Metro Performance Glass Ltd · NZX:MPG
Metro Performance Glass — Shareholder Meeting (August 2025)
22 slides from Metro Performance Glass's shareholder meeting presentation, Aug 26, 2025
Slide 1: Metro Performance Glass Special Meeting of Shareholders
For personal use only Metro Performance Glass Special Meeting of Shareholders 26 August 2025 1
Slide 2: Introduction & Important Information
Introduction & Important Information • Welcome and thank you for attending For personal use only • Fire exits – use marked exits and follow instructions of venue staff • Toilets – down the foyer hallway adjacent to side of room • Online access – shareholders and proxies may ask questions and submit
Slide 3: Agenda
Agenda For personal use only 1 Welcome and Introductions 2 Chair’s Address 3 Shareholder Questions 4 Formal Business & Resolutions 3
Slide 4: Welcome and Introductions
For personal use only Welcome and Introductions 4
Slide 5: Chair's Address
5 For personal use only Chair’s Address
Slide 6: Background
Background • Poor financial performance over a number of years For personal use only • Too much debt Metro net debt and market value of equity over time (NZ$m) Net Debt Market Value of Equity 69.5 55.6 31.7 19.3 10.6 52.3 60.1 53.0 60.6 48.0 Mar-21 Mar-22 Mar-23 Mar-24 Mar-25 6
Slide 7: Actions Taken
Actions Taken • 15 months ago - Board restructured with mostly new Directors / For personal use only Chair • Two key objectives: - Improve NZ business via people and culture focus - Halt AGG sale and recapitalise via equity raise • Board re-focus: Identify real problems, make hard decisions, move wi
Slide 8: Actions Taken (cont'd)
Actions Taken (cont’d) • Greatly improved NZ business For personal use only • Group profitability lagging due to inherent turnaround time and construction downturn Improved service – DIFOT improvement DGU per hour 100% 8.0 90% 7.0 80% 6.0 70% 5.0 60% 4.0 50% 3.0 Mar 24 May 24 Jul 24 Sept 24 Nov 24 J
Slide 9: Capital Strategy
Capital Strategy • Reducing debt essential – equity raising the most achievable For personal use only option • Board pursued many options over 12 months • None secured that met recapitalisation needs until now • Sustainable recapitalisation means: - Debt repayment - Confidence with staff & customers
Slide 10: Recapitalisation Proposal
Recapitalisation Proposal • Proposal includes: For personal use only - $9 million pro-rata renounceable rights offer with oversubscription facility - Amari invest $10.5 - $15.0 million for a 51% stake (through rights issue and separate top up placement) - $4.5m commitment from other investors (inclu
Slide 11: Recapitalisation Proposal (cont'd)
Recapitalisation Proposal (cont’d) • Recapitalisation will raise between $15 and 24 million For personal use only Metro’s forecast net debt and leverage: Amount Raised: $15 million $24 million FY26 FY27 FY26 FY27 Net debt 36.7 24.0 27.5 14.2 EBITDA 15.4 21.4 15.4 21.4 Net Debt / 2.4x 1.1x 1.8x 0.7x
Slide 12: Key considerations
Key considerations • Large equity raise dilutes existing shareholdings, but Dilution oversubscription facility can offset For personal use only • Independent valuation of $0.05 - $0.09 per share (post capital Value raise) - Execution of plans should increase share price over time • Amari’s 51% stake
Slide 13: Alternative Options & Risks
Alternative Options & Risks • Competing proposal from Crescent Capital (Viridian’s owner): For personal use only - Remains conditional, uncertain and not executable in short term • If recapitalisation fails: - Metro must seek further bank extensions past 30 September expiry (uncertain) - Metro would
Slide 14: Independent Adviser's Assessment & Board Recommendation
Independent Adviser’s Assessment & Board Recommendation • Grant Samuel’s independent report concludes: For personal use only - Material uncertainty for Metro as a going concern without the recapitalisation - Recapitalisation improves financial position and ability to operate efficiently - Dilution a
Slide 15: Shareholder Questions
For personal use only Shareholder Questions 15
Slide 16: Formal Business & Resolutions
For personal use only Formal Business & Resolutions 16
Slide 17: Voting
Voting • Voting will be conducted by way of a poll For personal use only • The results of the vote will be announced via the NZX • If you voted ahead of the meeting or appointed a proxy, you do not need to do anything 17
Slide 18: Proxy Votes
Proxy Votes For personal use only For Against Discretionary Total valid Abstain votes cast Votes % Votes % Votes % Resolution 1 – 85,103,191 Amari 77,629,398 91.22% 4,590,185 5.39% 2,883,608 3.39% 368,926 (45.91%) Participation Resolution 2 – 84,091,294 78,090,556 92.86% 3,117,130 3.71% 2,883,608 3.
Slide 19: Ordinary Resolution – Amari's Participation
Ordinary Resolution 1 – Amari’s Participation • To consider and, if thought fit, to pass the following ordinary For personal use only resolution: That, subject to Ordinary Resolutions 2 and 3 being passed, the issuance of up to 501,655,800 Shares to Amari Metals Australia Pty Ltd for $0.03 per Share
Slide 20: Ordinary Resolution – Issue of Shares
Ordinary Resolution 2 – Issue of Shares • To consider and, if thought fit, to pass the following ordinary For personal use only resolution: That, subject to Ordinary Resolutions 1 and 3 being passed, the issuance of up to 798,260,738 Shares to subscribers under the Proposed Recapitalisation for $0.0
Slide 21: Ordinary Resolution – Director's Participation
Ordinary Resolution 3 – Director’s Participation • To consider and, if thought fit, to pass the following ordinary For personal use only resolution: That, subject to Ordinary Resolutions 1 and 2 being passed, the issuance of up to 33,333,333 Shares to Simon Bennett and 6,666,667 Shares to Pramod Kha
Slide 22: Thank You
22 For personal use only Thank You
Metro Performance Glass — Shareholder Meeting (August 2025) on 6ix