Annual general meeting of Keywords Studios Plc. All attendees are in listen only mode. At the end of the AGM, there will be the opportunity to ask questions. There's a PDF of the slides relating to this AGM on the right-hand side of your screen. This webinar is being recorded. I now hand over to Ross Graham, Chairman of the Keywords Board, who will act as the Chairman of this AGM. Right. Thank you, Tamsin. As everyone's now joined the platform, I'm pleased to be able to open the 2021 AGM of Keywords Studios Plc. Obviously, the format of the meeting is a little different to our usual AGMs, and we're glad you've been able to join us. This is as open as we can get in these COVID days. For this morning's AGM, I have David Reeves, Chair of the Remuneration Committee, in the room with me. Also joining remotely are Jon Hauck, CFO, and Sonia Sedler, COO. Both Jon and Sonia have, of course, been acting as joint interim CEOs, since Andrew Day became ill. The session will begin with a presentation by Jon and Sonia, providing an update on the company's performance and activities. A copy of the presentation will be available to download from the company's website shortly after this AGM. We'll then move directly on to conducting the formal business of the AGM. Following that, the directors will be available for a Q&A session, taking questions from the audience, as they may be put. Shareholders were given the opportunity of submitting questions in advance of the AGM by email, but no questions actually have come through by that route. Questions can be submitted to our team at any time during the meeting using the Q&A function of the video conference facility. Without more ado, I'll hand it over to Jon and Sonia, to explain where we are and how we got there. Thanks, Ross, good morning, everyone. Turning to today's presentation, I will start by providing a summary of the highlights of our performance in 2020 and an update on our responsible business agenda. I'm then going to hand over to Sonia, who'll provide an overview of our strategic progress and the outlook for this year. Turning to the executive summary, we're really pleased to have delivered a strong set of results in 2020 that saw robust revenue growth despite the clear constraints of the global pandemic. This has been driven by continued strong demand for our services and the resilience of our business model, which enabled us to act with agility to respond to pretty dramatic changes to the way that we work. We still have over 7,000 of our people working from home, we've continued to deliver excellent service that our clients have come to expect. Sonia and I would like to thank everyone at Keywords for their continued hard work throughout 2020 and into this year. The group's strong response to the challenges created by the pandemic enabled us to continue to increase our profitability and cash generation during the year, further strengthening our strong balance sheet and liquidity. In May 2020, we successfully completed a EUR 110 million placing that was well supported by shareholders. We're pleased to have been able to continue the highly successful M&A program that has always been an integral part of our strategy, adding breadth and depth to the group services, particularly in Game Development and Marketing Services. We've made nine acquisitions since the placing, including the acquisition of Tantalus in March, which marks our first entrance into the Australia market, and the more recent acquisition of Climax in the U.K. We started this year strongly, and it's clear to us that the demand outlook remains strong for 2021 and beyond, as video game developers and publishers are putting more focus on content creation this year, aided by the next generation of consoles that came to the market towards the end of last year. I'll come onto this in a bit more detail in a minute, but we've recognized the increased importance of ESG, and I'm really pleased with the progress that we've made on our responsible business agenda and the role that our business plays in our communities and the environment. Looking ahead, we're in really good shape to continue to cement our position as a go-to provider of technical and creative services through both organic and acquisitive growth. If you can turn to the next chart, please. Coming on to the financial highlights of 2020. We're really pleased to have delivered a strong performance despite the COVID-19 constraints in the year. We saw a 14.4% increase in revenues to EUR 373.5 million. On an organic basis, revenues increased by 11.7%, which reflected a much stronger second half following the particular disruption seen in the early onset of the pandemic in the first half of 2020. Pleasingly, full-year adjusted EBITDA was up 28.8% to EUR 74.2 million, reflecting a 2.3 percentage points increase in our EBITDA margin. Next slide, please. Finally, before I hand over to Sonia, a few comments on our responsible business agenda. We've always taken conducting our business responsibly very seriously, but we have recognized the increased focus on the ESG agenda more broadly. We aim to operate our business with the highest levels of honesty, integrity and ethical conduct throughout all that we do, including the role that our business plays in many communities it's involved in around the world, and the impact it has on the environment. Over the last year, I think we've made some really good progress on our six priority areas of people, diversity, customer centricity and innovation. Communities and the environment, of course, all underpinned by good, strong governance. During the year, we established the Global Diversity and Inclusion Council, as well as introducing unconscious bias training for individuals in hiring roles across the group. We also enhanced and relaunched our code of conduct, which is now available in 12 languages and is published on our website. We've also introduced the Keywords Cares scheme, which aims to encourage local community outreach efforts by matching the funds raised by our teams around the globe. Closer to home, we set up a $500,000 hardship fund that's available to any of our people who have been particularly affected by the pandemic. For the first time as a business, we've quantified our global greenhouse gas emissions, focusing on Scope 1 and Scope 2 emissions, which gives us a starting point from which we can start to set targets and measure our success going forward. There's still lots and lots to be done. As I said, we're committed to continuing to drive improvement across all of our priority areas. To help drive our performance, we've established a responsible business committee of the board to monitor and report on our progress going forward. With that, I'll hand over to Sonia. Thank you, Jon. Good morning, everyone. Good to meet you virtually. I'm delighted to be giving you an update on the strategic progress and our business outlook. Just a reminder of the vision that the business rotates to. Our vision is to become a go-to provider for technical and creative services to the global video games industry. We now have about 9,000, or over 9,000 actually, our talented people supporting our clients in over 50 languages, networked across more than 65 studios in 22 countries over five different continents. I think that's testament to our clear vision, our powerful growth strategy and our talent, as well as our ability to execute effectively. Our global platform is networked across seven service lines. That's Marketing Services, Game Development, Art Services, Localization and Audio, FQA, LQA, Player Support, and Media & Entertainment. What we do is we provide a unique customer experience to over 950 clients across the globe, and that's including 23 of the top 25 games companies by revenue and 10 of the top 10 mobile games publishers from our global footprint. It's from our global footprint that we're able to leverage our scale and seamlessly move between global and local, embedding responsible business by design in everything that we do. Next slide, please. We're really proud that fiscal 2020, our people continued to deliver on our commitments to our shareholders. Our track record of outperforming the market is borne by a combination of our powerful organic growth strategy and our aggressive acquisitive strategy. In 2020, 120 customers bought three or more services, and that's an increase from 108 to 120. We're continuing to execute on our targeted acquisition strategy that's led to increased scale in a fragmented market across multiple geographies. This year, we're really proud to announce the acquisition of Tantalus Media, establishing our presence in Australia. Since IPO in 2013, we've made 53 successful acquisitions to further enhance our differentiation and competitiveness. Our acquisitions are enabled by our global integration team and the access to cross-sell opportunities that are presented by the global Keywords Studios brand. Moving forward, we'll be adding to our increasing digital capability through the acquisition strategy. Slide eight, please. I'm just going to talk a little bit about the market and the market growth drivers. It's been a period of jackpot growth for gaming, with an expected compound annual growth rate of over 9% by 2023. Demand for video games accelerated during the pandemic, as we all know, and you can see from the slides, International Data Corporation, IDC, estimated that global revenues increased by as much as 20% in 2020. That's nearly EUR 180 billion. This growth was attributed to a number of factors, including an influx of new gamers entering the market, as well as increased play from existing gamers. Pandemic-related constraints did cause a reduction in content and supply for our next generation consoles. I can tell you, I was really disappointed by that supply. My children were affected immediately. However, what we're now starting to see is that our clients are rebounding by creating new content and searching for new ways to engage in their expanded player base. We're starting to see that the industry is becoming far more active. It's boosted by further shifts towards an always-on service, essentially extending the lifespan of a game to create a wellspring of new opportunities and demand. As the industry emerges to the new normal, we're seeing the requirement of objectives-based engagements that align with client agendas, and that's also increased. Our clients are engaging in an increasingly accountable way to meet their increased demands. Slide nine, please. The Keywords growth drivers. Our growth strategy begins with a focus on what our clients need, and our ability to service the new always-on model, substantial opportunities for cross-selling through our service lines, and our ability to understand and adapt to the shifting market constitutes a significant part of our organic growth sales strategy. By focusing on our client needs, we'll continue to deepen our trusted relationships whilst we co-create and provide solutions and services with which to help our customers achieve meaningful experience for the gaming and the Media & Entertainment community. While we serve our clients locally within our service lines, it's our global sales team that execute on our organic growth strategy. By collaborating across our service lines, orchestrating cross-sell opportunities, and leveraging our service innovations and delivery capabilities, we gain our competitive advantage. We help our clients deliver on their business objectives. Where possible, we've established offices really close to our client base, because proximity to our clients remains important, even in this virtual world. As well as consistent growth, the business has successfully maintained diversification of revenues and clients, with no individual customer representing more than 10% of our revenue. Consciously balancing the business across clients, service lines, and territories, we've established an increasingly predictable and recurring revenue base, as well as consistently strong EBITDA performance. Finally, a critical factor in our ambitious growth strategy is our ability to deploy our significant service expertise and infrastructure to help unlock the potential for revenue growth with the businesses that we acquire. Keywords Studios provides a people-focused, globally integrated ecosystem that enables these new acquisitions to thrive. Slide 10, please. Looking ahead. We're entering 2021 with an even more durable foundation for our exciting future. It's an exciting time to be part of the gaming and Media & Entertainment industry. We believe that an evolutionary technology demands a revolutionary approach. Holistic, innovative, and global in reach. It's our reputation for quality and expertise, our scale, our global footprint, together with our comprehensive range of services that presents potential competition with substantial barriers to entry and helps us protect our unrivaled position. Our strong performance reflects continued growth ahead of the market. We plan to maintain our focus on our growth initiatives to deliver shareholder value. Our strategic priority areas that Jon mentioned includes an unwavering commitment to our responsible business agenda. Our people are the most important source of our competitive strength. We will continue to invest in their skills through training and fulfilling their career aspirations. As we look forward, we expect to capitalize on our strong positioning and achieve double-digit growth in revenue and maintain the strength of our EBITDA position to allow continued investment in our people, our business, and drive shareholder value. Keywords Studios will take full advantage of the clear market opportunities presented. We plan to continue developing and disseminating creative business solutions to help our customers address the new realities of the market growth drivers that I mentioned earlier. We expect to face the future with confidence. That's it from me. Over to the Chairman. Thank you so much. All right. Thank you, Jon and Sonia. Ladies and gentlemen, good morning, and thank you for joining us again today. As you know, today's meeting was called by a notice of AGM, dated 14th of April 2021. That notice explained the various resolutions which are proposed, and today's meeting has been called to consider, and if thought fit, pass those resolutions. For this meeting, in line with good governance practice, all resolutions have come through by proxy, and I'll explain how I'll make known the results of those results as I go through the resolutions. As the terms of the resolutions are set out in full in the notice, I will take those as read. I will now propose the resolutions for the meeting, and then we'll go back to questions. We've received a large number of proxy votes from shareholders, as you'll hear. As I said, the results will be made clear as we go through each of the resolutions. I now propose the 13 resolutions, which was sent out. As I said, I will read out the results of the proxies that I have already and the percentage in favor. For the avoidance of doubt, everything has received a resounding vote in favor. The 13 resolutions are as follows, 13 ordinary resolutions, and there is one special resolution. We'll go through the ordinary resolutions first. The first two resolutions are to receive the audited financial statements and the reports of the directors and auditors for the year ended the 31st of December 2020, and to receive the remuneration report from the company for the year ended 31st of December 2020. Resolution 1 had over EUR 56 million in favor, and that was just under 100%. Resolution two had EUR 55 million in favor and 98% in favor. The next resolutions, three to nine, are to re-elect the directors, basically see who's the most popular. Number 3 is Andrew Day, who received EUR 54 million in favor, which is about 94%. Resolution 4 was to re-elect Georges Fornay as a Director. He received EUR 55 million votes in favor, which was 97%. Resolution 5 was to re-elect Charlotta Ginman as a Director, and she received EUR 51 million in favor, which was around 89%. The sixth resolution was for me to be re-elected as a Director, and I received almost exactly the same as Charlotta in favor, EUR 50 million, which actually worked out at 96%. Resolution 7 was Giorgio Guastalla, the Founder. He received EUR 54 million in favor, which was 95%. Resolution 8 was David Reeves, who received EUR 54 million in favor, which was 95%. Lastly, Jon Hauck, number nine, who received EUR 54 million in favor, which was 95%. Resolution 10 is Sonia Sedler. Sonia, of course, joined after last AGM, so she has to be elected rather than re-elected. On Resolution 10, Sonia received EUR 54 million votes in favor, which was 95%. Right. Resolution 11 seeks to reappoint BDO as the company's auditor, while Resolution 12 seeks to authorize the directors to, it says here, fix the auditor's remuneration. I prefer the word establish the auditor's remuneration for the following year. Resolution 11 received EUR 57 million in favor, which is just under 100%, and likewise, Resolution 12 was EUR 57 million in favor, again, just under 100%. Resolution 13 is the final ordinary resolution, which seeks to authorize the directors to allot shares up to the limit set out on the notice of the meeting. This received EUR 53 million in favor, which is 94%. Finally, resolution 14, which is a special resolution, this seeks authority to disapply preemption rights up to the specific limits as set out in the notice. Resolution 14 received EUR 49 million in favor, which is 87%. Now, all those results will actually be put up on the screen so that any shareholder who wants to see them, make sure I read them out correctly. You will now see them. There they are on your screen. With that, I'll hand back to Tamsin to assist us with the Q&A session. This is one of the few times that the board is available for questioning by shareholders, and we're very happy to take any questions you may throw at us. Tamsin, over to you. Thank you, Ross. To ask your question verbally, raise your hand using the hand icon at the side of the control panel or at the top on a mobile or device, or type your question into the box on the right-hand side at the bottom of the control panel or at the top on a mobile or device. We have a verbal question from Mark Bentley. Mark, would you like to unmute yourself? Go ahead. Thanks, Tamsin. Thanks very much, Ross, Jon, and Sonia. I have four questions, if I may. First, and most importantly, I do hope that Andrew is recovering and please pass my best wishes on to him. Is there any indication of when he may be able to return? Thank you, Mark. Nice to hear and see you again. Well, I can't see you actually, nice to hear you again. Andrew, he is making good progress. Without putting too much of a spin on it, he was worn out. He was suffering from exhaustion. He's now making good progress. We are respecting his privacy at the moment, as and when there is more news, I'll let you know. Certainly, I will let the market know. Thank you. The other questions are more business-oriented. Concerning the acquisition strategy, are there any particular service lines or geographies that you're particularly looking to boost? I'll answer it in part, but I'll then pass across to Jon and Sonia, she wants to add any flavor. The answer is, in terms of geography, I think we are underrepresented in the Far East. It'd be quite nice to have better representation, particularly in Game Development, but also in Marketing Services and other areas in the Far East, particularly Korea and Japan. As regards service lines, we've made very good progress in the Marketing Services line, and I think we'll be expanding that. We see that as being quite an important area to provide a sort of holistic offering to our clients. We are speaking with our clients quite regularly now to find out what it is that they would like us to be concentrating on. Game Development is quite clearly, not only is it a reasonably good margin business, it's where the resources are scarcest, and where we believe that we can add quite a lot of value to what we're currently doing. Jon, do you want to add anything to what I've said? Well, not a great deal. We've used M&A to help us build out our service lines so that we get to a level of scale. We use this sort of phrase go-to provider. We want to be the obvious supplier for that particular service. You'll see as we've gone through the years, we focused on different service lines. Most recently, we've been focusing on Game Development, which is, by far and away, the largest area of spend for our clients. We've only really been looking at that business for the last three years, and it's already our largest service line. I think you'll expect us to see more focus on the M&A in that area. As Ross has said, we think there's an opportunity to provide the first game-specific global Marketing capability. Again, we've been focusing on that area for the last two years, and we expect to continue to use M&A to build out both the geographic reach of that business, but also the expertise across the different marketing activities. The only thing I'll probably add to that is we are also interested in exploring the broader Media & Entertainment space. It's an area that we said has obvious synergies with the video games industry. Actually, we can see a fair amount of convergence happening at the moment. We'll also look at some targeted opportunities today in that space to build out our capability. Okay. Do you want to add anything, Sonia? Thank you. I'll just say that whilst you will have seen a lot of our acquisitions continuing to support our scale, now what we're looking at is augmenting our capabilities. I think you may see some really interesting acquisitions in the future across all of our service lines, which could be far more technology-driven. Thanks very much. Good question, if I may say, because it's exactly right at the front of our thoughts. Let's have a third question, please. Now that the business is approaching a market capitalization of GBP 2 billion, which is fantastic to see from shareholders' points of view, has the board given any thought to a move to the main market or a dual listing on Nasdaq? Well, thank you for that. Yes, we do consider this from time to time. Yes, we are quite large for an AIM company, but we also do a great deal of time. Some of them is enjoying the tax advantages that AIM company has. So while sleeping still raise monies especially on AIM. Probably the shareholder or I should say some of the shareholders are already putting transferring holdings into slightly higher, highest companies. At least in their reason, may bust their reason to move which rather be the same for standards as the full market. I think I'm very disappointed to shareholders actually by moving it present time. If it becomes the case and it isn't the moment. Well if we want to raise money. If the existing shareholder base marks struggle. Then that will be the time to re-list in my view. But again probably our main market probably Nasdaq. But I'm not making any certain judgements at this state. T hanks, Ross. That makes sense. The final question is one relating to the remuneration committee. Is there any shareholding requirement for executives? I didn't notice it in the report. If not, is that something that perhaps you should consider? Yes. I think I'm right in saying that there's a shareholding requirement that they have to build up to two times their salary at the present time. Okay. Thank you. They can do that. They don't have to buy that in the market. They can do that by exercising LTIPs and things as they come along. We're not actually asking people not only to put their entire remuneration income on the line, and at the same time shell out money to buy shares, they just have to build up their shareholding. Clearly with Andrew, that wasn't much of a problem. Jon and Sonia will slowly be building up their shareholding over time. That makes sense, and that's fine. Thanks very much, everyone. Okay. No other questions from you then, Mark. Many thanks for that. Are there any other questions from any other person? No, Ross, there are no other questions. Thank you. Well, thank you, and a doubly thank you, Mark, for raising the questions that I'm sure others would have wanted to raise as well. This is, as I said, the only time people have a chance to see us. Hopefully, we'll be back to normal this time next year, so we can actually see people in person. Even next year, we're going to have this sort of facility open because a shareholder in the Hebrides probably won't want to travel to London just to have a glass of wine with us. We will, in future, always have this facility as well as the physical facility. I think it's actually right to do so. Thank you very much indeed, everyone, for attending. Without more ado, I think we can just say cheerio. Look forward to seeing you next year, and we hope that we will not have to invite shareholders in the next few 12 months. I should, by the way, say one final thing. Jon and Victor have said well done to all the team Williams around the group. I'd like to pay tribute to both Jon and Sonia for stepping into the breach. They have done a hell of a good job in difficult times. No one ever expects a CEO suddenly not to be there, particularly one with such a high profile as Andrew. I think it's fair to say that the results since Sonia and Jon have taken over have shown that Andrew has built a very good team underneath him, such that the man at the helm can go away for a few months and not really be noticed, in all honesty. The M&A activities have continued. The performance of the operations has done well. Sonia has been reorganizing and making more efficient a number of the service lines and the integration of the whole business. I'd like actually to place on record my thanks to them for stepping into the breach when needed. Without more ado, I now declare the AGM closed. Thank you for attending. I look forward to seeing you all next year. Cheerio. Bye
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