottier, and I'm Chair of the Board of Directors of WMA. Joining me today in person are all of the board members. Starting closest to me, Geoff Wilson AO, who would be well known to you and Chief Investment Officer and Founder of Wilson Asset Management. Adrian Siew to his right, John Bailey, and Kim Evans. Acting in the capacity of moderator is Jesse Hamilton. Jesse has an important role this morning, and he is Company Secretary and Chief Financial Officer of Wilson Asset Management, who will assist us in addressing questions received during the meeting. Sylvia Wallace, a representative from our auditor Pitcher Partners, is also with us. Welcome, Sylvia. She will be available to address any questions relating to the company's financial statements. It is the appointed time of 10:00 o'clock., and a quorum is present, so I'll declare the annual general meeting open. The notice of meeting has been circulated to shareholders, and in the absence of any objection, I'll be proceeding on the basis that the notice be taken as read. I encourage you to read the Chair's Address, which has been announced to the ASX this morning. Shareholders who have logged into the webcast with your username and password will have the opportunity to submit questions online and ask audio questions, as well as vote on the resolutions. If you are 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 questions facility is available during this meeting. For those shareholders joining us in person, please raise your hand and wait for the microphone to be brought 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 voting open on all items of business. You can vote at any time during the proceedings until I declare the voting closed. I will give you a clear prompt later in the meeting to warn of the close in voting. In financial year 2026, we believe that the outlook for the asset classes within WAM Alternative Assets portfolio is encouraging. The investment portfolio is strategically invested across various sectors underpinned by four long-term investment themes: energy transition, food scarcity, aging demographics, and digitalization. As of 31 August 2025, the company had AUD 0.147 per share available in its profits reserve before the payment of the final fully franked dividend of AUD 0.03 per share on 31 October 2025, representing two and a half years of dividend coverage. We shall now conduct the formal part of the meeting. There are five items of business for the AGM today, as set out in the notice of meeting. Four items are to be voted on. The notice of meeting and explanatory memorandum were circulated to shareholders, and in the absence of any objection, I'll be proceeding 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 1 is subject to voting exclusions as outlined in the notice of meeting. The board recommends approval of Resolutions 1- 3 and recommends voting against Resolution 4. As Chair, I'll be voting all open votes provided to me for Resolutions 1 - 3 and against Resolution 4. We'll advise the ASX as soon as the results are determined, which will be later today. You may submit any questions or comments you have on the financial statements and reports now. The first item of business is to receive and consider the financial statements, the Directors' Report, and the Auditor's Report for the company for the year ended 30 June 2025. Sylvia Wallace, representative from Pitcher Partners, is present to answer any questions. No resolution on this matter is required. Do we have any questions in the room? Thanks, Chair. David Kingston, K Capital. I've got a few background comments to contextualize my questions, but I'll get to the questions. Certainly it's been a colorful history. Prior to WAM taking over management in September 2020, it was part of the controversial Blue Sky Group. Joe Aston remembers that well for his defamation court case. The September 2020 explanatory memorandum cited various advantages, including WAM's equity management credentials and also their plan to transition to a multi-manager mandate. In essence, WMA is now a fund of funds. The advantage of a fund of funds is diversification, but the disadvantage is double fees, fees at two levels. The explanatory memorandum also cited a disadvantage. WAM has no track record and limited experience in investing in alternative asset classes. That's a quote. However, WAM sought experienced alternative asset professionals and in October 2020 appointed Dania Zinurova, apologies Dania, if I've mispronounced it, as portfolio manager, and she has recently stepped down. The positive from WAM's involvement is the large discount when run by Blue Sky, reduced from 33.7% at 30 June 2020 to 10.7% at 31 December 2020. A very quick turnaround. To be objective, the proverbial dog could have reduced the excessive discount. Let's move on to the performance since WAM took over. In my view, overall the performance results have been pretty lame. In financial year 2025, the investment portfolio performance was 5.3% per annum, including the franked divi, but before expenses, fees, and taxes. After management fees and other costs, the net return is in the 3% range. That's a poor return in recent bullish markets. Indeed, the FY 2025 EPS was just AUD 0.0318 per share. As the divi of AUD 0.057 per share was above the after-cost return, the NTA last year has dropped from AUD 1.20 at 30 June 2024 to AUD 1.17 at 30 June 2025. In essence, there was a return of capital which made up the dividend. It wasn't through the profit and loss performance. Looking at the longer term, the past three years, the performance was a mere 5.6% per annum, again prior to fees and taxes. The post-cost performance is around 4% per annum over the last three years. I'm not sure why the return isn't shown on a post-fees basis, as that is really what investors receive, not the gross amount. If we go back to the period since Wilson took over in October 2020, the gross return is AUD 8.9, which is in the 7% level after all costs and taxes and fees, which again is a weak return in strong markets. Chair, in your address, you've indicated that WMA is the only listed alternatives manager. I'm not sure I agree with that. Regal has RF1, which certainly promotes itself as an alternatives manager. It claims far, far higher returns over the short and long- term. Let's look at the discount to NTA, which is a key issue of today's resolution on potential liquidation. It's been a very flat line. When Wilson took over at the end of August 2020, the pre-tax NTA was AUD 1.08. 30 June 2024, pre-tax was AUD 1.20. 30 June 2025, pre-tax is AUD 1.17. A pretty flat line over nearly a five-year period. No surprise because it's consistent with most illiquids. WMA has predominantly traded at a material discount to NTA. That discount to NTA is contrary to the goals of WMA, which periodically has stated that WMA seeks a premium to NTA. Indeed, Chair, in your 2022 address, I quote, "WAM is focused on achieving a share price premium to NTA and have agreed to deliver on the premium target." That was a goal. Not every goal is achieved, so it didn't succeed, but that's okay. Let's look at the market value of assets, which is really the critical issue in these types of entities. The largest portion of WMA's assets are in private equity funds. Generally, private equity has been disappointing in recent times, and it's common for secondary sales of private equity assets to occur at around a 20% discount to book value. Pretty common. Other than cash, almost all of WMA's assets are unlisted investments. ASIC has recently issued a paper highlighting concerns regarding the value of private unlisted assets. I note in the annual report in the auditor's Pitcher's risk report, it states, quote, "The underlying fund investment managers' valuation methods require significant assumptions and judgments to be applied." Continuing the quote, "Therefore, the determination of fair value is considered to be complex in nature." WMA's investments are level three investments under accounting standards. Just a question, Chair, and then a question for the auditor as well. You've been Chair for many years since prior to Wilson taking over. I assume you would agree that WMA's after-cost performance of around 4% per annum over the past three years in these strong bull markets is a poor return. We could all have achieved the same return by placing the money in term deposits with a bank. Private equity funds usually target around 15% IRR, as do unlisted property funds. I go to many presentations of those managers. That's the de rigueur level they target. You're invested in those, Chair. However, the return that you have delivered in the last three years after costs is around about 4% per annum. If you could please provide some clarification. What's gone wrong and will the future be any better? Thank you. Thanks, David. Tony Jones from Q&A used to say, "I'll take a lot of that as a comment," but there were some questions in there, and I thank you for those. I think you've covered a lot of ground there, and I think my observations are the performance post the getting out of the Blue Sky conundrum has certainly not been as good as we would have wished. Some of the key drivers of that have been around, I think, collectively underestimating just how difficult it was to reposition the portfolio quickly. There were a lot of structural kind of challenges around how the previous portfolio had been organized, a lot of concentration of vintage years, for example. It's taken longer than I think we all would have liked to have repositioned the portfolio. You acknowledged Dania's presence here. Hello, Dania. Dania did a lot of the hard yards on that repositioning. While I'm talking about portfolio managers, I'd like to acknowledge Nick Kelly, who has been the portfolio manager following Dania since February of this year. Welcome to your first AGM of WMA, Nick. I think, and you've also referenced the discount to NTA, I think, again, it was more difficult than perhaps we should have anticipated given the characteristics of the shareholder register going through the Blue Sky transition to WAM to, if you like, cleanse the register. We have a much healthier register with motivated shareholders who are buying into the objectives of the portfolio. Over the last five years or so, those things have all been more difficult. Are we happy with the performance over the last five years? We all would have liked to have been better. When you talk about markets, I'm not sure which markets you're talking about. You referenced term deposits. One of the other features of this alternative assets portfolio, yes, it has got more concentrated in growth assets than defensive assets in recent times, which I think is good in terms of the outlook. It has also had a lot of defensive characteristics and low volatility compared to equity markets. If you want to shoot the lights out, super high risk, high return, that's not what this portfolio is doing. I might pause there, and if any other directors want to make a comment. Martin, I know that Martin did some analysis on the shareholder register, which would be quite interesting to share about how it's changed. Thank you. Thanks, David, and good morning, everybody. As Geoff said, I think one of the things we underestimated with WMA when we took the portfolio on was the, for want of a better term, the toxicity of the investor register. Obviously, investors had gone through a very tumultuous time under the Blue Sky banner. Since we've been running the portfolio for the last five years, we've seen extensive turnover in the portfolio and turnover in the register. As we stand today, just looking back at the change that has occurred, which I think gives us confidence on closing the discount to NTA going forward, 70% of shareholders on the register, as we stand today, are new investors in the last five years. We've had to obviously garnish that buying, 70% of new shareholders to wash through exiting shareholders. Of the shareholders we've attracted to the register, almost 50% own multiple Wilson Asset Management products. More than 1/3 own three or more Wilson Asset Management products. The quality of the investor that we've brought to the register are aligned to Wilson Asset Management as the investment manager and the long-term objectives of the company. That's what gives us confidence going forward, that we've got a stable register now. As we said, we didn't underestimate the size of the challenge, and from the outside looking in, you never know what size that's going to be and the turnover you're going to have to experience. Because of that analysis and where we're at today, it gives us a lot of confidence going forward. Yeah. Yeah, and I think kind of getting to resolution four, which is obviously the Mayne resolution for today and the consideration of a wind-up of the company and a liquidation and termination of the investment management agreement, that provides material uncertainty for financial advisors in particular who are looking to allocate capital for a group of clients. That uncertainty has been a prohibitor for them investing in the short term. Obviously, the purpose of the resolution when it was put in place five years ago was to provide alignment between the manager and shareholders and a common goal of getting the company to trade at a discount, sorry, a premium to NTA parity. In the short term, it's actually provided the opposite, and it's been a bit of a headwind because financial advisors in particular don't want to put clients into a portfolio which could potentially have been delisted and liquidated at a point in time, resulting in an egg on their face. It has been for us a detractor. Hopefully, at the end of today's meeting, that uncertainty is removed and we've got clear air going forward. That's good. That's back on. Thanks for that, Marty. Look, my concern is not the register. My concern is not the discount to NTA because I think, to be fair, most LICs are at a discount, and I think Geoff's done a phenomenal job over the years to have some trading at a premium. It's harder today. My judgment is this will continue to trade at a discount. They're not my concerns. My concern is that the underlying performance of the vehicle is poor, and that's the overwhelming concern, and that's the thing that's going to determine the total shareholder return to shareholders going forward. I've got a few more questions on that. I'd like to ask the auditor. Sorry, just to pause there, just on some performance numbers, just for context. Since inception, the gross portfolio performance before fees has been 9% per annum. With a 1% management fee, it's been 8% per annum over that time period. The TSR, which is the share price, dividends, and franking credits included, is around 8.1% per annum. Just for context, small cap, obviously, we're not investing in that area of the market. The small cap index has done 7.4% per annum over that time period, and the All Ords did around 12%. Look, since you took over, I think the gross performance is 7.9%. These numbers are at 30 June. Okay, but most of the annual report talks about since Wilson took over. The cited number in the Chairman's address is 7.9%. Let's take off roughly 1.6% cost. Sorry, 8.9%, I think it was. It's down on the 7% net level, but over the last three years, it's 4%, and in the last year, it's in the threes. I think that's obviously very concerning. To me, that's the predominant issue for this entity going forward. Is it, to be frank, a waste of time, or can it generate proper returns relative to comparable assets? I've got a question for the auditor, if I may. Sure. I think the Board and through our new portfolio manager, Nick Kelly, we are certainly optimistic about improved performance. Not discounting your concerns, and as I've already said, I think over the last five years, we all would have liked the net performance to have been better than it was, and we've tried to describe some of the factors around that. I don't know if Nick, you want to make any comments at this point? Yeah, good morning everyone, and thank you for the question. You're spot on. Like, last three years, performance hasn't been where it needs to be. There's good reason for that, right? Let's remember the portfolio that we inherited had very little vintage diversification. When it was first invested, when it was first IPO'ed, all the cash that was raised was invested soon after that period. We experienced some strong exits in the first couple of years when we took on the portfolio. We had the usual experience where the legacy portfolio we took on, the underlying investments, the private equity managers exited those assets that had performed pretty well early on and then have held onto the things that have needed more work. That sort of explains the first couple of years of stronger performance and then weaker performance in recent times. We also had very strong performance from water in the first couple of years, and that's obviously been a detractor in recent times. The third one, which is probably the most important one, is these are illiquid assets. As you know, this is private equity. It takes time to revitalize a portfolio, and we usually experience what we know is called the J-curve where we invest, and then we start to see the returns later on. We're coming to the back end of that process now, and we're very confident that this portfolio can deliver longer term, and we've been reinvesting those proceeds, and we're starting to see the valuation uplift starting to come through the portfolio. Really confident around the sort of outlook looking forward, but appreciate the last few years hasn't been where it needed to be. Quite often you argue the other way that, as you say, the private equity people take the easy big profits early on, and then you get to the rump of the portfolio and the performance towards the back end is actually very underwhelming. Like everything, lies, lies, and damn statistics. There are two sides to the coin. I appreciate your points, but you can also argue the other way. Yeah, I've, yeah. Sorry, if I may add as well. Apologies to interrupt. You're all ganging up on me. No, no, this is, you know, we come from a very similar background with Nick. You know, the way the portfolio has been reconstructed, really bringing best-in-class practices, what we've done in the institutional investment portfolios. WMA is very different from RF1, P1, and other peers. It does remain the only league with this level of diversification across infrastructure, private equity, real assets, real estate. The investment partners that we have in the portfolio are impossible to bring to the wholesale or retail market outside the WMA. They have different scale, they have different governance terms, different level of fees. To put it in the perspective, the question on fees, if we look at the traditional fund of funds that you'd find on the platforms, their total fee load would sometimes amount to 4%- 4.5%. If a wholesale investor decides to go to a private bank to invest in a private equity fund, they would charge a 5% access fee. WMA fees are very competitive, and what Nick has been able to build is getting access to this institutional level of fees with even our scale. Some examples like private credit, you would know that generally investors in our world would pay 1.5% plus performance fee. WMA pays much less than 1%, no performance fee. Another point is that when we look at NTA back in 2020, NTA was AUD 1.07. Currently, NTA is AUD 1.17. The portfolio throughout those challenging periods, and just to remind as well everyone that it went through COVID, continued performing well based on its diversification benefits with much lower volatility than public equity markets. It is not a portfolio where investors should invest their all savings. It is a portfolio that brings very strong diversification benefits and downside protection, and we've seen it with the NTA. Wilson Asset Management brought very strong governance practices, including valuation approaches that were, I'm very honest here, they were absent under the previous fund manager. We are looking here really, even if you compare with RF1, RF1 delivered just over 3% when you look at its share price performance over the past five years, WMA over 14%. I think it's really important to look at this league within the broader portfolio construct perspective rather than directly compare to public equity markets because it's just a very different asset class. Thank you. I should acknowledge Dania is a former employee of WAM, but on our Investment Committee. Thank you. Thanks, Dania. I do disagree with you in relation to RF1. I listened to their presentation yesterday. They've made a lot of big distributions, Dania. I think it's wrong to suggest their return has been 3%. That's just wrong. You're talking about total. They've made some huge distributions. They also are very diversified. They're into water, they're into private debt, they're into everything. I don't quite agree with you there, but I totally agree with you, Dania, that the fees here are very generous. You should increase them, Geoff, 1%. I don't know why you say they're below 1% because they are 1%, Dania, but there is no performance fee. That's a very generous fee arrangement. Take that as a comment as well. I accept that. Excuse me, David. I wanted to get to your comments about valuations, and I know you were going to ask the auditors a question. I'm also just conscious of giving other people some time. You observed that they're all level three investments in the level one, two, three nomenclature. Absolutely. It's pretty hard to find anything that's suitable for this investment strategy that's not going to be level three. We are very mindful as a board and through our Audit and Risk Committee of valuations, and we do have a lot of robust conversations amongst ourselves and with our auditors about valuations. If you would like to ask our auditor a question, please do. Thank you, Chair. Two parts, Chair. Firstly, I'm conscious of the subjectivity of valuations, which is inherent in the nature of the investments. Given ASIC's comments about serious concerns about the valuations and given the subjectivity, if the auditor could please clarify, are you confident that the assessments of fair value, you've put this in the risk section, or the auditors have, are you confident the assessments of value are reliable to a ± 10% level, or is it possible the assets, if sold, there's a resolution here today to liquidate, which is unlikely to succeed, but is it possible the assets, if needed to be sold, could sell at a discount of more than 10%? Bearing in mind also the general rule of thumb at the moment for private equity is that assets sell in the secondary market on average at around a 20% discount to fair value. That's the first question. The second question to the auditor, note to the accounts shows rebates of management and performance fees of AUD 455,000. Could you please clarify where they come from? Thank you. Thank you for your question. It's always a privilege to be actually asked a question at an AGM. It's really quiet for us as auditors, so thank you for the chance. You haven't been to too many AGMs where I am. I always ask questions. No, that's wonderful. In relation to your first question, I cannot actually give you an answer on the 10% range that you've asked. As an auditor, we work towards a materiality threshold under the auditing standards, and obviously it's at the point in time, so it's at the 30th of June. When we're looking at the valuations in particular for the investments, we've got to align it to what the accounting standards require of us. In terms of any of the valuation methodologies that are undertaken, and obviously it varies between the different types of investments that are in those asset classes, we first of all have to ensure that it does align with the requirements of the standard. We also involve our corporate finance team quite heavily because they're the experts in being able to assess management's assessment that's been undertaken. There is quite a robust process undertaken as auditors. We're well aware in terms of ASIC's requirements, particularly when you are looking at level three investments. As our report mentions, there's a lot of estimates, there's a lot of significant judgments that are involved, and therefore we are required as the auditor to challenge particularly anything that management have put together for us. We don't necessarily go in blindly and accept what management provides to us. We do do our own reviews in terms of outside of that, in terms of factors that we can see that might influence what management have done. In terms of whether it would sell and liquidate at this point, obviously time has moved on since 30th of June. Unfortunately, as your auditor, I cannot comment on that. I think that's a comment for management in terms of where they're at with the results to date. Hopefully, that answers the first question in terms of our responsibilities and what we've actually done. Thank you. Maybe I can throw it open to the Chair or Geoff. Are these valuations a stab in the dark, or are they pretty accurate? They're not a stab in the dark. We spend a lot of time establishing the process. When I joined, remember how much time Jesse would spend with our team and the finance team. Where I'd like to answer your question is with actual evidence. Since inception, over 12 exits that were realized in the portfolio delivered over 35% premium to NTA on exit. To me, it's really hardcore evidence that the values adopted at the portfolio level are reasonable and the realized value, which is, as you as investors would look at, demonstrates that the market values those investments even higher. Thanks, Dania, and I read that with interest in the annual report. The flip side of that comment, if a range of your investments you've sold at the 35% overbooked value, and yet your NTA has barely moved over five years, it indicates that some of the other assets are worth a discount to cost to compensate for the 35% premiums. That's the case. That's just on the investments exited. The other investments held, and they're still there in the portfolio, and the NTA hasn't moved by much because, broadly, the performance of the portfolio has been paid out in fully franked dividends to shareholders over the last five years. That might be the difference when you're thinking about when the NTA started at AUD 1.07 versus the AUD 1.17. I suppose the 35% also is really accrued revenue, accrued, you know, with these unlisted assets. Quite a lot of them don't pay distributions. If you hold them for five years, you get a 35% premium. That's a compound growth factor of about 6%, which is basically in line with your performance. I think there's a bit of a mix here between genuine capital growth on assets that pay a coupon compared to capital growth, like what Dania mentioned of 35% on a lot of your assets that don't pay a coupon. Accordingly, it's really in lieu of a coupon. Hi, David. My name is Jacob. I'm an analyst on the team, and I was previously in the finance team at Wilson Asset Management working on this fund. You're correct that a lot of these funds, particularly the growth ones, don't pay dividends throughout, but that premium to NTA, it's not premium on what we invested. It's premium on our last stated NTA before the exit. For instance, we could have invested AUD 4 million in an asset. We valued it at AUD 6 million four years later, and they've exited it at a 35% premium to that AUD 6 million. The return hasn't been 35% on the investment. It's just been, I guess, evidence that our value we're holding out in the financials is accurate, if not conservative. The NTA hasn't moved much over the last five years. I'll stop there. Thanks for your comments, Billy. Thank you. Thank you, David. I just want to make a final observation about one of the things that's applied at multiple layers with evaluations. We're very conscious of the nature of the investments in the portfolio. There are layers of skepticism that are applied. They're applied by the management team in relation to the underlying investments, by the auditors, and by the directors through the Audit and Risk Committee. It is a challenging area. I acknowledge that, but I think there's a lot of mechanisms in place that make our processes robust. Thank you. Thank you, David. Thank you for those thoughtful comments and questions. Just have the second part to the auditor, if she remembers that one. Oh, yes. Sorry, yes. Thank you. Forgot your second part of the question. My understanding is that's a bit of a legacy issue. It's not new arrangements that are in place. It's definitely when the Blue Sky era happened, if that's the right word. It's to do with some of the funds charge a headline fee number, and then we have separate fee arrangements with some of those funds. It mainly relates to the legacy assets. There's a rebate of the difference given we have a lower fee structure for our investment in those funds. Can you clarify which of the underlying funds actually provide those rebates? The legacy investments that we have with Fortitude Investment Partners, which there aren't many left of, it's Birch & Waite, Orego, Aquila, a Tourism Fund, and then the January Capital funds. They're the venture capital investments. That's Vinomofo, BC 2014, and A Commerce. At the Water Fund, which we're still invested with, we get a rebate on that because that is our goal now, but it used to be a Blue Sky manager, and the Agriculture Investments, so the Strategic Agriculture Fund. They're the only parts of the portfolio. It's about 18% is the legacy that we expect to exit, and then water would be another 15% on top of that that we still get the rebates on. Thank you. All right, thank you, David. I'm going to check in now with Jesse. Are there any questions online? There's this one question from Eileen, just to clarify what level three investments are. I'll pass it over to the auditors because they'll have a better definition. A higher source, sort of. Personally, I'll wrap my brain so I don't confuse obviously with the terminology. If you look at any other of the LICs, they'll have different ranges of investments. They'll have a level one, a level two, and a level three. Level one investments are those where the market price is available. Obviously, it's your ASX shares as an example. Level two is when there's observable inputs, things normally like a property valuation where you get a value based on comparable sales, etc. You can actually pinpoint it to another example in the market. Level three is when there are other estimates and judgments, so it's not something that the price is freely available or comparable on the market. Hence, those are classified in that category. As your Chair has just mentioned, it requires a lot more robust undertaking in determining that valuation. Thank you, Sylvia. Okay, there are no further questions on this first matter. We come to the items of business for which a vote is required. Resolution one relates to the adoption of the remuneration report. You may submit any questions or comments you have on this resolution one now. The proxies received will come up on 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 on this one? Yes, David. Clearly, because this is a managed fund, the key remuneration and the KMP is outside of the fund. They are employed under Wilson Asset Management, so we don't get the luxury of seeing a mixed well-deserved remuneration or Dania's totally well-deserved remuneration, but that's outside here. Look, clearly the board fees are fine. You know, Geoff has always been pretty tight on fees, so the board fees are fine. I think everyone should approve it. Thanks. Thank you. No, no increases for a few years then. Yes. Agree with those observations. Jesse, any online questions on this one? Okay, no further questions then. I now put the motion that the resolution be approved as set out in the notice of meeting. If you're a shareholder or a proxy holder and eligible to vote online, could you now please complete your vote on resolution one? If I may move on to resolution two, this relates to the reelection of Geoff Wilson as Director. Geoff, would you like to make any comments on your reelection as a Director? Thank you very much. David, thanks for your interest and any questions, and for all the shareholders who are here. When the proposal for Blue Sky was announced at the stock exchange one Friday afternoon, the proposal wasn't our proposal, it was another group's proposal. They were proposing to charge a 7.5% performance fee and a 1.5% management fee. I thought that was unfair to investors. I thought there was a real opportunity here to put another proposal in and get smart people like, well, Adrian initially came to help us on the journey from the private equity space and then Dania and Nick, and to provide a group of assets that can give people exposure to pretty much what I see as the sort of, whether it's the regime of the high net worth individuals. As Dania pointed, democratizing investing in alternative assets. I've enjoyed being on the board. I've learned a lot in terms of, obviously one area is valuations, and I know the previous board members spent most of their time on valuations when it was under the Blue Sky banner. I'd like to stay on as a director. I think there's a few voting against me, David. I'm not sure. It could have been, yeah. To me, I'll leave it up to the shareholders to make the decision. Thank you. Thank you, Geoff. I have an extensive bio of Geoff, but I don't think I need to read it out because I think most people in this room and online know Geoff very well already. I should just note formally, Geoff's been a director since September 2020. You can submit any questions or comments now on this resolution. None in the room, none online. Thank you. The proxies received. Oh, sorry, David. Yeah, got to be quick. He's trying to avoid me. Look, we all love and revere Geoff. He has an illustrious career and great character and, you know, outstanding company. We give him a huge number of ticks. Of course, we vote in favor of you, Geoff. Goes without saying. However, a couple of comments and questions, if I may. I do think the annual report of this company and also some of the other ones is a little bit skewed towards some of the marketing issues. I raised that with one of your marketing women before. If we look at the Chair's letter in the annual report, Geoff, page seven, up there in big, bold type, top right-hand corner, Chair's letter. Number one point, increase in fully franked final dividend, FY 2025, +1 5.4%. In my professional opinion, that's a little bit irrelevant. It sounds good and warm and fuzzy, but in my professional opinion, the only thing that really matters to shareholders is the underlying performance of this company. In my opinion, Geoff, you've done a superb job to have some of your entities trade at a premium. In my opinion, that's going to be difficult, particularly for this company. I would suspect it will continue to trade at a discount, and I think that's realistic. I don't have a problem with that. I think it's the nature of the beast. I do think, and it's really a matter of from WAM, which is obviously guiding its satellites, that there is too much of an emphasis on some of the marketing spiel. We've talked today that the net return in the last three years to shareholders, based on performance, not on share price, on performance, is around about 4% after cost. I just think I can cut through that, Geoff. A lot of people can't, but it really stood out to me. Michael's letter is fine. Everything you've said is fine, Michael. The way the marketing team have overlaid, you know, hype figures, which in my view are pretty much irrelevant, you know, can be misleading. That's a comment, but maybe you can take that on board. Can I talk to that, David? Yeah, I think it's important to talk to it. I remember when we floated our first listed investment company a little over 27 years ago, and I went around trying to raise the money. We were trying to raise between AUD 2.5 million and AUD 20 million, and we didn't think we'd get to the AUD 20 million. Most of the people I spoke to said similar words to yourself. Look, you'll never, and these are experienced people in the finance industry. Of course, we've got to raise money wherever we could. They said listed investment companies always trade at a discount. I didn't believe that. If you look at our listed investment companies at the moment, and we're a believer, buy discounts, don't buy premiums, but WAM Capital is trading at a 14% premium. WAM Resources is trading at a 20% premium. WAM Micro is at a 10% premium. WAM Global is at a 1% and a bit premium after 18 months ago being at an 18% discount. To me, listed investment companies, the challenge for any listed investment companies, it's a product. It's like any product. What we're trying to do is put our best foot forward in terms of from a marketing perspective. The fact that 15.4%, the dividend was up 15.4%, like that's fact. In terms of the underlying performance of the portfolio, I accept that. One of the interesting things is, and I think you would have got a little bit of a hint of that from Nick, the reason why the board was confident to increase the dividend was a belief that the portfolio will deliver better returns. Obviously, in 12 months' time, you can judge us on that. We'll be back here. Yeah, and what surprised me back when we floated WAM Capital, you looked at AFIC and Argo, the biggest players in the listed investment company space. In those days, managed funds quoted their performance gross. This was before they had to quote them net. The managed funds were quoting their performance gross, and AFIC and Argo were quoting their performance net after tax. They were trying to compete with that. To me, it was just, you know, they weren't putting their best foot forward. Like the situation, unfortunately for investors at the moment, or fortunately, because you can buy AFIC and Argo at a 10% discount. We're very confident that we'll get our WMA to trade at NTA, if not at a premium. Geoff, in reality, part of the dividend this year is being paid out of capital. 100%. Whether it's capital or is it earnings that, as Dania said, I think when we took over it was AUD 107, it's earnings from previous years. The NTA is higher than where it was when we started. It's had to, is it an increase in asset value? That's been paid out of. Your NTA has gone down from AUD 1.20 to AUD 1.17. Clearly. No, no, but three years ago when we took over, it was lower than where it is now. Great. Geoff, will you sort of change the focus? You talk about the returns after all the charges because it's easy for me to make the adjustments, but a lot of people look at the gross returns you're quoting and, you know, are not taking into account the fees and taxes. The easy thing for WMA is 1%. It's quite simple to take it off. I'm not sure, you know, what we try to do is, I know on, I don't know if we've got WMA on the website, the net net fees. In the annual report, we try to, on a six-monthly basis, show people the three levels, the TSR, the pre-tax, and the after, everything as well on a six-monthly basis. Okay, that's fine. Just one other question. We've talked about valuations, and I'm not sure you're a very busy man. You're managing, what is it now, 12 LICs, is it, or thereabouts? No, I don't manage them. Well, just. No, no. All the people, yeah, I get the free ride. You have 100% ownership of the management company of about 12 LICs, is that right? Yeah, 11, yeah. 11, okay. I'm probably predicting another one rolling out. Oh, you're bringing up the I.A., very good. Do you think that the fact that you've got 11 LICs now, Geoff, is meaning it's a bit of a distraction? You mentioned three that are trading at a premium, but I think six months ago, there was probably only one trading at a premium, one or two. Do you think that's just a bit of a distraction for the group? You've got so many different funds. Not really, because they all fit into, like, we've got underneath, you know, the fund is the separate fund managers. There's a different group of shareholders that are looking for different returns. Hence, you know, why we recently created, you know, WAM Income Maximizer was, it's a different group of shareholders. Where does this fit? To me, this fits beautifully. My view was, I was surprised it's taken us so long to get it to trade at a premium to NTA. It wasn't really till Marty did the analysis that, like, normally, you know, if you can create 70% additional buying of a company, you'd be trading like WAM Research did at one stage, like at a 58% premium to NTA, which is ridiculous as a discount. To me, they're all, yeah, they're all specific. If I could add a comment, perhaps with my perspective, this company that is having its AGM today is probably characteristically quite different to the other LICs. We have a separate board with independent directors, and we have a dedicated specialist portfolio manager with the expertise relevant to this portfolio and a small team supporting Nick. In that ecosystem, when you have that plus the power of the marketing capability and the communications capability of the wider group, I think it's a sweet spot. I totally agree. The marketing of the group is outstanding, so they deserve a pay rise, Geoff. I will follow up on the next thread on resolution four. Geoff has indicated that he's confident that WAM Alternative Assets Limited will trade at a premium to NTA. I don't fully share that confidence, and the experience of the last five years indicates that's a fairly optimistic view. I again give you full credit, Geoff. It's outstanding that you're one of the few LICs managers that does have a few LICs that are trading at a premium. Thank you. Thank you, David. All right, I'm just checking in with Jesse. No other questions have arisen online. I'll put the motion for Geoff Wilson to be reelected as set out in the notice of meeting. If you're a shareholder or a proxy holder and eligible to vote online, could you now please complete your vote for resolution 2? If I may move on, resolution 3, I beg your pardon, relates to the reelection of Director Adrian Sew, who's to Geoff's immediate right. Adrian would be known to many of you. He has 29 years' experience in the financial services industry. He started his career with Goldman Sachs, European investment banking team in London, before moving to Hong Kong and Singapore as part of their mergers and acquisitions and corporate finance advisory teams. He later spent 11 years with the Carlyle Group. I won't go through his full CV, but he has an extensive and relevant CV for this role. Adrian, would you like to make some comments? Hi, everyone. My name is Adrian, and I'm very grateful to be up for re-election as a Director of WAM Alternative Assets Limited. As Michael was saying, I started my career in the finance industry about 30 years ago now. I joined Goldman as an investment banker. That was back in London, and it was a career that took me from London to Hong Kong and then to Singapore. I then joined the Carlyle Group, which is a global private equity firm in the Sydney and also Singapore offices. I think one thing good about having spent most of my career overseas working with global financial services companies was the exposure that I got, especially in terms of the alternative assets class, which we all know that the markets like the U.S. and Europe tend to lead the way in terms of product innovation. The other good part about having been in this industry for the last 30 years is I've got a chance to kind of sit through firsthand the various investment and economic cycles. I was working in Asia during the Asia financial crisis. I was working for the Americans during the dot-com boom and the bust which followed it. I was working for the Americans during the GFC. I think those experiences have really taught me the value of good corporate governance and the importance of having a robust risk management system in place. Lastly, I continue to be an active investor today. I look at new investment opportunities on a daily basis, and I hope that my insights, my knowledge about the current investment environment has really kind of helped me in terms of my board participation. With the support of the shareholders here today, I hope that I can continue to be part of this board going forward. Thank you. Thanks, Adrian. I'll just also note Adrian's been a Director since September 2020. Just got one question for Adrian from Stephen Mayne. Could Adrian detail his history with Geoff Wilson, and can he detail any times on this board when he has disagreed with Geoff in the board debate? All the time. I think disagreement is a very normal part of any kind of board discussion. I think in order to have a healthy board, you need people of different opinions and the ability to converge to one view. I think that's just a very normal part of the board process. In terms of my involvement with Geoff, I think Geoff mentioned earlier that at the time of Blue Sky, he approached me in terms of coming on board to help him to manage the portfolio going forward. I saw that as an amazing opportunity because I was at Carlyle for more than 10 years, and I've always wondered to myself why only institutional investors were given the privilege of investing in private equity. The whole concept of being able to offer the same product to retail investors, I thought that was very, very compelling. I quickly jumped on board, and that was a process I think at the time Geoff was telling me that would take three months. It ultimately took 18 months. It was long and convoluted. A lot of people went under. Yeah, Blue Sky went under. They tripped the covenants for the loan, the convertible loan that they borrowed from Oaktree. We went from having a discussion with the board to having multi-party discussions not just with Oaktree, but also with the underlying fund managers as well. At the time, Argo, Fortitude, January Capital, and so on and so forth. It was very exciting at that time. Once we won ownership of the portfolio, we decided that we needed someone with a significantly longer runway in terms of the career to manage the portfolio, and in came Dania as part of that process. Thanks. Nothing else there, Jesse. David. Look, Adrian, you've got an excellent CV. Obviously a capable director. I think everyone, or most people, would support you. However, I'm interested in your views because, as we've talked, the performance of WAM Alternative Assets has been poor since you jumped on the board. We understand some of the reasons for that. If we cut to the chase, looking at the investment portfolio, let's look at a few of them. Christ, Birch & Waite Fund, Wild Breads and Wild Breads Fund. Gee, yikes. If we look at a couple that I'm aware of, Bowen, they're a good organization, but their healthcare property fund would be underwater. Renewables, Palisades Renewable Energy Fund, AUD 10 million in there. Renewables are pretty scary at the moment. They are an absolute dartboard type proposition. Some might be okay. Some are diabolical, as David DePillo is finding out with his attempt to get a renewables fund away. It looks a reasonably scary portfolio to me. Certainly, the history is its performance has been pretty average. I'm also intrigued because I do get invited to invest in a lot of these funds. The average fund does target 15% IRR. Some of them target 20%. Some of them target 10%. On average, you know, private funds, they target 15%. What an extraordinary mismatch, Adrian, where most of the funds you're investing in, I presume, are targeting 15% IRR. Yet, we talked today over the last three years, WMA has delivered 3%. Somewhere in the 3% is after cost. Just be interested in your thoughts about what's gone wrong. What do you think you can indicate to investors who've had a pretty average run you can deliver in the next five years, bearing in mind the last five have been pretty average? Thank you. Thanks, David, for the question. I completely agree with you that the performance has been underwhelming to date. As what Nick was saying earlier, a big part of it was to do with the water exposure. I think the water, which was at one stage about 30% of the portfolio, took over. It had a very good run in the first couple of years. Unfortunately, in the last couple of years, correct me if I'm wrong here, Nick, it was pretty much flat line. We can just imagine a portfolio with 30% exposure. It was higher than that, too. Yeah, having higher than that, a third of the portfolio, pretty much flat line for the last couple of years. You really have the balance of the portfolio kind of taking up the slack. I must say that I've been very, very impressed with Dania and Nick in terms of their ability to get some of the really highly institutional fund managers to come on board to manage the balance of the portfolio. It takes a while to reposition, unfortunately. You effectively have a few months in terms of doing due diligence on the manager. You want to make sure that because these are the people that effectively you're going to be in bed with for the next five to ten years. You have to make sure that you do the right kind of due diligence process, make sure that you know the relationship as well as you can. It takes two or three years before the capital is being deployed. During that time, we have that unfortunate thing called J curve, and David, I'm sure that you're an experienced investor, you would know what that is. That is, you have to pay fees for the entire capital commitment amount while you have very little assets to generate returns. In terms of return profile for private equity, it's very much back-ended. The first few years, not just you don't have returns, you actually have negative returns because of the fee structure. Your returns pretty much come back to you in the third, fourth, fifth year. That's probably being a little bit optimistic as well. If you look at the current portfolio, you mentioned private equity. Sure, private equity is targeting 15%- 20% returns. In addition to private equity, there are quite a few different asset classes in there as well. You have private debt, which typically delivers a little bit less returns because of the nature of the asset class. You have property as well in there. You mentioned the infrastructure renewables. Strangely, I believe that's been kind of shooting the lights in terms of returns. The Bowen Healthcare has been a detractor, primarily because of the current situation with the healthcare industry, as you probably know, David, that it's going through quite a few challenges. That particular asset class has not delivered the returns that it has been targeting. Overall, I would say that the new investments are very good quality. These are the investments that I would put my own money to, to be honest. In a lot of those situations I have, actually, I'm actually an investor in quite a few of those underlying funds myself. I am optimistic that in the next three, four, five years, the returns will pick up. Thank you. Just a second follow-up question. If we look at private equity, let's say the gross returns are 20%. Sure. The problem for investors is that two and 20 fees, so you lose 2% or 20% of the returns, so you're down to 16%. You lose another 2%, so you're down to 13%. You quite correctly say in the first few years, the investor period when the funds are committed but not many assets are there, that investment period does dilute the returns as well. In my experience, the gross return at deal. Level at 20% quite often will translate to a net return to the investors of around about 10%, which is a huge diminution. That is offset partly these days by evergreen funds, where you can avoid the investment period by investing in evergreen funds. Generally, I'd just be interested in your thoughts. It's easy for private equity to send out a nice information memorandum and say, "We're going to target 20% gross IRR or 30% whatever." I view them as lobster pots. You're seduced by this lovely presentation. You go into these things. You're locked in for a minimum of 10 years, sometimes 15 years. If the performance is bad, that fund never promotes that fund. They promote the good funds. Like if KKR had bought Ramsay Healthcare at AUD 88, you can imagine what that fund would have done. It would have been a debacle. You're a highly experienced guy, Adrian. There are some very capable people involved in this company. It's challenging to get great returns, but I'm interested in your thoughts about private equity and what you would guide investors in this fund. What do you think is an appropriate target for this fund to deliver at the performance level, assuming the NTA discount is constant over the next five years? Thank you. As I said earlier, that par equity is not the entire picture for this particular fund. I can't remember the statistics right now, but I would be surprised if it's more than 25%. It's higher than that. It's in the 30%. Yeah, exactly. I would have thought it's around 25%, 27% of the fund. I'll take 27% from you. To help you, 27% from Nick? AUD 69 million out of AUD 214 million. Yeah. That's about a quarter of the fund in private equity, and that would be probably the highest expected return part of the portfolio, around 15%. As I said earlier, you have the private credit funds, which typically target high single-digit. You have the property fund. Depending on which spectrum of the property risk curve you're looking at, you're probably looking at 10%- 15% returns. The water fund, candidly, I'm no expert when it comes to the water fund, so I can't make a prediction in terms of the target returns on that front. You're probably looking at a blended, high single-digit, low teens returns for the fund overall on a long-term, kind of sustainable basis. That's probably what we're looking at. That's fine. Just to clarify, it's AUD 69 million out of AUD 214 million. Vote 68, which is about 32%. Thank you. Thank you, David. Thanks. All right. No further questions, Jesse. Put the proxy information on screen. I now put the motion that Adrian should be re-elected as set out in the notice of meeting. If you're a shareholder or a proxy holder and eligible to vote online, could you now please complete your vote for Resolution 3? If I may, I'll move on to the next resolution. We've had some fairly vanilla resolutions so far, and this is a little bit out of the ordinary. This relates to the approval to terminate the investment management agreement and liquidate the company. You may submit any questions or comments you have on Resolution 4 now. Yes, David. Thanks, Chair. In when the transfer to Wilson's was agreed in 2020, the premium target was promoted with a fair bit of fanfare as a protection that in the event that it didn't work and the entity was going to trade at a discount to a fair value, that shareholders would be given the right to liquidate the portfolio. I appreciate the company has done the right thing and is putting forward that as a resolution. A couple of points, though. It's well nigh impossible to pass a special resolution along those lines. It's reasonable and realistic to pass an ordinary resolution, but to pass a special resolution, 75% in favor, is well nigh impossible. As Geoff Wilson AO and I noted at the PMC meeting recently, the number of people who vote on these things is very small. Like even today, the voting level is only somewhere in the 20s of the total register. I think you've got a couple hundred million shares roughly, and we're getting about 50 million shares voting. To get a special resolution up is well nigh impossible. Clearly, it's going to fail. I'm just interested in a couple of things. Why was this premium target proposed in 2020 with such fanfare when, in reality, it's probably of academic only use because it's never going to be voted in favor by a special resolution? Secondly, why the directors, having promoted it with such fanfare five years ago, why are they now unanimously recommending to continue the status quo? I thank you, Chair, and directors and everyone who's contributed today. I appreciate the openness and the candor of the discussion. I think it's been a constructive discussion. A lot of the issues that have been raised today, which I think are relevant, weren't touched on. I read the entire annual report. It doesn't take me very long. I'm fairly experienced, but I read the entire report. I think a lot of the key issues weren't touched on, but I think they have been today. Thank you for the preparedness to have an open discussion. I'm just interested as to why, when the company has failed to meet the premium target by a significant margin, why directors are just unanimously recommending the status quo. I appreciate that if this company were liquidated, as we talked today about the illiquid assets, it would be well nigh impossible to redeem the assets for many years. Some of the assets, you wouldn't be able to get your money back for 10 years. Lobster pots. Go into these private equity funds, they say 10 years, quite often become 15. Same with the property funds. They say five years, and then you come to the end of five years, they say, oh, the market's no good. Let's extend it for another two or three years. Nine out of ten of them, in my experience, deliver less than the targeted return. Private debt, we've talked about briefly, is pretty problematic at the moment. There are some absolutely outrageous things happening in private debt. At a practical level, to be honest, it's practically unfeasible to liquidate this company because it would take many, many years. I'm just interested in why it was promoted with such fanfare when really it's of academic use to the company. Thank you. Thanks, David. It's a two-parter. I'm just conscious we probably ran longer than we were expecting, but we've had some very good discussion. I know Geoff's got to be somewhere, but Geoff, probably part one of the questions was why was the premium target put in place? Would you like to speak to that? Because it was actually. Just before you join, as a follow-on question that's very similar, it might be beneficial to answer both. Oh, yes, sure. From Stephen Mayne, this resolution is very unusual. Could Geoff Wilson comment on whether he has ever seen a resolution like this put to an AGM where it has effectively been caused by a promise made by the manager urging shareholders to vote against liquidation? Would he make such a promise again, or does he regret making this promise five years ago when winning the management battle? Yeah, similar question. Yeah, I don't know if there's a no there. I think it was no or yes. I can't remember. I'll do the part two of the question, which was about the. Why was it put there? I think it could have been the other manager was doing. I'm not sure if the other manager was doing it or something additional. Was it? Gotcha. Miles Stout. He wanted to put in there because they do it in the UK. Yeah. As we've said in the material, it was, I guess, an alignment of interests objective. I think on the second part, you probably answered the second part of the question yourself, David. I think the directors had to think about shareholders' interests. What if the resolution did get up? All of those points you made about the unwind and the exit out of the portfolio, it would be very challenging. It would take a long time. The directors, after a lot of discussion and consideration, formed the view that that was not going to be in shareholders' interests, you know, prospectively. We've acknowledged that the mechanism of the three separate occasions of trading in a premium did not occur. It was our obligation to put the resolution to shareholders. On balance, that is why the board formed the view to support the against. Just a final question. Sorry to hold you up, Geoff. Final question. Geoff has indicated he still has a reasonable degree of confidence he can get WMA' s to trade at a premium to NTA. I think he said at NTA or at a premium. Yes. Yes. Okay. We always admire Geoff's confidence. I personally expect it will continue to trade at a discount. I'd just be interested in you, Chair, your view in giving guidance to shareholders. Do you think that Geoff's view is right or my more cynical view is correct? It's crystal ball stuff to some extent. I think it's certainly capable of trading at NTA. While there are a lot of unsavory aspects of the Blue Sky part of the history of the company, it did trade at a premium during that period. There are conditions. Maybe they can't be reproduced going forward. We're certainly confident of narrowing the gap and getting to at least NTA is my personal view. Thank you. Thanks, David. Okay, we've had to let Geoff go. Anything else on this one? Just a general comment from Stephen Mayne. We might as well just address it now. Well done for not joining in the rushed festival of Wilson AGMs, which are usually all held on the same day. Thank you for offering shareholders a hybrid AGM to maximize shareholder participation. Will the full webcast of the AGM debate be made available on your website for the benefit of shareholders who are unable to watch it live? We will check with Boardroom on that and come back to you. Yeah. Thanks, Jesse. All right. If there are no further questions on this resolution, the proxies received are on screen. The open proxies which have been granted for the Chair will be voting against the resolution, assuming there are no more questions. I now put the motion that the company will continue with the investment management agreement in place with Wilson Asset Management. If you are a shareholder or proxy holder and eligible to vote online, could you now please complete your vote for resolution four? All right. Thank you. We've now addressed all four resolutions that were on the agenda and in the notice of meeting. If I may, I'll declare the poll closed and formally charge Boardroom to count the votes. The results of today's AGM will be released to the market, excuse me, as soon as they are determined, which will be later today. As there is no other formal business for the meeting, I declare this AGM closed. I would like to close by thanking all WAM Alternative Assets shareholders. We greatly appreciate your continued support. Just going off script, I'd also just like to thank everyone who participated in the discussion. Thank you, David, for your questions and comments. I think we've demonstrated running this company as a village. We've had some excellent contributions from portfolio managers, directors, and other members of the team. Thank you, everyone. Thank you for attending today.
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