Brambles Limited · ASX:BXB
Brambles — Shareholder Meeting (November 2010)
55 slides from Brambles's shareholder meeting presentation, Nov 18, 2010
Slide 1: Brambles 2010 AGM cover letter to ASX
Brambles Limited ABN 89 118 896 021 Level 40 Gateway 1 Macquarie Place Sydney NSW 2000 Australia GPO Box 4173 Sydney NSW 2001 Tel +61 2 9256 5222 Fax +61 2 9256 5299 www.brambles.com For personal use only 18 November 2010 The Manager-Listings Australian Securities Exchange Limited Exchange Centre 20
Slide 2: Chairman's address: 2010 performance
Annual General Meeting 2010 18 November 2010 Brambles Limited 2010 Annual General Meeting Addresses delivered by Chairman Graham Kraehe AO and Chief Executive Officer Tom Gorman For personal use only [Graham Kraehe AO] Good afternoon, ladies and gentlemen. Let me start by making some comments on Bra
Slide 3: Dividend, cash flow and IFCO acquisition
Annual General Meeting 2010 18 November 2010 The Board declared a final dividend of 12.5 Australian cents, bringing the total dividend for 2010 to 25 Australian cents. Cash flow was strong, reflecting tight financial discipline and a reduction in capital expenditure. Cash flow from continuing oper
Slide 4: IFCO funding and growth strategies
Annual General Meeting 2010 18 November 2010 Continuing Brambles’ expansion into emerging economies, given IFCO’s strength in emerging Europe and Latin America. Tom will address the proposed IFCO acquisition in more detail shortly. The Board is confident the transaction is a great fit with our str
Slide 5: Safety, sustainability and dividend questions
Annual General Meeting 2010 18 November 2010 Brambles’ safety performance continues to improve and it was encouraging to report a significant reduction in injuries in the 2010 financial year. The Board continues to work with management to achieve our goal of Zero Harm. Sustainability continues to re
Slide 6: Trading update and FY2011 outlook
Annual General Meeting 2010 18 November 2010 I will now discuss the trading update we issued on Monday of this week and comment on the group’s outlook for the 2011 financial year. Brambles is performing solidly as a result of the strong foundation provided by its primary businesses, CHEP and Recall.
Slide 7: CEO address: progress and IFCO rationale
Annual General Meeting 2010 18 November 2010 [Tom Gorman] Thank you Graham Ladies and gentlemen, it’s a pleasure to be here again addressing you as CEO of Brambles. For personal use only When I spoke to you last year, two-and-a-half weeks after my appointment as CEO, I made a few comments about my p
Slide 8: Delivering on commitments: Better Everyday
Annual General Meeting 2010 18 November 2010 When making major strategic steps of this kind, it is essential that shareholders, customers and employees can rely on us to set clear targets and deliver against those targets. We have to do what we say we are going to do. For personal use only I’ll give
Slide 9: Safety strategy and innovation
Annual General Meeting 2010 18 November 2010 a new three-year safety strategy. This includes having the heads of safety in each region report directly to the regional leader and the introduction of a standardised and comprehensive safety scorecard for the entire group. We said we would foster our cu
Slide 10: CHEP EMEA and Americas customer wins
Annual General Meeting 2010 18 November 2010 In CHEP EMEA, in addition to the emerging economy growth I have mentioned, we continue to secure new and expanded contracts with major customers and to add new customers in new segments in more developed markets. I’m pleased to announce that, in the UK, w
Slide 11: Emerging economies and automotive growth
Annual General Meeting 2010 18 November 2010 There is no question that the expansion of our presence in emerging economies will also continue to provide top-line growth for our business for many years to come. IFCO’s strong presence in regions such as Central & Eastern Europe and Latin America can b
Slide 12: CEO closing remarks
Annual General Meeting 2010 18 November 2010 This is a great company, with a proud history, a bright future and numerous growth opportunities. I’m excited to be able to lead the business at this stage in its development, and I thank you for the opportunity to speak with you today and for your contin
Slide 13: Graham Kraehe AO, Chairman
For personal use only 2010 Annual General Meeting Sydney, 18 November 2010 Annual General Meeting Graham Kraehe AO Chairman 1
Slide 14: Past months in review; solid financial result
Past 12 months in review For personal use only New leadership team, solid foundation for growth Subdued underlying economic conditions: USA and Western Europe Solid Brambles performance: • New customer wins • Better Everyday progress • US$750 million public bond issue 3 Solid financial result
Slide 15: Growth strategy; IFCO transaction
Growth strategy For personal use only Emphasis on profitable growth Expand reach by product, geography and customer Build on core strengths • Pooling expertise • Information management expertise • Global footprint • Local networks • Customer franchises Strong management and financial positio
Slide 16: IFCO transaction (continued); other strategy focus areas
IFCO transaction (continued) For personal use only Combined business would have sales revenue of ~US$5 billion, operations in 49 countries Specifically addresses key strategy areas • Expanding global pooling presence in reusable plastic containers (RPCs) • Expanding pallet business with small-to
Slide 17: Corporate governance; Safety
Corporate governance For personal use only Board meetings in Australia, the USA, China and Europe Meetings with staff and more than 100 customers Director elections 9 Safety Performance continues to improve Significant reduction in injuries in FY10 Goal of Zero Harm 10 5
Slide 18: Sustainability; Dividend
Sustainability For personal use only Area of Board attention Sustainability Report published online Five-year sustainability road-map 11 Dividend FY09 • Focus on cash conservation • Uncertain global economy FY10 • North America and Western Europe remained subdued • Prudent approach 12 6
Slide 19: FY10 and FY11 share price
FY10 share price For personal use only Total shareholder returns, year ended 30 June 2010 150 140 130 Indexed to 100 120 110 100 90 80 Jul- Aug- Sep- Oct- Nov- Dec- Jan- Feb- Mar- Apr- May- Jun- 09 09 09 09 09 09 10 10 10 10 10 10 Brambles S&P/ASX200 Index 13 FY11 share price to date Total sharehold
Slide 20: Trading update; Conclusion
Trading update For personal use only Solid performance: strong foundation from CHEP and Recall Board confident in growth capacity All four business units increased constant currency sales revenue in first four months of FY11 On track for FY11 guidance (June 2010 FX rates) • Constant currency
Slide 21: Tom Gorman, CEO; First months recap
2010 Annual General Meeting For personal use only Tom Gorman Chief Executive Officer First 12 months recap Customer focus Profitable growth Deliver for customers, shareholders and employees 18 9
Slide 22: IFCO acquisition; Better Everyday
IFCO acquisition For personal use only Growth in line with strategic themes • Diversify revenue by platform, geography and customer • Build on our core strengths Would create a globally active leader in RPCs • Broad base in Europe • Strong position in Americas Strengthened pallet operations in
Slide 23: Emerging economies; Recall
Delivering on commitments: emerging economies For personal use only Emerging economy sales revenue growth • China and India: 92% • Central & Eastern Europe: 24% • Brazil: 32% • Turkey contracts with Unilever and Procter & Gamble 21 Delivering on commitments: Recall Recall • Benefits from FY09 co
Slide 24: Zero Harm; innovation
Delivering on commitments: Zero Harm For personal use only Zero Harm • Reduction in injury frequency rate • New three-year safety strategy – Regional safety leadership – Standard scorecard 23 Delivering on commitments: innovation Head of Innovation on Executive Leadership Team Internal process
Slide 25: Sales revenue growth: Recall; CHEP Asia-Pacific
Sales revenue growth: Recall For personal use only Expansion of largest service offering, Document Management Solutions Announcement of significant multi-year partnership with Barclays Bank • Managing UK-based retail bank national records centres • Move for Barclays from multiple to single-sourc
Slide 26: Sales revenue growth: CHEP EMEA; CHEP Americas
Sales revenue growth: CHEP EMEA For personal use only Emerging economy growth Developed economies • New and expanded contracts with major customers • New customers in new segments Expansion of major Nestlé relationship in UK First RPC contract in UK foodservice sector • Nando’s restaurant ch
Slide 27: CHEP USA evolution; Growth strategies
CHEP USA evolution For personal use only CHEP USA 20th anniversary Historic growth from major retailers, branded FMCG Business is evolving • Strengthening sales and logistics approach to target smaller customers • 1,000-plus contracts with SMEs in FY10, up 13% IFCO proposal increases this op
Slide 28: Global containers; LeanLogistics
Growth strategies: global containers For personal use only Global containers – aviation • Acquisition of Unitpool for US$35 million • Provider of container pooling services in airline sector • Manages containers used to carry baggage and cargo • Well-placed in growing sector Opportunities in int
Slide 29: Growth strategies: Recall; Conclusion
Growth strategies: Recall For personal use only Recall • Continues to grow • Ongoing investment – New information centres – IT and security systems 33 Conclusion Pursuing growth with confidence A great company, a proud history, a bright future Numerous opportunities Thank you 34 17
Slide 30: Luke Mayhew, Remuneration Committee Chairman
For personal use only 2010 Annual General Meeting Sydney, 18 November 2010 Annual General Meeting Luke Mayhew Chairman of the Remuneration Committee 18
Slide 31: Executive remuneration policy and incentive plans
Executive remuneration policy For personal use only Objective • Reinforce business strategy • Attract and retain high-calibre executives • Motivate executives to achieve challenging performance levels • Reward success • Align executive rewards with creation of shareholder value 37 Executive remune
Slide 32: Executive Director remuneration structure and outcomes
Executive Director remuneration structure For personal use only At risk remuneration (67%) Fixed remuneration (33%) Salary At risk LTI shares (37%) Includes superannuation, car, Vesting over three years; healthcare etc Fixed performance hurdles for At risk shares related to TSR and shares sales reve
Slide 33: Remuneration decisions; MyShare
Remuneration outcomes and decisions (continued) For personal use only Executive appointments and departures have followed approved Plan Rules, existing contracts and accepted market practice Non-executive Director’ fees aligned to market rates • Fees last changed in January 2006 • Australian Non
Slide 34: Remuneration summary
Summary For personal use only Incentive and deferred share awards for FY10 reflect company performance Long-term incentives will require improved performance to vest Remuneration policy and associated Plan Rules have been followed Continued progress on wider employee shareholding Brambles
Slide 35: How to ask a question
How to ask a question For personal use only Go to a designated microphone Show your green voting card or red non-voting card Give the attendant your name Wait until you have been introduced to the meeting 45 2010 Annual General Meeting Sydney, 18 November 23
Slide 36: Voting procedure: financial reports
Voting For personal use only procedure Item 1 To consider and receive the Financial Report, Directors’ Report and Auditors’ Report for Brambles and the Group for the year ended 30 June 2010. 48 24
Slide 37: Adopt the Remuneration Report: vote results
Item 2 For personal use only As an ordinary resolution “To adopt the Remuneration Report for Brambles and the Group for the year ended 30 June 2010.” 49 Proxies and direct votes received Resolution 2 To adopt the Remuneration Report For Discretionary Against Abstain Proxy votes 993,419,148 9,111,616
Slide 38: Election and re-election of Directors
Mark your voting card For personal use only For Against Abstain 2. To adopt the Remuneration Report 51 2010 Annual General Meeting Items 3 – 5 Election and Re-election of Directors 26
Slide 39: Election of Thomas Gorman
Item 3 For personal use only Election of Mr Thomas Joseph Gorman 53 Item 3 As an ordinary resolution “That Mr Thomas Joseph Gorman be elected to the Board of Brambles.” 54 27
Slide 40: Gorman election vote results
Proxies and direct votes received For personal use only Resolution 3 To elect Mr Thomas Joseph Gorman to the Board of Brambles For Discretionary Against Abstain Proxy votes 1,001,020,675 9,202,120* 547,196 290,750 Direct votes 3,336,347 N/A 275,596 255,849 TOTAL 1,004,357,022 9,202,120* 822,792 546,
Slide 41: Election of Gregory Hayes
Item 4 For personal use only Election of Mr Gregory John Hayes 57 Item 4 As an ordinary resolution “That Mr Gregory John Hayes be elected to the Board of Brambles.” 58 29
Slide 42: Hayes election vote results
Proxies and direct votes received For personal use only Resolution 4 To elect Mr Gregory John Hayes to the Board of Brambles For Discretionary Against Abstain Proxy votes 1,000,949,125 9,200,332* 592,604 318,680 Direct votes 3,276,340 N/A 273,683 317,769 TOTAL 1,004,225,465 9,200,332* 866,287 636,44
Slide 43: Re-election of Luke Mayhew
Item 5 For personal use only Re-election of Mr Christopher Luke Mayhew 61 Item 5 As an ordinary resolution “That Mr Christopher Luke Mayhew be re-elected to the Board of Brambles.” 62 31
Slide 44: Mayhew re-election vote results
Proxies and direct votes received For personal use only Resolution 5 To re-elect Mr Christopher Luke Mayhew to the Board of Brambles For Discretionary Against Abstain Proxy votes 1,000,753,743 9,208,547* 795,885 299,181 Direct votes 3,232,826 N/A 333,554 301,412 TOTAL 1,003,986,569 9,208,547* 1,129,
Slide 45: Executive Directors' participation in MyShare plan
2010 Annual General Meeting For personal use only Items 6 – 7 Participation of Executive Directors in MyShare plan Item 6 As an ordinary resolution “That the participation by Mr Thomas Joseph Gorman until 18 November 2013 in the Brambles Limited MyShare Plan in the manner set out in the Explanatory
Slide 46: Gorman MyShare vote results
Proxies and direct votes received For personal use only Resolution 6 To approve participation by Mr Thomas Joseph Gorman in the MyShare Plan For Discretionary Against Abstain Proxy votes 998,403,206 9,173,104* 3,058,383 405,881 Direct votes 1,751,687 N/A 1,973,394 148,054 TOTAL 1,000,154,893 9,173,1
Slide 47: Hayes MyShare resolution and results
Item 7 For personal use only As an ordinary resolution “That the participation by Mr Gregory John Hayes until 18 November 2013 in the Brambles Limited MyShare Plan in the manner set out in the Explanatory Notes accompanying this Notice, be approved for all purposes, including for the purpose of Aust
Slide 48: Participation in performance share plan
Mark your voting card For personal use only For Against Abstain 7. To approve participation by Mr Gregory John Hayes in the MyShare Plan 71 2010 Annual General Meeting Items 8 – 9 Participation of Executive Directors in performance share plan 36
Slide 49: Gorman Performance Share Plan resolution and results
Item 8 For personal use only As an ordinary resolution “That the participation by Mr Thomas Joseph Gorman until 18 November 2013 in the Brambles Limited 2006 Performance Share Plan (as amended) in the manner set out in the Explanatory Notes accompanying this Notice, be approved for all purposes, inc
Slide 50: Hayes Performance Share Plan: Item 9
Mark your voting card For personal use only For Against Abstain 8. To approve participation by Mr Thomas Joseph Gorman in the 2006 Performance Share Plan 75 Item 9 As an ordinary resolution “That the participation by Mr Gregory John Hayes until 18 November 2013 in the Brambles Limited 2006 Performan
Slide 51: Hayes Performance Share Plan vote results
Proxies and direct votes received For personal use only Resolution 9 To approve participation by Mr Gregory John Hayes in the 2006 Performance Share Plan For Discretionary Against Abstain Proxy votes 986,475,820 9,295,593* 14,329,228 960,100 Direct votes 1,487,040 N/A 2,226,670 159,425 TOTAL 987,962
Slide 52: Amendments to the Constitution
2010 Annual General Meeting For personal use only Item 10 Amendments to the Constitution Item 10 As a special resolution “That the Brambles constitution be amended as outlined in the Explanatory Notes accompanying this Notice.” 80 40
Slide 53: Constitution amendment vote results
Proxies and direct votes received For personal use only Resolution 10 Amendments to the constitution For Discretionary Against Abstain Proxy votes 975,925,650 9,403,940* 24,940,872 788,094 Direct votes 3,094,099 N/A 449,188 317,528 TOTAL 979,019,749 9,403,940* 25,390,060 1,105,622 *Includes 6,900,12
Slide 54: Please deposit voting cards at exit
For personal use only 2010 Annual General Meeting Sydney, 18 November 2010 Annual General Meeting Please deposit voting cards at exit 42
Slide 55: The poll is now closed; disclosure statement
2010 Annual General Meeting For personal use only The poll is now closed Disclosure statement The release, publication or distribution of this presentation in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this presentation is released, publishe