Deterra Royalties Limited (ASX:DRR)
Australia flag Australia · Delayed Price · Currency is AUD
4.380
+0.050 (1.15%)
May 8, 2026, 4:10 PM AEST
← View all transcripts

AGM 2023

Oct 31, 2023

Jennifer Seabrook
Non-Executive Chair, Deterra Royalties

Good afternoon, ladies and gentlemen. I welcome you to the 2023 Annual General Meeting of Deterra Royalties. My name is Jenny Seabrook, and I am Chair of Deterra Royalties. Our annual general meeting is being delivered from the traditional lands of the Whadjuk people of the Noongar Nation, and I would like to acknowledge them as the traditional custodians and pay our respects to their elders, both past and present. We wish to acknowledge and respect their continuing culture and the contribution they make to the life of this city and this region. I note a quorum is present, and I declare the meeting open. With me here today is our Managing Director and Chief Executive Officer, Julian Andrews; Non-Executive Directors, Graeme Devlin, Jason Neal, and Adele Stratton; and General Counsel and Company Secretary, Bronwyn Kerr.

Non-Executive Director, Dr. Joanne Warner, and Brendan Ryan, our Chief Financial Officer and Joint Company Secretary, are attending the meeting virtually due to travel commitments. Also in attendance today, at today's meeting, are representatives of our auditor, PricewaterhouseCoopers, our share registry, Computershare, and our legal advisors, King & Wood Mallesons. Firstly, I would like to run through some housekeeping. In an emergency, please follow any instructions given to you. For the benefit of all attending the meeting, I ask that you please turn off your mobile phone now or switch it to silent. The company released the Notice of Meeting for today's meeting on the 29th of September, 2023. The Notice of Meeting can be viewed on the ASX and Deterra websites, as well as on the Computershare website. This meeting is being live streamed.

Shareholders accessing the live stream will be able to listen to the participants speak and see the presentation slides online via the webcast. However, as set out in the Notice of Meeting for today's meeting, this meeting is being held as a physical meeting only, and it is not being conducted as a hybrid meeting. As set out in the Notice of Meeting, shareholders not in attendance and who have not appointed a proxy, attorney, or representative, will not be able to vote, ask questions, or make comments via the webcast. Voting today will be conducted by way of a poll on all items of business. For those in attendance, the persons entitled to vote on the poll are all shareholders, representatives, and attorneys of shareholders and proxyholders who hold green admission cards. The green admission card.

On the reverse of your green admission card is your voting paper and instructions. Proxyholders have attached to their admission card a summary of proxy votes, which details the voting instructions. By completing the voting paper, you are deemed to have voted in accordance with those instructions. In respect of any open votes a proxyholder may be entitled to cast, you need to mark a box beside the motion to indicate how you wish to cast your open votes. Shareholders also need to mark a box beside the motion to indicate how you wish to cast your vote. After the final resolution, Computershare will collect all green voting cards.

For those not in attendance, while every effort will be made to ensure that this meeting runs smoothly for all shareholders, if technology issues do arise, you will be able to access the meeting address and the results of the voting on the ASX platform and on our website. I now declare voting open on all items of business. We will pause at appropriate junctures to enable any questions to be put to the meeting and for voting to occur. The number of proxy votes received will be displayed on the screen in relation to each resolution. Please note that a number of open proxies have been received for the Chair's discretion. I will be directing these open proxies in favor of each resolution. As a result, the poll will not be available before the meeting closes.

They will be released to the ASX and made available on our website later today. Caitlin Knott from Computershare has agreed to be the Returning Officer. The formal business will now commence with my address. When Deterra listed in late 2020 as ASX's first substantial royalty business, and since that time, we have been consistent in setting out the two core elements of the company's strategy. First, to provide our shareholders with transparency and access to the cash flow generated by our world-class Mining Area C royalty. And second, to use the MAC royalty as a foundation on which to build a broader portfolio of royalty and streaming assets, providing new sources of growth and diversification.

This remains our focus, and I am pleased to report that in FY 2023, we have returned AUD 0.2885 per share in fully franked dividends, or AUD 152.5 million, which brings our total returns to shareholders since listing to over AUD 400 million in fully franked dividends. In parallel, consistent with our commitment to you, our shareholders, to pursue responsible growth, we have been busy in evaluating growth opportunities while investing in our business development capability and flexible acquisition debt facilities. In this regard, I again note the interest shown by some shareholders about the time it is taking to capture growth opportunities. From the beginning, we have been clear about our intention to be patient and disciplined in our approach, retaining our focus on adding long-term value over time.

We see discipline as a fundamental part of our investment decision-making, and our observations over the past couple of years has reinforced our belief in the importance of investing in the right opportunities at the right time and at the right price. The extent of our activity is clearly shown in the spend on business development activity. We have bid on a number of opportunities and have not been successful. In hindsight, we believe our judgments have been correct, and the market has borne this out. We have been in the fortunate position of having organic growth, scale, and cash flow, and believe our patience and discipline will be rewarded when we are able to capture opportunities on terms which create shareholder value. We have noted previously that we are seeing an increasing number of growth opportunities and are entering a more prospective period for value-accretive growth.

This growth may require an adjustment in our capital management framework to support investment. Our framework, as with most companies, is built around balancing returns to shareholders with the need to invest in growth. In particular, I highlight the discretion the board has to adjust the payout ratio, and that, that if we are to grow and minimize dilution to shareholders, some retention of earnings may be required. We are also committed to ensuring our returns to shareholders are sustainable, which requires ongoing focus on environmental, social, and governance performance. In that respect, we have continued our development on a number of fronts. In terms of community involvement, during the year, we announced that we had entered into a partnership with Earbus Foundation of Western Australia to help provide important healthcare support in the communities of the Central Pilbara.

This support has already enabled Earbus to recommence its activities in that region, and we are pleased to be associated with this important work. We continue to review the composition of our board and committees, and as our focus moves from formation and governance activities towards greater emphasis on growth activities, we saw a clear need to add specific royalty experience and also experience in the Canadian marketplace. In that regard, we have strengthened our board and committee membership through the addition of Jason Neal. Jason will address the meeting shortly and can speak to the specific skills and experience he brings, but we are very pleased to have the benefit of his extensive investment experience and global knowledge and networks, particularly in the royalty and streaming hub of Toronto.

In closing, Deterra has now been listed for three years under the constant, consistent guidance of its board and management team. We have stayed true to our commitment at the outset of returning value to our shareholders and seeking to grow the business in a patient and disciplined way. I look forward to continuing to build on that work with the support of you, our shareholders. I will now hand over to our Managing Director and CEO, Julian Andrews.

Julian Andrews
Managing Director and CEO, Deterra Royalties

Thank you, Jenny. Last year, FY 2023, was once again a year of strong performance for the company. Our producing assets continued to perform well and deliver organic volume growth. In particular, our core asset, the Mining Area C royalty, once again benefited from record production at Mining Area C, 126 million wet tonnes, up from 111 million tonnes in FY 2022, as the South Flank expansion continued to ramp up to full nameplate capacity. This $3.6 billion investment by BHP and its partners remains on schedule to meet full run rate production by mid-2024, at which point the combined Mining Area C capacity of 145 million tonnes a year will make it the largest iron ore hub in the world.

Our mineral sands royalties also recorded strong performance, with Doral's Yalyalup mine reaching full production capacity of 100,000 tons of heavy mineral concentrate and with the approval of the extension of Tronox Wonnerup operations. From a financial perspective, it was pleasing to see these volumes reflected in another strong year of revenue generation, with total revenue of AUD 229 million. Although this was down 14% on FY 2022, this was largely due to a reduction in the one-off capacity payment received from the MAC royalty, down from AUD 46 million in FY 2022 to AUD 13 million in FY 2023, as the rate of growth in South Flank's volumes slowed as it approaches its nameplate capacity.

Underlying royalty receipts, that is, excluding this one-off Mining Area C Capacity Payment, were down 1.6% overall at AUD 216 million, as the increased sales volumes largely offset softer realized pricing, as iron ore pricing moderated from the levels seen in FY 2022.... One of the key features of our business model is the protection it can provide against cost inflation and margin compression through exposure to mines revenue, rather than operating earnings. This is particularly powerful in times of significant cost inflation, as we've seen recently in the mining sector, and is reflected in the AUD 219 million of reported EBITDA at a 96% margin. It's also been a very busy year in terms of business development.

When we met this time last year, we remarked on the changes we were seeing at the time in broader economic and capital market conditions, and our belief that they would lead to an increase in the number and quality of growth opportunities for the company. This has proved to be the case, and although no new investments were made in FY 2023, our pipeline is as active as it has ever been as we continued to build both market awareness of our business and internal capacity, with a number of opportunities reviewed in that time, doubling over the prior year. In all, we've now reviewed more than 150 opportunities since listing.

It's worth noting again at this point, that we see discipline and patience as critical to investing capital effectively on a long-term basis, and our observations over the past couple of years have reinforced this belief. We have had organic growth in our portfolio and still do, and will not make investments for the sake of simply showing activity. As we've said from the time of our listing, we believe there is a significant opportunity to add value to the company through growth and are focused on pursuing that opportunity. In that regard, we're now seeing more better quality opportunities at levels that we think are better able to support value. However, the market is very competitive and our ability to act quickly on value accretive opportunities as they arise, will be key to the success of our growth strategy. Accordingly, we continue to strengthen our capacity in that regard.

In particular, as a provider of capital or investor in secondary royalties, liquidity is critical to the success of our business model. We need to be able to invest as we see good opportunities through the cycle, and particularly when other sources of capital are less available. Hence, we've put in place credit facilities that provide us with that liquidity. We have found it to be an important differentiator for our business when talking to potential counterparties, particularly about primary royalties. They value our ability to be fund certain. We've also continued to invest in our team's capability to review and execute on these opportunities. Most notably, our recent announcement of the appointment of Jason Clifton to the Chief Financial Officer role, with Brendan Ryan to assume full-time responsibility for business development as head of corporate development.

To close, FY 2023 was a year of continued organic growth for the business, in which we delivered strong returns for our shareholders whilst continuing to build our profile, pipeline, and capability, and I look forward to capturing the opportunities FY 2024 will bring for the benefit of our shareholders, with the assistance of our team and board. Thank you.

Jennifer Seabrook
Non-Executive Chair, Deterra Royalties

Are there any questions on Julian's address or my own, which shareholders would like to ask at this time? Noting that questions which specifically relate to resolutions being considered later in the meeting will be deferred to that time. When shareholders have a question, could you please state your name and, if relevant, the organization you represent. If there are no questions, I'll move to the first item of business. The first item of business listed in the Notice of Meeting is: to receive and consider the company's financial statements for the year end 30th of June, 2023, together with a declaration of the directors, the Directors' Report, the Remuneration Report, and the Auditor's Report. In accordance with the Corporations Act, there is no vote on this item. This item of business provides shareholders with the opportunity to ask questions about the reports, audit, and management of the company.

Ian Campbell, a partner of PricewaterhouseCoopers, is available to answer any questions relevant to the conduct of the audit, and the preparation and the content of the auditor's report. I confirm that no written questions to the auditor were submitted to the company under Section 250PA of the Corporations Act before the meeting. Are there any questions on this item of business? If there are no questions, I will now proceed to the resolutions in the Notice of Meeting for shareholder consideration. I refer you to Resolution 1 in the Notice of Meeting, which relates to the adoption of the Remuneration Report. The proxy votes received on this resolution are displayed on the screen.

The resolution is that for the purposes of Section 250R(2) of the Corporations Act, and for all other purposes, approval is given for the adoption of the Remuneration Report as contained in the company's annual financial report for the financial year ended 30th of June 2023. This resolution is advisory only and does not bind the company or the directors of the company. Nevertheless, we will take into account the outcome of the vote and any questions raised in considering our remuneration framework and the practices, and practices in future years.... The voting prohibition statement applicable to this resolution is set out in the Notice of Meeting and is displayed on the screen.

Before I invite questions, I note we have received a number of comments about the lack of performance conditions attached to the one-year Management Alignment Rights issued to the Chief Financial Officer in September 2022. In this regard, I repeat comments made in the Remuneration Report. Given the heightened demand for senior executives with resource experience globally at the time, the stage of development of the company's investment process, the increased volume of opportunities being considered, both internally and externally generated, and a desire to maintain corporate knowledge and stability in attaining, the Board determined in September 2022 to make a one-off grant of Management Alignment Rights to the CFO, which were time-based, with an expiry of 1 September 2023. I now invite shareholders to comment on or ask any questions they may have in relation to Resolution One.

If there are no questions, I put the resolution to the meeting. If you haven't done so, please now cast your vote on this item. I refer you now to Resolution Two of the Notice of Meeting, which relates to the election of Jason Neal. Details of Jason's qualifications and experience are set out in the Notice of Meeting and the 2023 Deterra Royalties Annual Report. We are delighted to welcome Jason to the board. The outstanding experience he brings in metals and mining investment, particularly the work he has done in the royalty sector, complements the skills already existing on the board as we look to grow our portfolio. Jason will now address the meeting.

Jason Neal
Independent Non-Executive Director, Deterra Royalties

Thank you, Jenny, and good afternoon, everyone. My name is Jason Neal. I appreciate the opportunity to address everyone today. I believe my background supports the contributions that I aim to make as a non-executive director of your company. The majority of my career has been as an investment banker in Toronto for more than 20 years, where I was Global Co-Head of the BMO Metals and Mining Investment Banking Group. This was and remains a very successful team, supporting many great clients in the industry as they have executed M&A and fundraising transactions to build their own businesses. My tenure was a period where the royalty and streaming model really exploded in scale, and I had a role in supporting the establishment of several of the leading companies in the sub-sector.

After my time at BMO, I was President and CEO of an operating gold mine, gold company with a mine in northern Canada, TMAC Resources, which was sold in 2021, and subsequently, I was Executive Vice President of a senior gold company, Kirkland Lake Gold, which was merged with Agnico Eagle to create a stronger senior gold company in 2022. Currently, I am working with three partners in a private acquisition vehicle called Whetstone Resources, and I have one other non-exec role as the Lead Director of G Mining Ventures, which is listed in Toronto in building a gold mine in Brazil, which is scheduled to start up in 2024. I joined the Deterra board as an independent non-executive director in November of 2022, and I am seeking election today. I see tremendous potential in Deterra.

With the outstanding foundation of the MAC Royalty, we are the largest non-precious royalty company by market capitalization. The growth in the royalty and streaming business really became as arbitraging precious metals from polymetallic ore bodies, but has evolved to largely be a project financing partner in the development of new mining operations, and the underlying commodity is no longer the distinguishing factor. This opportunity is obviously keeping Julian and his team extremely busy. I thank you for your support, and if elected as an independent director, I look forward to continuing to contribute to the success of Deterra.

Jennifer Seabrook
Non-Executive Chair, Deterra Royalties

The proxy votes received on this resolution are displayed on the screen. The resolution is that for the purposes of Clause 8.1 of the Constitution, ASX Listing Rule 14.4, and for all other purposes, Jason Neal, a director who was appointed by the board on the 30th of November 2022, retires in accordance with Clause 8.1C of the Constitution, and being eligible, is elected as a director. I now invite shareholders to comment on or ask any questions they may have on Resolution 2. If there are no questions, I put the resolution to the meeting. If you haven't done so already, please now cast your vote on this item. I refer you now to Resolution 3 of the Notice of Meeting, which relates to the grant of securities to the Managing Director and Chief Executive Officer.

This resolution asks shareholders to approve the grant of share rights and performance rights to the Managing Director and Chief Executive Officer, Mr. Julian Andrews, under the company's equity incentive plan, on the terms summarized in the Notice of Meeting. For the financial year ending the thirtieth of June 2024, the board has offered Mr. Andrews a 9.1% increase in total fixed remuneration, the first increase since the company's demerger in 2020. This increase reflects the experience he has gained since listing, and is intended to ensure that the company remains competitive in the global market for senior executives. The board has not recommended any changes to the structure of the short-term incentives or long-term incentives offered to Mr. Andrews for the financial year ending the thirtieth of June 2024.

Details of the material terms of the short-term incentives and long-term incentives proposed to be offered to Mr. Andrews are set out in the Notice of the Meeting, including in Schedules 1 and 2 of the Explanatory Statement. Mr. Andrews' maximum short-term incentive opportunity will be equal to 40% of his total fixed remuneration. One-third of the short-term incentive is deliverable in cash, and the remaining two-thirds is deliverable in share rights that are capable of vesting into shares, subject to satisfaction of retention periods of one year for 1/3 and two years for the remaining one-third. The number of share rights proposed to be granted to Mr. Andrews cannot be determined at this time, but will be assessed against a scorecard and calculated in accordance with the formula set out in Schedule 1 of the Explanatory Statement. Mr.

Andrews' maximum long-term incentive opportunity will be equal to 100% of his total fixed remuneration. In accordance with the formula set out in Schedule 2 of the Explanatory Statement, we are proposing to grant 196,898 performance rights to Mr. Andrews. As with last year, the performance measures are two equally weighted market conditions based on, firstly, relative total shareholder return, and secondly, relative share price growth performance. Details relating to the assessment of these conditions are set out in Schedule 2 of the Explanatory Statement. The proxy votes received on this resolution are displayed on the screen.

The resolution is that approval be given for the purposes of ASX Listing Rule 10.14 and for all other purposes for the grant of FY 2024 deferred short-term incentive share rights and FY 2024 long-term incentive performance rights to the Managing Director and Chief Executive Officer, Mr. Julian Andrews, under the company's Equity Incentive Plan, including the issue or transfer of shares on the vesting and exercise of those short-term incentive share rights and long-term incentive performance rights on the terms detailed in the Explanatory Statement accompanying this Notice of Meeting. The voting exclusion and prohibition statements applicable to this resolution are set out in the Notice of Meeting and are displayed on the screen. I now invite shareholders to comment on or ask any questions they may have on Resolution Three. If there are no questions, I put the resolution to the meeting.

If you haven't done so already, please now cast your vote on this item. Ladies and gentlemen, that concludes all of the resolutions to be put to the meeting. I ask that all shareholders complete their voting before I close the poll. Computershare representatives will now walk around the room and collect the green voting cards. Should you require any assistance, please raise your hand. I now take it that all shareholders have voted, and I declare the poll closed. Computershare will now proceed with counting the poll and collating results. Details of the results of the meeting will be released on the Deterra site and on the ASX company announcement platform later today. I would like to thank you all for your attendance and participation in the meeting.

As that concludes the business of today's annual general meeting, I declare the meeting closed, and for those in attendance here in Perth, I invite you to join us for refreshments. Thank you all.

Powered by