Praemium Ltd · ASX:PPS
Praemium — Shareholder Meeting (October 2011)
49 slides from Praemium's shareholder meeting presentation, Oct 17, 2011
Slide 1: 2011 Annual General Meeting Presentation
2011 Annual General Meeting Presentation 17 October 2011 In accordance with the requirements of the Listing Rules, Praemium (ASX:PPS) is pleased to provide a copy of the presentation to be given by the Praemium’s Chairman, Mr Bruce Parncutt, and its CEO, Mr Michael Ohanessian at the Company’s Annual
Slide 2: Chairman's Address
Chairman’s Address: Praemium Ltd While Praemium made good progress in various aspects of its business during the 2010/11 year, the financial results for the year were disappointing and fell short of both the company’s and shareholders’ expectations. The loss for the year of $5.5million, while a slig
Slide 3: Chairman's Address: CEO transition and restructuring
Mr Naoumidis supported this transition believing that it was an appropriate time for a change in the leadership of the company to facilitate the next phase of the company’s development. Arthur founded Praemium in 2001 and was the company’s CEO since it was floated in 2006. Fortunately his valuable k
Slide 4: Chairman's Address: Board and outlook
including John Martin who heads the UK business, are very focused on pursuing this objective. Following the Board’s decision to appoint Michael Ohanessian I accepted the Board’s invitation to become a non-executive director and several weeks later the Board elected me as Chairman. As someone who has
Slide 5: Chairman's Address: closing
There is a lot of work to be done between now and then to achieve this and I commend to you the effort and focus Michael Ohanessian and his team are giving to this end. He has the full support of the Board and I am sure of the shareholders. Mr Bruce Parncutt, 17 October 2011
Slide 6: Praemium Group 2011 Annual General Meeting
Praemium Group 2011 Annual General Meeting 17 October 2011 Bruce Parncutt - Chairman Michael Ohanessian - CEO 1
Slide 7: Welcome & Introductions
Welcome & Introductions Praemium Directors Dr Donald Stammer Robert Edgley John Bryson Praemium Management Michael Ohanessian, CEO Paul Gutteridge, CFO & Company Secretary Auditors: Grant Thornton Brad Taylor, Partner Gerald Ratigan, Manager Lawyers: Foster Nicholson Leath Nicholson and Shannon Ryan
Slide 8: Agenda
Agenda Chairman’s Address CEO’s Report Business of the Meeting 3
Slide 9: Chairman's Address
Chairman’s Address Bruce Parncutt - Chairman 4
Slide 10: CEO's Report
CEO’s Report Michael Ohanessian - CEO 5
Slide 11: What we do
What we do Praemium Australia: delivers technology and services to our clients, enabling them to efficiently administer investor portfolios Praemium UK: owns and operates portfolio investment platforms complete with custody, legal structures and administration 6
Slide 12: Product landscape
Product landscape Core Technology Modules Clients Portfolio Administration Accountants Services (PAS) SMSF Administrators • Portfolio Admin Financial Planners Investment Register (V-Wrap) Brokers • Market Data Corporate Accounts CGT Engine • Trading Corporate Action Blackrock Processing Separately P
Slide 13: PAS – A proven technology
PAS – A proven technology V-Wrap is a comprehensive online portfolio administration service that excels in: • Corporate action processing • Sophisticated tax and investment reporting • Multi-asset class • Multicurrency • Portfolio reconstruction Diversified Client Base • 40% Accountants • 40% Financ
Slide 14: UK – Taking SMA international
UK – Taking SMA international SMARTfund – First of its kind • Tax effective Authorised Unit Trust structure • Investment management services outsourced (eg Old Broad Street Research and Barrie & Hibbert) dps– Advisor centric & value adding • Advisors maintain the direct client relationship • Advisor
Slide 15: Highlights
Highlights Australia • Revenue growth of 9% to $11.8 million • Continued to improve our core technology functionality to existing customers • MyState win significant for Powerwrap Limited and Praemium UK • Revenue growth of 51% to $1.2 million • Funds under administration (FUA) growth of 145% to £28
Slide 16: Financial summary
Financial summary RESULTS SUMMARY FY2011 FY2010 Change Change $'000 $'000 $ % Revenue 13,037 11,974 1,062 9% Expenses 18,096 16,962 1,133 7% EBITDA (5,059) (4,988) (71) -1% Net Loss before Tax (5,536) (5,724) 187 3% Cash at Reporting Date* 4,644 5,614 (970) -17% Net Assets 5,494 5,157 337 7% Operati
Slide 17: Key performance indicators
Key performance indicators TECHNOLOGY KEY PERFORMANCE FY2011 FY2010 Change OFFERING INDICATOR % PAS: AUS V-Wrap Portfolios 45,075 44,167 2% SMA: AUS FUA ($M) 574 497 15% SMA: UK FUA (£M) 283 116 145% £300 V-Wrap Portfolios UK FUA (£ million) 50,000 £250 40,000 30,000 £200 20,000 10,000 £150 0 £100 J
Slide 18: Divisional breakdown
Divisional breakdown PRAEMIUM GROUP AUS UK Group GROUP RESULTS by REGION FY11 FY11 FY11 FY11 $m $m $m $m External Revenue 11.7 1.3 13.0 Employee Expenses (7.0) (5.0) (0.5) (12.6) Operating Expenses (3.4) (1.6) (0.4) (5.5) Total Expenses (10.4) (6.7) (0.9) (18.0) EBITDA 1.3 (5.4) (0.9) (5.1) EBITDA%
Slide 19: Product breakdown
Product breakdown REVENUE by PRODUCT FY2008 FY2009 FY2010 FY2011 $m $m $m $m PAS: AUS 6.0 8.1 9.8 9.9 SMA & Wrap: AUS - - 0.8 1.2 SMA: UK 0.2 0.3 0.4 0.5 Product Revenue - 0.0 0.2 0.5 Other Income 0.1 0.1 0.6 0.8 External Revenue 6.4 8.5 11.9 12.9 15,000,000 Notes: • Portfolio Administration Service
Slide 20: Profit focus
Profit focus Potential EBIT uplift following organisational restructure • Non-recurring cost of restructure: $1.5m • Annualised savings: $2-3m Increased sales focus • Addition of field sales support personnel • Expanded sales team for UK and International businesses Realising potential • V-Wrap rema
Slide 21: Business is scalable
Business is scalable Our core software technology and daily processing engine can be leveraged across all of the company’s products The investment in our core client services, software support and operations capability is now largely complete Jersey-based strategy leverages London-based infrastructu
Slide 22: Strategic Priorities
Strategic Priorities • Complete implementation of cost reduction initiatives • Implement improved cash forecasting to ensure adequate capital resources to fund business growth • Refocus sales effort on V-wrap to maintain leadership position in Australia • Continue to build funds on platform in the U
Slide 23: Questions?
Questions? a s 2"
Slide 24: Business of the Meeting
Business of the Meeting c s a 2"
Slide 25: Consideration of Financial Statements & Reports
Consideration of Financial Statements & Reports “To receive the Financial Statements, Directors’ Report and the Independent Auditor’s Report for Praemium and its controlled entities for the year ended 30 June 2011.” Note: There is no requirement for shareholders to approve these reports. 20
Slide 26: Election of Directors
Election of Directors Resolution 1 Resolution 1.1 Election of Director - Mr Bruce Parncutt To consider and, if thought fit, to pass the following ordinary resolution: “That, Mr Bruce Parncutt, who was appointed to the Board on 8 August 2011 be elected as a Director of Praemium Limited.” 21
Slide 27: Election of Directors: proxy votes
Election of Directors Proxy Votes/Direct Votes received prior to meeting Resolution 1.1 To elect Mr Bruce Parncutt as a Director Direct Proxy Total % of votes For 85,658,817 40,481,868 126,140,685 96.7 Open - 2,753,065 2,753,065 2.1 Against 1,112,120 397,044 1,509,164 1.2 Abstain - - - - Voting repr
Slide 28: Election of Directors
Election of Directors Resolution 1 Resolution 1.2 Re-election of Director – Dr Don Stammer To consider and, if thought fit, to pass the following ordinary resolution: “To elect Dr Don Stammer, who retires by rotation and offers himself for re-election as a director of Praemium Limited.” 23
Slide 29: Election of Directors: proxy votes
Election of Directors Proxy Votes/Direct Votes received prior to meeting Resolution 1.2 To re-elect Dr Don Stammer as a Director Direct Proxy Total % of votes For 85,272,039 47,604,868 132,876,907 96.6 Open - 2,753,065 2,753,065 2.0 Against 1,509,898 412,044 1,921,942 1.4 Abstain - 22,000 22,000 - V
Slide 30: Election of Directors
Election of Directors Resolution 1 Resolution 1.3 Re-election of Director – Mr John Bryson To consider and, if thought fit, to pass the following ordinary resolution: “To elect Mr John Bryson, who retires by rotation and offers himself for re-election as a director of Praemium Limited.” 25
Slide 31: Election of Directors: proxy votes
Election of Directors Proxy Votes/Direct Votes received prior to meeting Resolution 1.3 To re-elect Mr John Bryson as a Director Direct Proxy Total % of votes For 52,373,774 39,847,739 92,221,513 69.3 Open - 2,743,065 2,743,065 2.1 Against 34,397,163 3,650,173 38,047,336 28.6 Abstain - 4,551,000 4,5
Slide 32: Adoption of Remuneration Report
Adoption of Remuneration Report Resolution 2 To consider and, if thought fit, to pass the following ordinary resolution: ”That, the Remuneration Report for the financial year ended 30 June 2011 (set out in the 2011 Annual Report) be adopted.” Note: A voting exclusion applies to this resolution for d
Slide 33: Adoption of Remuneration Report: proxy votes
Adoption of Remuneration Report Proxy Votes/Direct Votes received prior to meeting Resolution 2 To adopt the Remuneration Report for financial year ended 30 June 2011 Direct Proxy Total % of votes For 47,718,168 28,218,198 75,936,366 81.7 Against 14,533,862 2,454,644 16,988,506 18.3 Abstain - 97,000
Slide 34: Approval of Securities Issue – Private Placement
Approval of the issue of Securities – Private Placement announced 8 September 2011 Resolution 3 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purpose of ASX Listing Rule 7.1 and for all other purposes, Sharehol
Slide 35: Private Placement: proxy votes
Approval of the issue of Securities – Private Placement announced 8 September 2011 Proxy Votes/Direct Votes received prior to meeting Resolution 3 To approve the allotment and issue of 50,000,000 ordinary fully paid shares Direct Proxy Total % of votes For 63,199,452 23,196,189 86,395,641 96.9 Open
Slide 36: Approval of Securities Issue to Lion Capital Pty Ltd
Approval of the issue of Securities to Lion Capital Pty Ltd Resolution 4 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purpose of ASX Listing Rule 10.11 and for all other purposes, Shareholders approve the allo
Slide 37: Lion Capital issue: proxy votes
Approval of the issue of Securities to Lion Capital Pty Ltd Proxy Votes/Direct Votes received prior to meeting Resolution 4 To approve the allotment and issue of 5,000,000 fully paid ordinary shares at 10 cents to Lion Capital Pty Ltd Direct Proxy Total % of votes For 85,489,817 40,137,008 125,626,8
Slide 38: Ratify previous issue of Securities
Ratify previous issue of Securities Resolution 7 We will move to Resolution 7 while Mr Robert Edgley holds the Chair. To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purpose of ASX Listing Rule 7.4 and for all ot
Slide 39: Ratify previous issue: proxy votes
Ratify previous issue of Securities Proxy Votes/Direct Votes received prior to meeting Resolution 7 To ratify the allotment and issue of 31,167,019 Shares ordinary shares issued during the 2011 Financial Year Direct Proxy Total % of votes For 70,846,851 19,370,388 90,217,239 98.3 Open - 861,209 861,
Slide 40: Securities Issue to Dr Don Stammer & Meroma Pty Ltd
Approval of the issue of Securities to Dr Don Stammer & Meroma Pty Ltd Resolution 5 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purpose of ASX Listing Rule 10.11 and for all other purposes, Shareholders appro
Slide 41: Stammer & Meroma issue: proxy votes
Approval of the issue of Securities to Dr Don Stammer & Meroma Pty Ltd Proxy Votes/Direct Votes received prior to meeting Resolution 5 To approve the allotment and issue of a total of 1,250,000 fully paid ordinary shares at 10 cents to Dr Don Stammer and his associated entity Meroma Pty Ltd Direct P
Slide 42: Securities Issue to Bryson Family Superannuation Account
Approval of the issue of Securities to Bryson Family Superannuation Account Resolution 6 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purpose of ASX Listing Rule 10.11 and for all other purposes, Shareholders
Slide 43: Bryson issue: proxy votes
Approval of the issue of Securities to Bryson Family Superannuation Account Proxy Votes/Direct Votes received prior to meeting Resolution 6 To approve the allotment and issue of 500,000 fully paid ordinary shares at 10 cents to Bryson Family Superannuation Account Direct Proxy Total % of votes For 8
Slide 44: Approval of refreshed Directors & Employees Benefits Plan
Approval of refreshed Praemium Directors & Employees Benefits Plan Resolution 8 As outlined in the notice of meeting, there are 3 proposed changes to the Directors & Employee Benefits Plan: 1. To refresh the current plan for a further 3 years under ASX Listing Rule 7.2 (Exception 9), such that any i
Slide 45: Benefits Plan: proxy votes
Approval of refreshed Praemium Directors & Employees Benefits Plan Proxy Votes/Direct Votes received prior to meeting Resolution 8 To approve all securities granted under the “Praemium Directors and Employee Benefits Plan” as detailed on previous slide Direct Proxy Total % of votes For 69,493,951 17
Slide 46: Approval of amendments to the Praemium Constitution
Approval of amendments to the Praemium Constitution Resolution 9 As outlined in the notice of meeting, the resolution seeks to amend the constitution in accordance with section 136(2) of the Corporations Act with the effect of: 1. Reducing the minimum number of directors from 4 to 3 and the maximum
Slide 47: Constitution amendments: proxy votes
Approval of amendments to the Praemium Constitution Proxy Votes/Direct Votes received prior to meeting Resolution 9 To approve amendments to the Praemium Constitution as detailed in previous slide Direct Proxy Total % of votes For 66,158,434 47,455,137 113,613,571 82.7 Open - 2,802,196 2,802,196 2.0
Slide 48: Any other business?
Any other business? Cc s 2
Slide 49: End of Meeting Thankyou
End of Meeting Thankyou Cc s 2"