Brambles Limited · ASX:BXB
Brambles — Shareholder Meeting (November 2011)
64 slides from Brambles's shareholder meeting presentation, Nov 10, 2011
Slide 1: Annual General Meeting November 2011
Annual General Meeting 10 November 2011
Slide 2: Graham Kraehe AO, Chairman
Brambles Graham Kraehe AO Chairman
Slide 3: Key areas of focus
Annual General Meeting 2011 Key areas of focus • Delivering our near-term objectives • Making ongoing investments in our future • Implementing our long-term strategic plan 3
Slide 4: Delivering on our near-term objectives
Annual General Meeting 2011 Delivering on our near-term objectives • FY11 financial performance in line with our expectations • Sales revenue and profit up – Driven by IFCO acquisition and new business wins – Sales revenue up 13% to US$4.7 billion – Operating profit up 12% to US$809 million – Underl
Slide 5: Investing in our future
Annual General Meeting 2011 Investing in our future • Investment in business development and innovation • Acquisitions to complement organic growth strategy • IFCO acquisition positions Brambles as leading global provider of reusable crates to fresh produce sector – Complements position in pallet po
Slide 6: Implementing our long-term strategic plan
Annual General Meeting 2011 Implementing our long-term strategic plan • Board actively involved in strategy development • Straightforward strategy to grow into more customer segments – Diversification of product and service – Expansion into under-penetrated and new geographies • Includes investment
Slide 7: Single focus on pooling solutions
Annual General Meeting 2011 Single focus on pooling solutions • Intention to divest Recall information management business • Preparation for sale well-advanced • Indicative interest from private-equity and strategic buyers high • Intention to launch formal sale process by end of November – Pending c
Slide 8: Sustainability and safety
Annual General Meeting 2011 Sustainability and safety • Key sustainability topics matrix as part of annual report • Review of sustainability strategy complete • Committed to goal of Zero Harm • Continued rollout of three-year safety strategy • FY11 safety performance exceeded 15% improvement target
Slide 9: Corporate governance
Annual General Meeting 2011 Corporate governance • Board meetings in key operating regions • John Mullen resigned February 2011 to take executive position • Well-advanced in international search for new Non-executive Directors • Will enhance diversity and breadth of supply-chain logistics expertise
Slide 10: Conclusion
Annual General Meeting 2011 Conclusion • Brambles in a position of strength • Strategy allowing continued to deliver sales growth • On track to deliver FY12 Underlying profit within guidance range of US$1,040 million to US$1,100 million1, at 30 June 2011 FX rates 1 Includes full 12-month contributio
Slide 11: Tom Gorman, Chief Executive Officer
Tom Gorman Chief Executive Officer
Slide 12: Delivering our strategy
Annual General Meeting 2011 Delivering our strategy Launch CHEP growth strategy: product Recall diversification & divestment geographic expansion decision Global pooling 2009 2010 2011 2012 solutions company Address challenges in Completion CHEP USA: Better of IFCO Everyday acquisition 12
Slide 13: Global pooling solutions company
Annual General Meeting 2011 Global pooling solutions company Customer and product matrix Three RPCs Pallets Containers product streams Auto IBCs ULDs CCCs crates Customer Consumer products and Aero- Fresh food Auto Refining groups general manufacturing space Global expertise and solutions delivery 1
Slide 14: Strategic momentum: Pallets
Annual General Meeting 2011 Strategic momentum: Pallets • Integration of IFCO Pallet Management Services in USA • Continued rollout of Total Account Management in CHEP USA • Expansion into under-penetrated regions of Western Europe • Growth in under-penetrated regions • Customer wins in FY12 to date
Slide 15: Strategic momentum: RPCs
Annual General Meeting 2011 Strategic momentum: RPCs • Combination of IFCO and CHEP RPC businesses under IFCO leadership • RPCs now 13% of annualised sales revenue, up from 4% • Sales revenue expected to grow at least 15% per year in FY12 and FY13 • Strong trend for retailer adoption in developed ma
Slide 16: Strategic momentum: Containers
Annual General Meeting 2011 Strategic momentum: Containers • Automotive – Establishment of business in USA: Bobcat and other contracts – Continued expansion in China: new Mazda 3 with CFAM • Aerospace – Small acquisitions provide repair network to support pooling operation – Consolidation under CHEP
Slide 17: Strategic momentum: emerging markets
Annual General Meeting 2011 Strategic momentum: emerging markets • Latin America, Central & Eastern Europe, Middle East & Africa, Asia • Particular opportunity for Pallets segment • Expect sales revenue growth of at least 15% in each of FY12 and FY13 • Recent expansion into seven new Central & Easte
Slide 18: Strong growth drivers
Annual General Meeting 2011 Strong growth drivers • Principle sources of sales growth not reliant on economic recovery – Expansion in under-served or unserved segments – New business wins from expanding existing products, services and geographies • Key advantage for Brambles at time of subdued econo
Slide 19: Recall divestment process
Annual General Meeting 2011 Recall divestment process • Recall a strong business but pooling more appealing • Proceeds will support initiatives with 20%-plus return on capital profile • Regardless of sale timing, we have sufficient funds to support growth 19
Slide 20: Conclusion
Annual General Meeting 2011 Conclusion • Trading update: continued growth despite challenging economic conditions • Sales revenue of US$1.4 billion, up 32% (up 27% at constant currency) – Up 9% excluding acquisitions (up 4% at constant currency) • Main drivers: IFCO acquisition and new business grow
Slide 21: Annual General Meeting November 2011
Annual General Meeting 10 November 2011
Slide 22: Luke Mayhew, Chairman of the Remuneration Committee
Luke Mayhew Chairman of the Remuneration Committee
Slide 23: Executive Remuneration Policy
Annual General Meeting 2011 Executive Remuneration Policy Objectives: • Attract and retain high-calibre executives • Reinforce business strategy • Motivate executives to achieve challenging performance levels • Reward success • Align executive rewards with creation of shareholder value 23
Slide 24: Executive Director remuneration structure
Annual General Meeting 2011 Executive Director remuneration structure At risk remuneration (67%) Fixed remuneration (33%) Salary Superannuation, car, healthcare, etc At risk LTI shares (37%) Vesting over three years; At risk performance hurdles for shares Fixed salary LTI shares related to TSR and s
Slide 25: Remuneration outcomes and decisions
Annual General Meeting 2011 Remuneration outcomes and decisions • Modest salary increases for senior executives and Non-executive Directors for the 2011 financial year • Short-term bonus and deferred share awards reflected company performance • Long-term incentives vested at 29% in the 2011 financia
Slide 26: Remuneration Policy – proposed changes
Annual General Meeting 2011 Remuneration Policy – proposed changes 1. Providing the Board discretion to “claw back” unvested share awards in the event of serious misconduct 2. Change in vesting period for STI awards from three years to two years 3. Bringing “good leaver” provisions into line with ma
Slide 27: MyShare – further progress
Annual General Meeting 2011 MyShare – further progress • 25% of employees in 25 countries have elected to participate • First matching shares allocated in March 2011 • 10 new countries will be included in 2012 • Proposed change: flexibility, on occasion, to increase the ratio of matching to acquired
Slide 28: Annual General Meeting November 2011
Annual General Meeting 10 November 2011
Slide 29: How to ask a question
Annual General Meeting 2011 How to ask a question • Go to a designated microphone • Show your pink voting card or blue non-voting card • Give the attendant your name • Wait until you have been introduced to the meeting 29
Slide 30: Annual General Meeting November 2011
Annual General Meeting 10 November 2011
Slide 31: Voting procedure
Annual General Meeting 2011 Voting procedure 31
Slide 32: Item 1
Annual General Meeting 2011 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 2011. 32
Slide 33: Item 2
Annual General Meeting 2011 Item 2 “To adopt the Remuneration Report for Brambles and the Group for the year ended 30 June 2011.” 33
Slide 34: Proxies and direct votes received
Annual General Meeting 2011 Proxies and direct votes received Resolution 2 To adopt the Remuneration Report For Discretionary Against Abstain Proxy votes 1,069,977,612* 1,894,173 5,760,524 2,075,031 Direct votes 6,870,864 N/A 2,152,628 243,350 TOTAL 1,076,848,476 1,894,173 7,913,152 2,318,381 *Inclu
Slide 35: Mark your voting card
Annual General Meeting 2011 Mark your voting card For Against Abstain Resolution 2 To adopt the Remuneration Report 35
Slide 36: Re-election of Mr Anthony Grant Froggatt
Annual General Meeting 2011 Re-election of Mr Anthony Grant Froggatt
Slide 37: Item 3
Annual General Meeting 2011 Item 3 As an ordinary resolution “That Mr Anthony Grant Froggatt be re-elected to the Board of Brambles.” 37
Slide 38: Proxies and direct votes received
Annual General Meeting 2011 Proxies and direct votes received Resolution 3 To re-elect Mr Anthony Grant Froggatt to the Board of Brambles For Discretionary Against Abstain Proxy votes 1,069,844,403 5,059,035* 1,016,082 3,908,402 Direct votes 8,699,826 N/A 374,822 141,813 TOTAL 1,078,544,229 5,059,03
Slide 39: Mark your voting card
Annual General Meeting 2011 Mark your voting card For Against Abstain Resolution 3 To re-elect Mr Anthony Grant Froggatt to the Board of Brambles 39
Slide 40: Amendments to Share Plans
Annual General Meeting 2011 Amendments to Share Plans
Slide 41: Item 4
Annual General Meeting 2011 Item 4 As an ordinary resolution “That the Brambles Limited 2006 Performance Share Plan, as amended in the manner described in the Explanatory Notes accompanying this Notice of Meeting (the Amended Performance Share Plan), and the issue of shares under the Amended Perform
Slide 42: Proxies and direct votes received
Annual General Meeting 2011 Proxies and direct votes received Resolution 4 Amendments to the Brambles 2006 Performance Share Plan For Discretionary Against Abstain Proxy votes 1,066,774,628 5,002,726* 3,983,640 4,066,928 Direct votes 6,994,092 N/A 2,081,751 191,544 TOTAL 1,073,768,720 5,002,726* 6,0
Slide 43: Mark your voting card
Annual General Meeting 2011 Mark your voting card For Against Abstain Resolution 4 Amendments to the Brambles 2006 Performance Share Plan 43
Slide 44: Item 5
Annual General Meeting 2011 Item 5 As an ordinary resolution “That the Brambles Limited MyShare Plan, as amended in the manner described in the Explanatory Notes accompanying this Notice of Meeting (the Amended MyShare Plan), and the issue of shares under the Amended MyShare Plan, be approved for al
Slide 45: Proxies and direct votes received
Annual General Meeting 2011 Proxies and direct votes received Resolution 5 Amendments to the Brambles MyShare Plan For Discretionary Against Abstain Proxy votes 1,065,080,619 5,013,283* 5,653,258 4,080,762 Direct votes 7,222,752 N/A 1,858,006 187,996 TOTAL 1,072,303,371 5,013,283* 7,511,264 4,268,75
Slide 46: Mark your voting card
Annual General Meeting 2011 Mark your voting card For Against Abstain Resolution 5 Amendments to the Brambles MyShare Plan 46
Slide 47: Participation of Executive Directors in Amended Performance Share Plan
Annual General Meeting 2011 Participation of Executive Directors in Amended Performance Share Plan
Slide 48: Item 6
Annual General Meeting 2011 Item 6 As an ordinary resolution “That the participation by Mr Thomas Joseph Gorman until 10 November 2014 in the Amended Performance Share Plan in the manner set out in the Explanatory Notes accompanying this Notice of Meeting, be approved for all purposes, including for
Slide 49: Proxies and direct votes received
Annual General Meeting 2011 Proxies and direct votes received Resolution 6 To approve participation by Mr Thomas Joseph Gorman in the Amended Performance Share Plan For Discretionary Against Abstain Proxy votes 1,064,584,112 5,154,693* 6,159,295 3,929,822 Direct votes 6,712,919 N/A 2,252,818 208,753
Slide 50: Mark your voting card
Annual General Meeting 2011 Mark your voting card For Against Abstain Resolution 6 To approve participation by Mr Thomas Joseph Gorman in the Amended Performance Share Plan 50
Slide 51: Item 7
Annual General Meeting 2011 Item 7 As an ordinary resolution “That the participation by Mr Gregory John Hayes until 10 November 2014 in the Amended Performance Share Plan in the manner set out in the Explanatory Notes accompanying this Notice of Meeting, be approved for all purposes, including for t
Slide 52: Proxies and direct votes received
Annual General Meeting 2011 Proxies and direct votes received Resolution 7 To approve participation by Mr Gregory John Hayes in the Amended Performance Share Plan For Discretionary Against Abstain Proxy votes 1,064,573,458 5,149,958* 6,165,660 3,938,846 Direct votes 6,687,670 N/A 2,269,117 217,723 T
Slide 53: Mark your voting card
Annual General Meeting 2011 Mark your voting card For Against Abstain Resolution 7 To approve participation by Mr Gregory John Hayes in the Amended Performance Share Plan 53
Slide 54: Participation of Executive Directors in Amended MyShare Plan
Annual General Meeting 2011 Participation of Executive Directors in Amended MyShare Plan
Slide 55: Item 8
Annual General Meeting 2011 Item 8 As an ordinary resolution “That the participation by Mr Thomas Joseph Gorman until 10 November 2014 in the Amended MyShare Plan in the manner set out in the Explanatory Notes accompanying this Notice of Meeting, be approved for all purposes, including for the purpo
Slide 56: Proxies and direct votes received
Annual General Meeting 2011 Proxies and direct votes received Resolution 8 To approve participation by Mr Thomas Joseph Gorman in the Amended MyShare Plan For Discretionary Against Abstain Proxy votes 1,064,171,625 5,158,459* 6,532,318 3,965,520 Direct votes 6,778,546 N/A 2,177,859 218,085 TOTAL 1,0
Slide 57: Mark your voting card
Annual General Meeting 2011 Mark your voting card For Against Abstain Resolution 8 To approve participation by Mr Thomas Joseph Gorman in the Amended Performance Share Plan 57
Slide 58: Item 9
Annual General Meeting 2011 Item 9 As an ordinary resolution “That the participation by Mr Gregory John Hayes until 10 November 2014 in the Amended MyShare Plan in the manner set out in the Explanatory Notes accompanying this Notice of Meeting, be approved for all purposes, including for the purpose
Slide 59: Proxies and direct votes received
Annual General Meeting 2011 Proxies and direct votes received Resolution 9 To approve participation by Mr Gregory John Hayes in the Amended MyShare Plan For Discretionary Against Abstain Proxy votes 1,064,169,653 5,161,721* 6,526,549 3,969,999 Direct votes 6,778,453 N/A 2,152,098 214,985 TOTAL 1,070
Slide 60: Mark your voting card
Annual General Meeting 2011 Mark your voting card For Against Abstain Resolution 9 To approve participation by Mr Gregory John Hayes in the Amended MyShare Plan 60
Slide 61: Annual General Meeting November 2011
Annual General Meeting 10 November 2011
Slide 62: Please deposit voting cards at exit
Annual General Meeting 2011 Please deposit voting cards at exit 62
Slide 63: The poll has now closed
Annual General Meeting 2011 The poll has now closed 63
Slide 64: Disclosure statement
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, published or distributed should inform themselves about and observe such restrict