Welcome to this Jardine Matheson-hosted call today on simplification of Jardine parent company structure and acquisition of Jardine Strategic. For Jardine Matheson, we have Mr. John Witt, Group Managing Director; Mr. Graham Baker, Group Finance Director; and Mr. Matthew Bishop, Group Treasurer. Participants have already received web links on which you will be able to see the slide presentation for today. At this time, I would like to hand over to Mr. John Witt and Mr. Graham Baker, who will speak briefly before we open for questions. Mr. Witt, please proceed. Good morning, everyone, and many thanks for joining us at such short notice. I wanted to take this opportunity to talk to you about the planned simplification of the parent company structure of the Jardine Group, which we announced earlier this morning. I'd like to use this time to provide you with an overview of the transaction, talk about why we are carrying it out, and explain what its financial impact will be on the group. We'll then have time for you to ask any questions you may have. Starting with some background to the transaction, the proposed simplification will bring to an end the system of two parent companies with a cross-shareholding that was put into place in the 1980s to ensure the long-term stability of the group when we largely held minority shareholdings in the group companies. Since then, the group has evolved substantially, and through a series of share purchases and buybacks, Jardine Matheson's ownership of Jardine Strategic has grown to 85%, while Jardine Strategic holds nearly 60% of Jardine Matheson, almost 80% of Dairy Farm and Mandarin Oriental, and 75% of Jardine Cycle & Carriage, and over 50% of Hong Kong Land. The current structure has served us well for the last 30 years, but it has become clear that the group has outgrown it, and we believe this simplification is the natural next step in the evolution of the group. The long-term stability, which we value, can be delivered just as effectively through a conventional holding company structure. Turning now to an overview of the transaction, in order to move to a single holding company structure, there are two stages to the plan. First, Jardine Matheson is going to acquire the 15% of Jardine Strategic shares that it does not already own. The boards of the two companies have agreed that Jardine Matheson will pay Jardine Strategic shareholders a price of $33 per share in cash. This represents an attractive premium to Jardine Strategic's share price, with a 20% premium to the closing price on 5th of March, a 29% premium to the one-month VWAP, and a 40% premium to the six-month VWAP. It's also worth noting that the acquisition price is at a nearly 20% premium to the highest price at any point in the last 12 months. The board of Jardine Strategic formed a transaction committee comprising only directors who are not also directors of Jardine Matheson to consider the acquisition offer. It has also taken independent advice and believes that this is a fair and reasonable price for the shares. The proposed deal will take the form of an amalgamation under Bermuda law, which will require approval by 75% of the Jardine Strategic shareholders who vote at a special general meeting of Jardine Strategic shareholders expected to be held in early April. As you would expect, we will vote Jardine Matheson's 85% shareholding in favor of the proposal, so it is certain to be approved. The acquisition is expected to become effective four business days after the shareholder vote. Once Jardine Matheson owns 100% of Jardine Strategic, the second stage of the plan will involve the cancellation of Jardine Strategic's 59% shareholding in Jardine Matheson. There are various legal and administrative steps involved in doing this, which are intended to conclude with a shareholder resolution at next year's Jardine Matheson AGM in May 2022. In all other respects, Jardine Matheson's corporate structure and listings, including its incorporation to Bermuda, standard listing in the United Kingdom, and secondary listings in Singapore and Bermuda, will remain unchanged. Turning now to the rationale for the transaction, removing the cross-shareholding structure will allow us to simplify the legal structure, creating a single point of focus for investors, and making it more transparent and aligned with the conventional ownership model. Taking full control of Jardine Strategic's earnings and canceling its 59% shareholding in Jardine Matheson will deliver a significant increase in earnings per share, which is expected to support long-term dividend growth, which has always been a central value of the group. The transaction will also eliminate some corporate administrative costs and increase financial and operational flexibility, including increasing Jardine Matheson's flexibility to buy back its own shares. Vitally, we will continue to benefit from the long-term support of our core shareholder base, the families involved with the foundation and stewardship of the group over the last two centuries. The collective shareholdings of all family members and related interests in Jardine Matheson are expected to total some 43% following the completion of this process. As well as offering Jardine Strategic minority shareholders an attractive premium on their shares, the proposed acquisition also offers the opportunity for all minority shareholders to exit in full. There are now limited alternative opportunities for Jardine Strategic shareholders to do this, as the relatively small free float reflecting Jardine Matheson's almost 85% holding restricts the ability to realize value by selling shares through the market. This also, of course, means that there is no headroom for further buybacks of Jardine Strategic shares. In conclusion, I'm delighted that we are taking forward this simplification of our group structure, which is a significant milestone in the group's evolution. We believe that the transaction will underpin the stability and success of the group for many years to come. I'll now hand over to our Group Finance Director, Graham Baker, who will explain the financial effects of the transaction. Thanks, John. Good morning, everyone. Thanks again for joining. This slide summarizes the financial effects of the transaction. Before going through these, let me just comment on the short update we have provided this morning on our full year 2020 results. As noted in the update, the results remain unaudited at this stage, and we will not be discussing them in any detail today. That will need to wait until Thursday's full announcement and our results call, which we will be holding as usual on Friday. Jardine Matheson's and Jardine Strategic's 2020 results are expected to be in line with market expectations, with full year underlying net profit of $108,500,000 and $109,400,000, respectively. For the purposes of the pro forma calculations on the slide, that equates to underlying earnings per share before the transaction for Jardine Matheson of $2.95. The balance sheet and liquidity remain strong, as you can see on the slide. The outlook for 2021 is uncertain, given the continuing impact of the pandemic. The group's performance in the first part of the year is expected to be affected in particular by the continuing headwinds faced by our businesses in Southeast Asia and the ongoing low levels of Chinese mainland and other visitors to Hong Kong. While the full year impact on the group's performance is unclear, we remain confident of our long-term strategy, which is rooted in the growth markets of Asia. Now, let's turn back to the transaction. The terms value the Jardine Strategic shares not already owned by Jardine Matheson at $5.5 billion. The company intends to finance the acquisition of those shares through a combination of new debt funding and existing cash resources and lines of credit. The table on the bottom left of the slide shows that, on a pro forma basis, the additional debt will take our total consolidated net borrowings immediately after the completion of the transaction to $9.2 billion, and our consolidated gearing will increase from 6% at the end of 2020 to 16% immediately after the completion of the transaction. Our prudent funding approach is shaped by our capital allocation framework and our commitment to strong investment-grade credit metrics. For the time being, we expect greater emphasis on continued organic investment, the payment of a stable and growing dividend, and some reduction in gearing at the parent company level. Beyond that, we will, of course, continue to be able to deploy surplus capital generated by the businesses where suitable opportunities arise, making inorganic investments in new businesses to drive overall growth and deepening investment in the existing group companies, including share buybacks. We've almost completed our planned $500 million share buyback program in Jardine Matheson, and while buybacks will remain an important part of our capital allocation framework and source of value for shareholders, an extension of the program is not on our near-term agenda. Looking now at the impact on earnings, taking full control of Jardine Strategic will lead to a significant increase in earnings per share from two effects. Firstly, Jardine Matheson will see an uplift in its underlying earnings as a result of the additional earnings it will recognize from acquiring the remaining 15% of Jardine Strategic it doesn't already own. Secondly, eliminating the minority interest in the cross-shareholding will lead to a lower number of shares for calculating EPS. Both of these effects will be effective immediately after the transaction closes, which is expected to be during April 2021, and as such, will benefit approximately eight months of the 2021 full year result. The table on the right-hand side of the slide shows the illustrative impacts on Jardine Matheson's earnings per share had the transaction happened at the beginning of 2020. Underlying EPS would have been approximately 30% higher at $3.84. Clearly, this step-up in EPS will enhance Jardine Matheson's ability to maintain long-term dividend growth, which has always, as John noted, been a central value of the group. Enhanced earnings per share will improve dividend cover while also allowing for some uplift in dividends. Given short-term uncertainties in our outlook, the board will assess the appropriate level of dividend at the time of the 2021 final results. The cancellation of Jardine Strategic's 59% shareholding in Jardine Matheson will lead to Jardine Matheson's issued share capital decreasing by some 427 million shares from 720 million to 293 million shares. This lower number of shares should also be used for calculating future EPS. With that, I'll close and invite questions operator that anyone may have. Thank you. Thank you. If you would like to ask a question, please signal by pressing star one on your telephone keypad. If you are using a speakerphone, please make sure your mute function is turned off to allow your signal to reach our equipment. Again, press star one to ask a question. We'll pause for just a moment to allow everyone an opportunity to signal for questions. Once again, as a reminder, that is star one on your touch-tone telephone if you do have a question. We do have a question from Jane Ventericus, Macquarie Research. Hi, good morning. Thank you very much for the presentation, John and Graham. Just a follow-up question just on the group Hi, good morning. Thank you very much for the presentation, John and Graham. Just a follow-up question just on the group Hi, good morning. Thank you very much for the presentation, John and Graham. Just a follow-up question just on the group structure post. There'll obviously still be a few listed companies, obviously Dairy Farm, Hong Kong Land, JCNC. Just as a big picture, do you see any further scope for further streamlining the group structure, or would you be happy once this transaction is closed? I think thanks for the question. We very much remain committed to a group structure built around the listed companies. Clearly, given the scale and significance of this transaction, it's fair to say that we're focused on the portfolio of Jardine Strategic on this 15%. We see good long-term value, very much this being a continuous evolution of us increasing our investments in the group companies. In this case, it has the significant benefit of allowing us to simplify the group structure. Okay. Maybe just one further question, if I can. You mentioned during the presentation that there were potentially inorganic opportunities that you were looking at. Can you sort of highlight in which industries or which sort of markets you think that those opportunities are likely to present, and if there's any sort of immediacy to the opportunities? I would say again that our capital allocation policy is very much focused on ensuring that our businesses have the right level of organic ongoing CapEx and OpEx for that matter. We look to ensure the stable and growing dividends. Thereafter, on an ongoing basis, we look at either, again, sort of increasing our investments in the group companies or inorganic CapEx. There is no plan today to announce any significant inorganic CapEx. I think it is safe to say, but again, it is part of our ongoing approach to capital allocation in the group. Thank you very much for taking my questions. As a reminder, if you do have a question, that is star one on your touch-tone telephone. We will go next to George Choi, Citigroup. Thank you very much, guys, for the presentation. I have a quick question. Historically, the Jardine Group has been, when you guys do acquisitions, they've been either getting the subsidiaries to fund the acquisitions by themselves or, in case of some direct investments by the Jardine Matheson or Jardine Strategic level, you would just fund them using your internal resources. After this transaction that you just described this morning, would you guys be open to the option of raising equity at the Jardine Matheson level? Thank you. Thanks, George. If I understand correctly, I may be to make a couple of points in response to the question. First, really, how we look at funding across the group and within individual group entities remains the same. We look for each of our listed businesses to very much fund their own activities on an ongoing basis, and we ensure that their balance sheet allows them to both take advantage of the needs of their own business as well as being open for new opportunities outside that. This transaction, very much at the heart of the group within Jardine Matheson, we see the transaction is well within the debt capacity of the group. It is sort of business as usual as we go forward. There have been really no fundamental changes in the philosophy of how we fund and think about our balance sheets. George, just a couple of points from me, if I may. Please. Obviously, we're currently at a point in the cycle where borrowing is at attractive rates, and as we go through the turning out the facility, we intend to take advantage of that. I don't, therefore, see that there's any need, as John highlighted, for any kind of equity raised by Jardine Matheson. The group is strongly cash generative from an organic perspective, and we are very comfortably within our metrics, both in the short, mid, and long term, with this additional debt. Thank you. I guess I can summarize that by saying that the Jardine Group will remain conservative. At the very beginning, any acquisition opportunities at the subsidiary levels, the preferred way for funding would be to get the subsidiaries to fund them by themselves. If that's too big for the subsidiaries to swallow, you guys will still be open to helping out. If that means additional equity fundraising at the Jardine Matheson level, that will be perhaps a last resource, so to speak, right? I would say the first part of the summary is absolutely right. The individual group companies will continue to pursue their long-term strategies and fund themselves accordingly. I think at a Jardine Matheson level, again, we see this transaction well within the debt capacity of the group, but also allows us flexibility to continue to support individual group companies should they require it. Thank you very much for that, that's very clear. Thank you. Thanks, George. As a final reminder, that is star one on your touch-tone telephone to ask a question. We will go to Jonathan Galligan, CLSA. Yeah, thank you guys for the call. Just a quick one from me. Can you comment a little bit about timing, i.e., why are we doing this transaction now? There's certainly been some time over the past 12 months where the Jardine Strategic share price is a little bit lower, but just kind of curious as to the timing. Thanks, Jonathan. I suppose, as we've said in our previous discussions, we continue to look for opportunities across the group and have continued to do so over the past 12 months. I suppose why now, in many ways, sort of I can't say why Monday rather than Wednesday rather than Friday. I think more generally, with Jardine Strategic, we had, as you know, come to the end of the road in terms of the availability of buybacks. We were at the end of the free float. I think also the group is in a very strong financial position to look at this opportunity. We had sold, of course, our stake in JLT, which realized very significant cash proceeds, which gave great strength to an already very strong balance sheet. The debt capital markets, very specifically, as Graham referred to earlier, are, as you know, very supportive, very liquid, and the cost of debt makes this an attractive time to take on this transaction. Perfect. Thank you. We'll go next to Sean Tan, Credit Suisse. Hey, hi. Thanks for taking my question. Just a quick one from me. I understand that post-transaction net gearing is expected to grow 16%. How should we think about net gearing for Jardine's group going forward? As John highlighted. [Crosstalk] Thank you. As John highlighted, Jardine Matheson has always been and will continue to be a conservatively financed group. In the near term, we expect to pay down debt from our strong organic cash flow generation. Over time, I would expect the gearing to reduce again to nearer our historic levels. Okay. Thank you. There are no additional questions in the queue at this time. As there are no further questions, I'll turn back over to the speakers for any additional or closing remarks. No. I think there is nothing else from our side, Melinda, other than to, again, extend our thanks for everyone on the call for joining at such short notice. If there are any additional questions over the next few hours or next couple of days, clearly just send through an email to either Graham or Matthew directly. We will look forward to giving you a much fuller presentation in respect of the results for 2020 and our thoughts going forward, 2021 and beyond, a bit later this week on Thursday. Thank you very much. This concludes today's call. Thank you for your participation. You may now disconnect.