Alliance Aviation Services Limited (ASX:AQZ)
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Apr 29, 2026, 4:10 PM AEST
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AGM 2025

Nov 27, 2025

Operator

One minute. That's it. All good.

James Jackson
Chairman, Alliance Aviation Services Limited

Thank you. Good morning. Welcome. My name is James Jackson, and I'm the Chairman of Alliance Aviation Services Limited. I'll be the Chair for today's meeting. On behalf of my fellow directors, I welcome you all to our 14th Annual General Meeting of Alliance Aviation Services Limited. Just before we get going, we have a couple of quick housekeeping points. Please set all your mobile phones to silent. Recording devices and cameras are not to be used during the meeting. In the event of an emergency, please follow the emergency exit signs and the instructions of the venue staff. All physical attendees should register your attendance at today's meeting. If you do not have a yellow, blue, or white admission card, please register at the registration desk. Anyone need to do this? No? All shareholders will have the opportunity to comment on, ask questions in relation to the resolutions.

I will also be conducting a presentation once the formal resolutions of the meeting have been completed, and there'll also be a greater forum then for asking questions. I will hold comments and questions until the items of business have been introduced, and then I'll invite questions on each resolution. Today I'm joined by my fellow directors, and if you just want to identify yourself when I call out your name, Bernie Campbell, Mark Stanton, Simon Lange

Bernie Campbell
Non Executive Director, Alliance Aviation Services Limited

Good morning

James Jackson
Chairman, Alliance Aviation Services Limited

Alliance's Managing Director, Stewart Tully. Also here is Simon Vitulo, who is our Interim CFO. We also have today our Company Secretary, Nikki Clark, and we have the representatives from the auditors, PwC, Tim and Josh, who are over here. The first thing we are going to do is work on the official business of the day, and I will be handling that, and we will be doing the commencement voting on the resolutions. After the voting is finished, as I said earlier, we will be conducting a presentation, and once that wraps up, we will be asking more general questions or specific questions about the business. We have a quorum. It is 11:00 A.M. I am advised that the quorum is here. The notice of meeting has been duly given. The meeting has been properly convened. I declare the meeting open. Now to the consideration of the reports and questions.

The first item of business deals with the financial statements and reports. These have been forwarded to shareholders who required them, requested them as disclosed on the ASX announcements platform and Alliance's website. These financial statements and reports are for the financial year ended 30 June 2025 and contain the financial report, director's reports, and the independent auditor's report of Alliance Aviation Services Limited. This is not a resolution, as I have advised. Representatives of the company's auditors, PwC, are here in attendance to answer any questions shareholders may wish to direct them in relation to the conduct of the audit or in relation to the presentation of the financial statements. I will take the reports as received and read. I now invite shareholders to ask any questions they may have on the company's financial statements and reports.

Shareholders may also ask questions of the auditor where relevant to the conduct of the audit, preparation, and content of the auditor's report. Firstly, are there any questions from any holders in attendance here in the room at the AGM with respect to talking to the auditors on the accounts? No? Secondly, are there any holders who have asked questions online?

No, thank you.

Okay. Thirdly, are there any questions coming via telephone?

No telephone questions, Chair.

Thank you. We can move on from that one. Let's begin the formal business. The poll on today's resolutions is now open, the poll meaning the voting. I'll turn to the vote on the company's remuneration report. The remuneration report detailing the company's approach is contained within the 2025 annual report. It's available on the ASX announcements platform and on our website. Noting in my earlier comments, I'll take the remuneration report as read. Further details about the resolutions are also contained in the explanatory memorandum that accompanied the notice of meeting. This vote is advisory only, is not binding on the directors or the company. The voting exclusions in respect to this resolution are noted on page four of the notice of meeting. What that means is management and directors can't vote on this resolution. Are there any questions from before about the remuneration report? No? Okay.

Are there any questions online?

No, thank you, Chair.

Are there any questions on the phone?

No phone questions, Chair.

No further questions. Details of the votes for this item are now on the screen. I'll move the motion to consider, and if in favor, to pass the resolution as detailed in the notice of meeting as an ordinary resolution. Please cast your votes by selecting either for, against, or abstain boxes next to resolution two on your voting cards. I also should note that at proxy discretion, myself as Chairman will be voting for the resolutions. Voting done. Move on to resolution three. The Board of Directors have undertaken a renewal program of the board, and Bernie Campbell was appointed to the board in February this year. We are now seeking shareholder approval to elect Bernie to the board of Alliance Aviation Services Limited in accordance with the ASX listing rules and the company's constitutional requirements. I now invite Bernie to speak.

Bernie Campbell
Non Executive Director, Alliance Aviation Services Limited

I might come up there. Chairs, I hope you can see me. Good morning. As the Chairs have stated, I was appointed to the Alliance board in February, and I'm seeking your support for re-election today. I think in the last eight months, the company's faced a lot more challenges than certainly I anticipated, and more importantly, I know it's been a very disappointing period for you as shareholders. I can safely say that the board has heard your concerns both directly and indirectly, and we're here to tell you today what we're going to do about addressing them. Despite these headwinds, I see a business with solid fundamentals serving essential Australian industries. I also see a board focused on restoring your confidence through disciplined execution and sustainable performance. My own connection with Alliance runs pretty deep.

I was financed the fleet at the inception of the business before it was listed, and I understand this business model, and I do firmly believe in Alliance's future as an achievable reality. Today, I chair Angle Auto Finance, Australia's largest independent car financier, and Angle Finance, a specialty equipment financier, both owned by private equity. I'm also a non-executive director of Oaktree Holdings, which is an operator of 35 retirement villages on the East Coast. Throughout my career with Lloyd's International, Challenge Bank, and Barclays, I've led significant finance businesses through challenging conditions, including a global financial crisis. I've chaired ASX-listed companies facing similar difficulties to Alliance and restored shareholder value.

I think that experience has taught me the need for clear-eyed assessment, tough decisions, financial rigor, and an unwavering focus on results, and I'm committed to bringing that approach and that experience to Alliance as we reset the business and restore financial strength for the future. I thank you for your support.

James Jackson
Chairman, Alliance Aviation Services Limited

Thank you, Bernie. The directors, with Bernie abstaining, unanimously recommend that shareholders vote in favor of this resolution to elect Bernie to the board, and I, as Chair, with the proxy at the discretion, will be voting Bernie to the board. Now, are there any questions from the floor for Bernie or myself? No questions. Are there any questions from online? Re Bernie? No?

No, thank you.

Are there any phone questions with respect to this resolution?

No phone questions, Chair.

No further questions. Details of the votes on this item are now on the screen. I think we can clearly say you've been elected to the board, Bernie, and congratulations. Thank you. I move to consider and, in favor, pass the resolution as detailed in the notice meeting as an ordinary resolution. Votes can be cast for, against, and abstain. Thank you. Continuing with the board renewal program, Simon Lange was appointed to the board in October this year. We are now seeking shareholder approval to elect Simon to the board of Alliance Aviation Services Limited in accordance with ASX listing rules and the company constitutional requirements. I'll now invite Simon to speak and introduce himself.

Simon Lange
Independent Non-Executive Director, Alliance Aviation Services Limited

Good morning. I'm Simon Lange. I joined the board six weeks ago, basically at the, I'd have to say, a turning point in the company, and it's been an interesting six weeks, with the board meeting pretty much daily through that time as they seek to address the issues that have arisen. My background is in investment banking and transport. I was involved in building the third largest road freight company in New Zealand. I was then COO and an Asia-Pacific director for Credit Suisse First Boston. After returning to New Zealand, I joined Airwork, Hugh Jones's company, and held a variety of roles from CFO to strategy to then finally running the airline side of the business. During that time, we significantly built that business and created significant shareholder value.

In all my roles, I probably am driven primarily by driving shareholder value, and that's done by focusing on the fundamentals of business and just actually building sustainable, repeatable cash flows, and that's what we have to focus on at Alliance today. I think Alliance, in the short time I've been involved, has a very strong backbone, and by refocusing on the fundamentals and driving accountability at all levels, I think we will get this company back on its path, and there's significant growth opportunities ahead. Thank you.

James Jackson
Chairman, Alliance Aviation Services Limited

Thank you, Simon. The directors, with Simon abstaining, unanimously recommend that shareholders vote in favor of this resolution to appoint Simon as Bernie, and I will now, as Chair, be directing my proxy, which is the open proxy, to the election of Simon as well. Simon has been an incredible resource and person to have on the board in this slightly more challenging environment, and his depth of aviation experience is invaluable to this company. Are there any questions from the floor? No? Are there any online questions? Nope. Are there any phone questions? Nope. Good.

No, Chair.

As there are no further questions, details for the votes of this item are now on the screen. I move the motion to consider and, if in favor, to pass the resolutions as detailed in the notice of meeting as ordinary resolutions. Please cast your votes by selecting either for, against, or abstain next to resolution four on your respective voting cards. Safely say, Simon, you've been elected. Congratulations.

Simon Lange
Independent Non-Executive Director, Alliance Aviation Services Limited

Thank you.

James Jackson
Chairman, Alliance Aviation Services Limited

I'd now like to turn to resolution five to vote on the issue of securities under the long-term incentive plan to Stewart Tully , the group's Managing Director. This resolution seeks shareholder approval for the grant of 50,697 performance rights to the Managing Director pursuant to the company's performance incentive plan on the terms set out in the explanatory memorandum that was attached to the notice of meeting. The voting exclusion in respect to this resolution are noted page four on the notice of meeting. Any questions with respect to this from the floor? No? Online? No? Phone?

No.

No. No further questions. Details of the votes for this item are now on the screen. I move the motion to consider, and if in favor, pass the resolution as detailed in the notice of meeting as an ordinary resolution. Please cast your votes by selecting either for, against, or abstain boxes next to resolution five on your respective voting cards. That should pass as well. Last one, resolution six seeks shareholder approval for the amendment to the company's constitution. The company's constitution had not been updated since the IPO in 2014. Details of this special resolution are set forth on pages 10, 11, and 12 of the notice of meeting, explanatory memorandum, and shareholders. We have taken a lot of advice from our legal advisors to, in fact, do this and bring the constitution up to best practice.

The voting exclusions in the resolution are set out on page five of the explanatory memorandum. Are there any questions from the floor on this one? Are there any questions online? Are there any questions on the phone?

No, Chair.

No. If there are no further questions, details of the votes for this item are now on the screen. I'll move the motion to consider, and if in favor, pass the resolution as detailed in the notice of meeting as a special resolution. Please cast your votes by selecting either for, against, or abstain boxes next to resolution five on your respective voting cards. Right, thank you. That now concludes the more formal part of the meeting. We now have a presentation to share with you and my Chairman's script, and we'll ask that you hold your questions till the end of the presentation, at which time we'll be more than happy to answer any of those questions from the floor or online.

I would like to begin by acknowledging the company's recent board and management changes and reassure our shareholders of our commitment to communicating transparently as we focus on improving performance to deliver sustainable long-term value for our shareholders. The new board and management team are very focused on executing a number of key near-term initiatives to improve performance, optimizing the core business, strengthening the balance sheet, and renegotiating key contracts to reflect industry cost pressures. Alliance has a substantial asset portfolio which has been independently valued at over AUD 900 million, with net tangible assets per share of AUD 2.73 as of the 31st of October this year. Importantly, our operational performance remains resilient, with the highest standards of customer service, safety, and on-time performance being maintained.

Our core FIFO and charter fleet continues to perform well and deliver an attractive return on capital, and the long-term fundamentals of the business remain sound. However, I'll start with a recap of the full year 2025 performance. Pleasingly, we achieved a record 113,000 flying hours, resulting in total revenue from continuing operations of AUD 769.7 million, an increase of 19% from the previous year. EBITDA was AUD 207.3 million. It was up 16% on the prior year. Statutory profit before tax was AUD 82.1 million. That was down 4.9% year on year, with the profitability impacted by rising costs and higher depreciation. You could probably see in that year we were starting to see the trends of what was actually taking place in the business. On the 7th of November, next slide. On the 7th of November, we provided guidance to the market for this year.

The factors that impacted our guidance are as follows. Capital and depreciation practices have contributed to the AUD 15 million year-on-year increase in depreciation charges. The board is undertaking a review, including advice on the appropriate use for life of these aircraft assets. If the estimated life of the aircraft were to be descended, this may have the effect of reducing ongoing D&A charges. Repairs and maintenance, compliance, and logistics costs are exceeding budget by AUD 1 million a month, resulting in an annual cost increase of AUD 12 million, reflecting pricing inflation and supply chain pricing pressures. I'd also add, I'd say, practices. We are now doing a full review of the procurement practices and negotiating supplier contracts to address this.

Importantly, we continue to work with a major ACMI or wet lease customer on a historic contract pricing matter with a total potential financial impact of AUD 4.2 million in this financial year. We are working to resolve this commercially with this customer, and I'll also be talking about ACMI contracts later in the presentation. That is just one part of that issue. We are also deploying the Avian Inventory Management System to drive operational efficiencies and cost savings. This commenced earlier than was budgeted and expected and incurred an unbudgeted charge of AUD 3.5 million in quarter one to accelerate its deployment. We are evaluating options to maximize Avian's benefits over time. Finally, the AUD 18 million contribution from the aviation trading to the forecast profit before tax, which is in the range of AUD 46 million, is subject to timing and execution risk.

As related agreements may not be signed and performed as scheduled, reflecting the board's focus on improving performance from core operations of the business, in future, aviation trading will concentrate exclusively on supporting the Alliance fleet. Additionally, systems and processes have now evolved with the company's growth and complexity. Had they not evolved, they would have resulted in higher maintenance CapEx than we would normally expect. Your board is committed to maintaining regular and transparent communications with all your shareholders, and I'm happy to invite questions from shareholders at the appropriate time on these issues. Next slide. One of the board's immediate priorities has been to review and to seek to renegotiate a major ACMI or wet lease contract. The contract was originally entered into in 2021 for 14 aircraft before being expanded to include a total of 30 Embraer E190 aircraft.

The final aircraft for this agreement was delivered in February of 2025. We now have 30 aircraft in service with respect to that contract. I can advise shareholders that the repricing mechanisms in this contract are not sufficient to reflect industry-wide cost inflation and have resulted in Alliance absorbing the impacts of significant increases in wages, operating expenses, maintenance capital expenditure, and those would normally be typically passed on to the customer in pricing. This has actually resulted in significant margin erosion since the contract was originally executed, which is back in 2021. The contract, next slide. Yeah, the contract, which was based on aircraft and engine purchases, was done at a time when values were probably artificially or below market during the COVID-19. That actually, at the time, seemed to look like low short-term operating costs.

As replacement engines and other heavy capital expenditure expenses have been incurred through the following four years, the ACMI contract cost base has increased significantly. This does not mean to say the contract is not being performed. We are performing the contract in a very satisfactory manner to this customer, but I think you can understand what the issue is. Alliance values our relationship and partnership with all of our ACMI and wet lease customers. We are now working towards a commercial resolution, and we will keep the market fully informed when we get one, or as it works out. I now move on to talk about the financial position. Despite some of these short-term challenges, we still remain profitable, and we remain in a sound financial position. We remain compliant with all of our banking covenants.

Our FIFO business, which is the core business to begin with at Alliance, continues to trade profitably and generates operating cash flows and has great relationships with our big customers. We have a net debt position of AUD 436 million, impacted this year by some growth in capital expenditure, primarily related to the acquisition of some aircraft. Our forecast net debt position at the end of this financial year, which is June, is AUD 392 million. The board is committed to managing and reducing this debt position and is currently evaluating a number of strategic options, including devaluing via non-core asset sales. We have total assets of AUD 1.2 billion, thereabouts. Net tangible assets of AUD 473 million or AUD 2.73 per share at the end of October. Our asset portfolio has been independently valued at over AUD 900 million, with aircraft assets totaling AUD 841 million, which include 44 Embraers and 36 Fokkers.

Taking decisive action to improve performance. What are we doing? I'm pleased to say that the operational performance, as I've said, remains robust, and I'd like to actually congratulate those in the business that continue to deliver that operational performance. I think that speaks to the quality of the people in this business, and that's been attested by a few of the new directors that have come on board who have aviation experience, and they've actually been quietly pleased with the quality of people below the senior leadership team. Not to say there's anything wrong with them either, but there is depth in our ranks is the story. I'm pleased to say the operational business remains robust. We do the safety, the on-time performance. We are focused on a number of near-term priorities.

We are, as I said earlier, engaging with our ACMI wet lease customers to negotiate out-of-cycle price increases and the ACMI contract terms to reflect the real cost of operating these aircraft and to ensure they include sufficient repricing mechanisms. We are currently undertaking a review of our property real estate assets to maximize opportunities, including exploring the potential sale of non-core excess assets. We are well advanced in the recruitment of an experienced consultant on a short-term basis to accelerate our strategic actions, enabling the existing management team to continue to focus on and operate the business, which is a big enough job as it is, and to perform for our customers. More importantly, we're developing a new standard set of repricing mechanisms to ensure that market-driven cost increases are recovered from clients. We'll be seeking to include these new repricing terms in contract renewals and all new contracts.

As I mentioned earlier, we are undertaking a company-wide maintenance capital expenditure and depreciation review to ensure we have the right systems and processes in place to deliver our growth ambitions. We are also comprehensively reviewing all of our operating costs and other capital expenditure. Finally, we have just started to implement new systems and purchasing processes along with increased analysis of this expenditure. It is the board's goal and management's goal to improve the effectiveness of all future expenditures. I will now turn to the slide on the refresh board and management. This board, the one sitting in front of you, is committed to improving performance and enhancing market transparency. You could say that may have been missing in the past. We remain focused on upholding the highest standards, corporate governance, operational rigor, and safety.

To acknowledge the recent management changes, Scott McMillan resigned as Managing Director in October, and he remains available to assist the company if required. I'd like to extend thanks on behalf of the Alliance team and the board for his leadership and dedication to Alliance for more than two decades. Stuart Tully was appointed to the role of Managing Director. Andrew Evans, who was the CFO, has stepped down from that role, and Simon Vitulo here was appointed as the interim CFO. The leadership capability in the business, we believe, has been strengthened, and we look forward to providing an update on the recruitment and the hiring of a permanent CFO in due course. We will advance in that process. You could probably see that a number of these issues have emanated from what probably hasn't been a robust and strong finance function in the business.

Additionally, the company has seen a significant board renewal process this year. I was appointed Chair in February following Steve Patchett's retirement. Steve is here in the room. I'd like to thank Steve for his commitment to Alliance and wish him well in future endeavors. We're pleased to welcome Bernie Campbell to the board earlier this calendar year, and Bernie brings valued listed and private equity experience. As he spoke earlier, in September, Simon Lange joined the board, contributing extensive aviation experience, which has been invaluable. In his capacity of Managing Director, Stuart also joined the board in August. Finally, I'd like to mention that the board has appointed Jason Corman to join the board officially next month.

Subject to the timing of just the standard police checks and formal processes, Jason is on the team at Viburnum Funds, which is a major shareholder in the company and brings strong capital markets, corporate finance, and investor relations experience to the board. We have already been in dialogue with Jason. Unfortunately, he could not make it today. He had another board meeting. We will be making the final announcement on Jason once his formal probity checks are completed. I would like to extend a warm thanks to my fellow directors for their counsel, insights, work, etc., and look forward to continue to work together in the period ahead. In summary, in closing, as it has been said before, and as you understand as shareholders, this company, Alliance, plays a critical role in the sector as a trusted partner and supplier to key communities and industries right across Australia.

We are well positioned to capture growing demand for outsourced services delivery. Our focus is on protecting the value, and we are confident in our ability to navigate the near-term challenges to improve performance with strong fundamentals, a unique company culture, and a highly talented and committed team of over 1,400 people. Additionally, we have the backing of a substantially and independently valued fleet, with the book value of the business supported by that solid third-party independent valuation taken back on the 30th of June. The new board is committed to market transparency and will communicate with the market in line with our disclosure requirements. I'd like to finish by thanking you all for attendance, thanking our dedicated team for maintaining a strong focus on delivering for our customers and our passengers. I'd like to thank my fellow directors for their commitment to improving the performance of the company.

It's no small task. It hasn't been a picnic, I can tell you that, for the last four weeks. We have had confidence in the potential of this business and its people. Finally and importantly, thank you, shareholders, and we really do reach out and say thanks for your continued support and trust. We look forward to keeping you updated on our progress as we build for the future and seeking to create value for our shareholders. With that, I'm going to sit down and we can take some questions. Thank you. Any questions, you can just put your hand up and then we have a mic there at the back. Yes. Just identify yourself when you're asking the question and the role you're asking the question. Any questions?

Yes.

Here we go. I may actually ask one of the other directors or one of the management team to answer the question if I do not know specifically the answer

. My name's Craig Baker. I've had a reasonable amount of experience in the old aviation business. Obviously, the FIFO business is working well, and I think that you made a good point about keeping the operations running successfully because that is no mean feat. I probably worry about taking the man who's probably the key to the operations and putting him in this new, not that I'm saying that he shouldn't, but I'm worried about putting the man who makes the business hum, the actual business hum, being elevated into this role. Maybe the business, the operation of the business will lose its focus because obviously we all know who the 30 partner is, and they are not easy to deal with. You are going to need somebody who is an incredibly good negotiator to actually make any.

That's a very good question. You surely haven't been eavesdropping our board meetings? No. I come out of Aviat.

I come out of Aviat.

The story here is that you're talking about Stuart, right?

Yeah.

We have appointed Stuart as Managing Director this year. In the ordinary course of business whereby we were focusing on operating outcomes and we had the correct contracts in place, the correct costings, the correct processes, and the management of the business in place, then we believe Stuart is the right guy to run that part of the business. Okay? Your point, as addressed in my speech or the update, is that we understand that.

We totally agree with you, and that's why we're looking to bring in another seasoned executive with the experience to help us implement and negotiate these other issues. Stewart is tasked with the role of running the business, not having to do all of this other stuff. We recognize that, and I'm interested to see that you recognize that as well. We certainly want to continue to perform with our contracts, and we certainly want to keep the business operating, and that's why we're seeking other resources. I can also say that the board has been, and it's sort of a bit of a cliché, leaning in. That means meeting us way more than we would normally do.

A couple of the board members have moved into a short-term consulting role to also give us greater resources and give the board greater visibility as to what's happening in the business. That's also been a help to Stewart, but I agree with you. I hope that answers your question.

I might also add I'm not a one-man band. We have a very, very solid and experienced operational team behind us. In fact, the gentleman who handed you the microphone is our Chief Operating Officer, highly experienced in operations, and he runs the business day to day. I'm very lucky to have him and the rest of the executive team in operations around me.

That's Paul Doherty. He's behind you. He's also a pilot.

Don't hold that against me.

Any more questions? Just on the—

yep. Selling the air seals. Sold the spare parts packages for the spare parts package for the E1.

Yeah. Oh, huh.

Probably a good thing. They sold the E190 spares package to a parts seller or wholesaler or whatever. Now they buy those parts back again at presumably a significant margin. In my world, which is obviously in the aviation business operating numerous aircraft, and Simon Longy sort of mentioned that before, the trick, to my opinion, to keeping the business successful is not to sell those precious assets, but to keep them, to keep your operation leaner and cheaper than anyone else. You have this opportunity that they gave away. I am just really saying this even though it is historical, but you mentioned that you are going to sell assets.

The other one, of course, was a simulator, which why would we sell a simulator for training the pilots on the E190 when sell it to another company who is owned by a company called Bain, who owns a company called Virgin, who are starting to operate E190s in Queensland? You are sort of giving away that huge advantage when you do that sort of thing. My real issue is when you do decide to sell assets, make sure that they do not really have some value, some hidden value that way exceeds what you are going to sell them for.

Yeah. Completely appreciate your point here. And understand your point on the simulators. That was sort of prior to my time. In terms of the other non-core assets, I am talking about aircraft that we do not need that may be surplus . I'm also talking about maybe some property assets that may be surplus, etc. In terms of inventory or any further inventory, I understand where you're coming from. I think that the issue is, which is what you're raising, is that it's understanding what's strategic and what the strategic value is to the business. The objective of the Avian transaction was to enhance our strategic value, but that's yet to be captured. That's why we're reviewing it, and we're working hard to make that work. Your point's well taken.

Thanks. Thanks.

Thanks to you. Any further questions? Yeah, sure.

Mark Hutton, shareholder. My focus is on governance and wanted to know whether you believe the transition for the board has now been completed. The reason I ask that is the situation we found ourselves in, or the company has found itself in, in my mind, is a bit of a breakdown between management and the board in terms of the roles that they play. Question one is, is it appropriate that management still has representation around the board table? Question one. Question two, given and firstly, maybe I should go back and say delighted with the new two board appointments that have been made this year and have been approved. I also appreciate the presentation that's been made from the board, which is another really good positive step forward.

Now with your focus on a more operational basis, I do wonder whether the skills matrix review that we were told about a while ago now would identify that, in fact, you still do not have sufficient external board skill sets around the operational aspects of an aviation business. I think these past events have highlighted that, and I'm assuming you would admit that yourself. Those are my two questions really in terms of ongoing board governance.

Your first question was, was there a breakdown between management and the board? What do you mean by that?

Is it appropriate that management should still have representation on the board table?

That's an ideological question. In this industry, in my understanding, there's a great deal of leadership or sort of authority required and a director status required given the fact that there's a lot of licenses that are needed to be held by a director. We feel as though that director should be a director on the main board, including our air operating certificate. It's in terms of that, let's call it compliance and legal aspects of the business. I think I wouldn't feel as comfortable if the responsible person for that wasn't a director of the main board to begin with. I think, in essence, that's probably the origin of this in some ways. It probably grew a bit too much whereby management were more than represented at some point. That's the first question. We don't anticipate appointing any more management to the board.

Currently, the board now with the shareholder has got the maximum number, which is six. The second point is, do we need further aviation experience on the board? That's a good question, and it's something we'll reflect upon. We thank you for asking that question. We feel as though there's a lot of aviation experience in the business, and there's a lot of standard business practices and processes and governance practices that need to be rebuilt and built out. They don't necessarily need aviation industry experience. At the moment, we feel as though we're represented in that sense. Appreciate your question. Does that answer your questions?

Thank you.

James, I have some questions online. From Rhys Vandermeyen. I hope I've—with such a weak balance sheet, what was the reason of paying a dividend? What will happen if you can't reprice the lease contracts? How much longer are the current contracts for?

Okay. I'll sort of go backwards there. Talking about the current contracts, they're commercially in confidence, so I'm not going to disclose the details of those contracts. What will happen if we don't reprice the contracts? Again, I don't want to prejudice any negotiations that we've already begun in terms of giving out that information. I don't feel as though I'm able to answer that question, but it would be speculation. The first question, why do we pay a dividend? If you looked at the results that we saw at that time, that dividend was declared on the back of those results in August. The earnings at that time with those results, we felt at the time as a board that there's the ability to start paying a dividend. Does it mean to say we'll continue?

Clearly, the market guidance and the upheaval that we've experienced in the second half of this year and the sort of share price, etc., really was born out of the first quarter, and we didn't have visibility of that at the end of the financial year.

I have another question from the same person asking, how have things changed so quickly? Everything seemed to be going fine, and then all of a sudden, it seems like we have three or four major issues. We all understood the balance sheet was pretty stretched, but you were selling parts and engines to pay things down. Then you paid a dividend, and it looked like it was something you were happy with. Now you keep mentioning covenants. The wet lease issue must have been well known. It didn't just all of a sudden come apart that we didn't charge enough for the contract.

The wet lease issue and the sort of investigation into this and the, let's call it the accounting treatment and understanding the costs that came through on the depreciation side, which reflected the capital expenditure that which are being expended, only became apparent in that first quarter. It actually started just to really, it's a trend, and it started to blow out in September. At the end of September is when we noticed it, when we got the accounts for the first quarter. That's when we then were surprised. We then went back and did a lot of rigorous analysis on those accounts to determine what the causes were. We then went back and did the work to back solve against the contracts, and that's how we uncovered these issues.

I have another final question that's coming online from a lady, Elizabeth Rich. How many of the board have skin in the game, AQZ shares? To what degree, and have they been purchased on the open market and not given as part of the board?

I can go down the board list here if you like. We're all Bernie, you got shares?

Bernie Campbell
Non Executive Director, Alliance Aviation Services Limited

Yep. I purchased shares soon after joining online market, and I purchased more shares after the earnings guidance was given.

James Jackson
Chairman, Alliance Aviation Services Limited

Mark, you got shares?

Yes. Over 200,000 shares, all bought online.

Stewart

I have shares, a combination of part of my rent package and also bought.

Yeah. My average in price is $2.40. I'm a shareholder. 40,000 shares, average price for about $2.20. Simon's the interim CFO. Not a shareholder. So yes, we all have shares. Stuart, were your shares purchased, or were they part of a package?

It was a combination. I bought shares a few years ago.

Okay. Okay. I think that answers that question.

I have no more questions online at this stage.

Okay. I really thank you all for coming along. Are there any? Yeah, sure, Q. Oh, here we go.

The old. No, I have a question.

Just talking about the sponsorship for this magnificent property here that Alliance gives an unknown amount of money, but by my calculations, probably about $500,000, maybe a bit more a year. What is the benefit of that? And why are we bothering with sponsoring rugby like that? I mean, I just do not understand it.

Stewart, do you want to sort of give an answer to that? No, I can give an answer to that as well.

Benefits. A couple of our major customers like Santos are part of the QRU and Rio Tinto. We do have some, we do a number of charters with the QRU. If you want to expand on that,

yeah. I mean, it's not all cash. Some of it's in kind or contra as well. It gives us the opportunity to, let's call it, entertain customers. Santos is a major customer. They're also a sponsor of this. It also gets us in the room with people from BHP, from Rio Tinto, who are also big customers and people that we'd like to do business with or expand our business with. It is a valid question here. It is a valid question, I understand. We get advertising as well on the players' outfits or whatever we want to call them.

The quantum is, sure, I bet. The quantum is, what is it? Well below what you're, well below the number that you're talking about. Yeah, but there are flights that you provide. There's a whole lot of stuff. Do you reckon it is? They're paid for. I mean, what have we put on the table? How much is it?

The flights are actually charter flights, and we actually make a margin on those. It is actually an opportunity to grow our charter business.

I actually had a question about the same thing because my reaction to it, I'm sorry, my reaction to it at the time is why? Because we're a B2B business. It's Rugby Union, and that's not necessarily our customer base at all. I couldn't see any value in it at all to the point where I actually got a couple of phone calls the day that you made that announcement from other major shareholders basically saying, "Why are you doing that?" Really the question is, how much is it?

We can't answer that because it's commercially in confidence.

Why? Why is it commercially in confidence? We're talking about a donation.

Because the QRU demand that? Because it weakens their negotiating position with other sponsors?

It doesn't seem logical to me, but anyway, okay.

We hear your concern. I can say that, and I can hear what you're saying. We're in an agreement. It does derive, we do derive benefits from it in the sense of conducting charter flights. And they're not free charter flights that we're actually earning a margin on. I understand your point.

It'll be part of the cost review.

It's part of the cost review. Yep. Yep.

Thank you.

Kieran Barlow, I'm a shareholder in Alliance. With the current shortage of planes in the aviation market, has there been any consideration given to actually leasing out the surplus planes that we have? Is that going to be profitable?

Yeah. Yes, there is in certain size of aircraft, shortages of aircraft, you're right in that sense. We have obviously three activities, but all of our planes that currently are essentially utilized. One is the FIFO, which is charter. Secondly is the wet lease. Thirdly, we do have some dry lease aircraft at the moment as well. We are somewhat in that business. We have five E190s that are dry leased to Air North in Darwin, based out of Darwin. All of our aircraft at the moment are deployed to customers, essentially. If things were to change, potentially.

Thanks.

Are there any more questions in the room? No? Thank you very much for coming. I think we've got tea, coffee, something to eat. Appreciate your attendance. Understand the results of the poll will be up on the ASX website this afternoon once they're completed. At this point, I can now.

Operator

I think Nikki's got some.

James Jackson
Chairman, Alliance Aviation Services Limited

Sorry.

Can we make sure that the poll voting cards are returned to our lovely person walking around with our voting box?

Yep. We can move to close the meeting. Thank you very much.

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