Swoop Holdings Limited · ASX:SWP
Swoop — Shareholder Meeting (November 2021)
35 slides from Swoop's shareholder meeting presentation, Nov 26, 2021
Slide 1: 2021 Annual General Meeting – Chairman's Address
ASX ANNOUNCEMENT 26 November 2021 2021 Annual General Meeting – Chairman’s Address Ladies and Gentlemen, I’m pleased to present my first Chair’s address for Swoop. It is somewhat remarkable that it was just 6 months ago on 27 May 2021 that Swoop Holdings Limited (formerly STEMify Limited), a telecom
Slide 2: Four pillars of growth and closing remarks
• Fixed Wireless (infrastructure) – leveraging and expanding our infrastructure assets across regional and outer metropolitan areas to provide services to residential and SME customers; • Business – reselling NBN enterprise and value add products across the country to SMEs and mid-sized corporate cu
Slide 3: 2021 Annual General Meeting
2021 Annual General Meeting 26 November 2021 1
Slide 4: Logging into the investor portal
Logging into the investor portal Shareholders who wish to vote virtually need to login to the Automic website: https://investor.automic.com.au then enter your username and password. For further assistance call 1300 288 664. 2
Slide 5: Agenda
Agenda 1. Chairman’s address 2. CEO presentation 3. Resolutions 4. Poll 5. Q&A 3
Slide 6: Chairman's Address
Chairman’s Address 4
Slide 7: CEO Presentation
CEO Presentation 5
Slide 8: Important Notice & Disclaimer
Important Notice & Disclaimer Not an offer document Certain economic and market information contained in this document has been obtained from published sources prepared by third parties This document does not constitute and should not be considered as an offer to sell, or a solicitation of any offer
Slide 9: FY22 Update and Summary
FY22 Update and Summary 7
Slide 10: Q1 FY22 growth
Q1 FY22 growth SIO annualised organic Q1 FY22 growth ~10%; ~32% including acquisitions (excludes Countrytell) Strong organic increase in business and residential SIO’s Significant margin increase for on net services vs off net services Services In Operation End Q1 FY22 On-Net SIO’s Towers 34,483 487
Slide 11: Acquisitions to date and planned
Acquisitions to date and planned 5 accretive acquisitions to date Well advanced with parties, Significant pipeline in (incl. Countrytell and VoiceHub) with 1-2 expected to be discussion across FW, Resell, announced this year Fibre, Voice 9
Slide 12: Acquisition Integration Update
Acquisition Integration Update Name Branding Products Sales Team Finance Systems Core Network Infrastructure Synergy NodeOne TBA Q4 FY22 TBA Speedweb TBA Q2 FY22 Q2 FY22 TBA Beam Q3 FY22 Q2 FY22 25% Community 100% Communications Countrytell TBA Q2 FY22 Q2 FY22 Q4 FY22 Q3 FY22 Q3 FY22 TBA VoiceHub TB
Slide 13: FY22 Summary
FY22 Summary Organic revenue Acquire complementary Expand infrastructure in growth in FY22 businesses across our key 4 regional areas with low speed growth areas alternatives Invest in our people and Scale & Acquisition Synergies Build the next large scale systems to improve services beginning in FY
Slide 14: Resolutions
Resolutions 12
Slide 15: Logging into the investor portal
Logging into the investor portal Shareholders who wish to vote virtually need to login to the Automic website: https://investor.automic.com.au then enter your username and password. For further assistance call 1300 288 664. 13
Slide 16: Financial statements and reports
Financial statements and reports The first item of business is to receive the Company’s financial report for the year ended 30 June 2021. The financial report and the reports of the directors and the auditors are now laid before the meeting. 14
Slide 17: 1: Adoption of the remuneration report
Resolution 1: Adoption of the remuneration report The Remuneration Report for the financial year ended 30 June 2021 as disclosed in the Company’s Annual Report be adopted. 15
Slide 18: 1: Proxy votes
Resolution 1: Proxy votes Resolution For Against Discretionary Unusable Total 1. Adoption of remuneration report 39,906,674 10,423 51,846 - 39,968,943 99.84% 0.03% 0.13% - 16
Slide 19: 2: Re-election of Director
Resolution 2: Re-election of Director That, for the purpose of Article 41.2 of the Constitution, ASX Listing Rule 14.4 and for all other purposes, Jonathan Pearce, a Director having been appointed by the Board, retires and being eligible, is re-elected as a Director of the Company. 17
Slide 20: 2: Proxy votes
Resolution 2: Proxy votes Resolution For Against Discretionary Unusable Total 2. Re-election of Director – 71,529,771 1,000 51,846 - 71,582,617 Jonathan Pearce 99.93% 0% 0.07% - 18
Slide 21: 3: Ratification of prior issue of consideration shares – Speedweb acquisition
Resolution 3: Ratification of prior issue of consideration shares – Speedweb acquisition That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the Shareholders ratify the issue on 1 July 2021 of a total of 557,917 fully paid ordinary shares in the Company as part consideration f
Slide 22: 3: Proxy votes
Resolution 3: Proxy votes Resolution For Against Discretionary Unusable Total 3. Ratification of prior issue of consideration shares – Speedweb 72,219,771 0 51,846 - 72,271,617 acquisition 99.93% 0% 0.07% - 20
Slide 23: 4: Ratification of prior issue of consideration shares – Beam Internet acquisition
Resolution 4: Ratification of prior issue of consideration shares – Beam Internet acquisition That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the Shareholders ratify the issue on 16 July 2021 of a total of 718,686 fully paid ordinary shares in the Company as part considera
Slide 24: 4: Proxy votes
Resolution 4: Proxy votes Resolution For Against Discretionary Unusable Total 4. Ratification of prior issue of consideration shares – Beam 71,860,428 0 51,846 - 71,912,274 Internet 99.93% 0% 0.07% - 22
Slide 25: 5: Ratification of prior issue of consideration shares – Countrytell acquisition
Resolution 5: Ratification of prior issue of consideration shares – Countrytell acquisition That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the Shareholders ratify the agreement to issue $2.1 million of fully paid ordinary shares in the Company as part consideration for th
Slide 26: 5: Proxy votes
Resolution 5: Proxy votes Resolution For Against Discretionary Unusable Total 5. Ratification of prior issue of consideration shares – Countrytell 72,219,771 0 51,846 - 72,271,617 acquisition 99.93% 0% 0.07% - 24
Slide 27: 6: Ratification of prior agreement to issue completion consideration shares – VoiceHub acquisition
Resolution 6: Ratification of prior agreement to issue completion consideration shares – VoiceHub acquisition That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the Shareholders ratify the agreement to issue $2 million of fully paid ordinary shares in the Company at completio
Slide 28: 6: Proxy votes
Resolution 6: Proxy votes Resolution For Against Discretionary Unusable Total 6. Ratification of prior agreement to issue completion consideration 72,219,771 0 51,486 - 72,271,617 shares – VoiceHub acquisition 99.93% 0% 0.07% - 26
Slide 29: 7: Ratification of prior issue of securities - Placement
Resolution 7: Ratification of prior issue of securities - Placement That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the Shareholders ratify the issue on 22 October 2021 of a total of 22,000,000 fully paid ordinary shares in the Company at an issue price of $1.85 per share
Slide 30: 7: Proxy votes
Resolution 7: Proxy votes Resolution For Against Discretionary Unusable Total 7. Ratification of prior issue of 50,748,328 0 42,966 8,880 50,800,174 securities - Placement 99.90% 0% 0.08% 0.02% 28
Slide 31: 8: Approval of issue of deferred consideration shares – VoiceHub acquisition
Resolution 8: Approval of issue of deferred consideration shares – VoiceHub acquisition That approval be given for the purposes of ASX Listing Rule 7.1 and for all other purposes, for the issue of up to $833,333 of fully paid ordinary shares in the Company as part of the deferred consideration for t
Slide 32: 8: Proxy votes
Resolution 8: Proxy votes Resolution For Against Discretionary Unusable Total 8. Approval of issue of deferred consideration shares – VoiceHub 72,219,771 0 51,846 - 72,271,617 acquisition 99.93% 0% 0.07% - 30
Slide 33: Poll
Poll 31
Slide 34: Q&A
Q&A 32
Slide 35: 33
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