Channel Infrastructure Nz Limited · NZX:CHI
Channel Infrastructure Nz — Refining NZ — Shareholder Meeting (April 2020)
37 slides from Channel Infrastructure Nz's shareholder meeting presentation, Apr 29, 2020
Slide 1: Refining NZ Annual General Meeting 29 April 2020
Designer just do an agenda • Jarek’s changes REFINING NZ • Also, the script changes (Greg to ANNUAL GENERAL MEETING | 29 APRIL 2020 make those changes) • Me to hold pen on script • Greg: in sync • JS to hold pen on pres + script CHANGE. • Greg: QA (incl. Naomi LTI, carry value, director renumeration
Slide 2: Attendees – Question Process
REFINING NZ ATTENDEES – QUESTION PROCESS ANNUAL GENERAL MEETING | 29 APRIL 2020 • When the Question function is available, the Q&A icon will appear at the top of the app. • To send in a question, simply click in the ‘Ask a question’ box, type your question and the press the send arrow • Your questio
Slide 3: Board of Directors
BOARD OF DIRECTORS REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 33
Slide 4: Chairman's Address – Simon Allen
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 CHAIRMAN’S ADDRESS SIMON ALLEN
Slide 5: Agenda
AGENDA REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 5
Slide 6: Disclaimer
REFINING NZ DISCLAIMER ANNUAL GENERAL MEETING | 29 APRIL 2020 • This presentation does not constitute an offer or invitation by The New Zealand Refining Company Limited (hereafter referred to as “Refining NZ”) or any of its subsidiaries (together “the Group”) or any other person to acquire any secur
Slide 7: FY19 Result Summary
FY19 RESULT SUMMARY REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 Excellent operational and safety performance, despite challenging environment for refiners FY 18 FY 19 Personal TRCF [1,2] 0.76 0.27 Tier 1 (>US$25k) [2] 2 0 Process Tier 2 (>US$2.5k) [2] 3 0 Releases outside consent 5 1 Throughp
Slide 8: A Challenging Start to 2020
A CHALLENGING START TO 2020 REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 RNZ has responded quickly ROBUST COVID-19 RESPONSE REFINANCING DIVIDENDS Rapid response to COVID-19 Increase in total available debt funding Fully imputed dividend 2.0 cents per facilities to $400 million share Plan to op
Slide 9: Recent Business Changes
RECENT BUSINESS CHANGES REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 BOARD & MANAGEMENT EXTERNAL AUDIT CHANGE EMISSIONS TRADING SCHEME Naomi James appointed CEO Audit independence policy aligned to RNZ to enter the Emissions Trading Financial Markets Authority guidance Scheme when NGA expires
Slide 10: Why? Strategic Review Rationale
WHY? STRATEGIC REVIEW RATIONALE REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 Change is needed ▪ Return on capital is not acceptable ▪ Structural changes resulting in low refining margins globally due to oversupply ▪ Current business model and processing agreements largely unchanged since 1995
Slide 11: How? Strategic Review Process
HOW? STRATEGIC REVIEW PROCESS REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 INDEPENDENT GOVERNANCE WORKSTREAMS + PHASES CEO TO LEAD • There will be competitive matters not • 2 workstreams: Business Model and Naomi James, CEO will lead the process appropriate to share with full Board Capital Str
Slide 12: CEO Address – Naomi James
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 CEO ADDRESS NAOMI JAMES
Slide 13: Strategic Review: Introduction
STRATEGIC REVIEW: INTRODUCTION REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 - Aims: - Determine the optimal business model and capital structure - Maximise “through cycle” returns to shareholders - Deliver secure, competitive fuel for NZ, now and into a lower carbon future - Unlock value of in
Slide 14: Returns Below the Cost of Capital
RETURNS BELOW THE COST OF CAPITAL REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 Refinery has not earnt its cost of capital through the cycle due to: ▪ Regional supply/demand imbalance ▪ Structure of the processing agreements (est.1995) ▪ Increased cost of operations (especially electricity and
Slide 15: Strategic Assets
STRATEGIC ASSETS REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 ▪ Infrastructure critical to NZ fuel supply ▪ Technical capability of skilled employees ▪ Deeply integrated with rest of supply chain ▪ Land – strategic location ▪ Unique competitive advantage 15
Slide 16: Refinery Opportunities
REFINERY OPPORTUNITIES REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 16
Slide 17: Opportunity to Unlock Infrastructure Value
OPPORTUNITY TO UNLOCK INFRASTUCTURE VALUE REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 Refinery and Infrastructure assets are owned and operated by a single vehicle Customer terms are primarily governed by the processing agreements RNZ believes that the value of the Infrastructure assets is no
Slide 18: Options
OPTIONS REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 ▪ Options to optimise business model and capital structure to maximise value for shareholders ▪ Maximise “through cycle” returns to shareholders ▪ Deliver secure, competitive fuel supply to New Zealand Improve current refining model Future G
Slide 19: Next Steps
NEXT STEPS REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 Create value for shareholders and support secure, competitive fuel supply to New Zealand, now and into a lower carbon future We are actively engaging with employees, customers, Government and other stakeholders All options are on the tabl
Slide 20: Simon Allen, Chairman
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 SIMON ALLEN CHAIRMAN
Slide 21: Attendees – Question Process
REFINING NZ ATTENDEES – QUESTION PROCESS ANNUAL GENERAL MEETING | 29 APRIL 2020 • When the Question function is available, the Q&A icon will appear at the top of the app. • To send in a question, simply click in the ‘Ask a question’ box, type your question and the press the send arrow • Your questio
Slide 22: Resolutions
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 RESOLUTIONS RESOLUTIONS ANNUAL MEETING
Slide 23: Attendees – Voting Process
REFINING NZ ATTENDEES – VOTING PROCESS ANNUAL GENERAL MEETING | 29 APRIL 2020 • When the poll is open, the vote will be accessible by selecting the voting icon at the top of the screen • To vote simply select the direction in which you would like to cast your vote, the selected option will change co
Slide 24: Reappointment of Auditor
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 RESOLUTION 1 REAPPOINTMENT APPOINTMENT OF AUDITOR OF AUDITOR
Slide 25: Resolution 1
RESOLUTION 1 REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 “That Ernst & Young (EY) be reappointed as auditor to the Company for the financial year ending 31 December 2020.”
Slide 26: Resolution 1 Voting Results
RESOLUTION 1 REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 RESOLUTION 1 FOR AGAINST DISCRETIONARY TOTAL ABSTAIN Proxies and 190,971,125 113,828 32,803,203 223,888,156 424,911 Postal votes
Slide 27: Auditor Fees and Expenses
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 RESOLUTION 2 AUDITOR FEES AND APPOINTMENT EXPENSES OF AUDITOR
Slide 28: Resolution 2
RESOLUTION 2 REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 “That Directors be authorised to fix the fees and expenses of Ernst & Young as auditor to the Company for the financial year ending 31 December 2020.”
Slide 29: Resolution 2 Voting Results
RESOLUTION 2 REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 RESOLUTION 2 FOR AGAINST DISCRETIONARY TOTAL ABSTAIN Proxies and 190,791,883 290,208 32,800,173 223,882,264 430,803 Postal votes
Slide 30: Re-election of Director
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 RESOLUTION 3 RESOLUTION RE-ELECTION/ ELECTION RE-ELECTION OF DIRECTORS OF DIRECTOR
Slide 31: James Miller, Independent Director
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 JAMES MILLER INDEPENDENT DIRECTOR
Slide 32: Resolution 3
RESOLUTION 3 REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 “That Mr S.C. Allen, who retires by rotation in accordance with clause 8.9 of the Constitution, be re-elected as a Director of the Company.”
Slide 33: Resolution 3 Voting Results
RESOLUTION 3 REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 RESOLUTION 3 FOR AGAINST DISCRETIONARY TOTAL ABSTAIN Proxies and 190,501,324 516,021 32,836,456 223,853,801 459,266 Postal votes
Slide 34: General Business
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 GENERAL GENERAL BUSINESS BUSINESS
Slide 35: Our Shareholders Are Key Stakeholders
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 OUR SHAREHOLDERS ARE KEY STAKEHOLDERS We welcome your further feedback on our Strategic Review Please email us at corporate@refiningnz.com
Slide 36: Appendix 1: Glossary
REFINING NZ ANNUAL GENERAL MEETING | 29 APRIL 2020 APPENDIX 1 Glossary LTIF - Lost time injury frequency (rolling 12 month per 200,000 hours) ROIC - Net operating profit less adjusted taxes (NOPLAT) divided by average invested capital, where NOPLAT is net profit after tax excluding any non-operating
Slide 37: CHANGE.
Designer just do an agenda • Jarek’s changes REFINING NZ • Also, the script changes (Greg to ANNUAL GENERAL MEETING | 29 APRIL 2020 make those changes) • Me to hold pen on script • Greg: in sync • JS to hold pen on pres + script CHANGE. • Greg: QA (incl. Naomi LTI, carry value, director renumeration