Welcome to the IPH Limited 2025. Present in the room today, and those who have joined us online. I advise that today's meeting is being live-streamed on the company's website. Shareholders have also had the opportunity to submit questions prior to the meeting. I would also like to acknowledge the Gadigal people. Introduce you to members of our Board of Directors, Senior Executives, and Auditors. Our non-executive directors, John Atkins, Vicki Carter, David Wiadrowsky, Kate. We have our Chief Financial Officer, Brendan York. Put your hand up, Brendan, so people come and see you later. Our Company Secretary, Tamsin Hoff, and our representing our Auditors, Deloitte's Xenia Delaney, our Engagement Partner. A copy of the Notice of Meeting and Annual Report are available on the IPH website. I take the Notice of Meeting as read.
I'll be keeping to the order set out in the Notice of Meeting, and shareholders are requested to keep their questions until the particular. Be calling a poll on each of the resolutions, and I declare the polls open now. Before moving to the formal business of today's meeting, the Managing Director and I will first provide you with an update of the group's highlights for the year. These addresses will discuss our financial results for FY25 and how we are responding to the current market challenges in FY26. We'll also discuss enhancements to our remuneration framework following shareholder feedback last year and an update on the board renewal and CEO succession. In a challenging operating environment, IPH reported statutory net profit after tax of AUD 68.8 million compared to AUD 60.8 million in the prior year. Underlying EBITDA lift.
Underlying impact, an important measure given the material amortization profile of acquired intangible assets in IPH each year, increased by 7.3% to AUD 120.6 million, which delivered underlying AUD 356.3 million, slightly down on the June 2024 number of AUD 359.9 million, with a leverage ratio of 1.9 times, which remains within the company's maximum target leverage ratio of up to two times. Capital Management Program by utilising free cash flows to increase returns to shareholders, including through buybacks, while remaining cognizant of the target leverage ratio. The board declared a final dividend of AUD 19.50 per share, up 4% on the prior year. IPH remains focused on improving shareholder returns through the continued dividend stream. Andrew will provide further detail on the financial results in his CEO address.
Like all shareholders, return in U.S. PCT filings, causing a corresponding decline in filings into secondary markets where IPH operates, and delayed revenue from the disruption caused by systems issues in the Canadian Intellectual Property Office, or CIPO, have impacted activity and subsequent revenue. While we can't control the share price, I can assure shareholders that the company is working hard to respond to these challenges in FY26. That includes targeting additional jurisdictions beyond the U.S., including Western Europe, Japan, South Korea, and China, for incoming filings into key secondary markets to diversify our revenue base. Driving new business development activities at the member firm transfers. Reducing our cost base to align to the operating environment and driving further operational efficiencies. Implementing a fresh group-wide incentive program to focus on driving member firm progress in FY26, including trading results and metrics for the first four months of the year.
The board carefully considered feedback from shareholders and proxy advisors on our executive remuneration framework received prior to last year's AGM from FY26 to enhance the alignment of executive reward with shareholder value. These include an increase in the proportion of STI delivered in equity and the introduction of a relative total shareholder return as an additional vesting condition. Further details on these changes are outlined in the FY25 remuneration report. Over the past year, we continued to progress board renewal. Kate Mason joined the board on the 1st of September 2025. Business transformation and information technology and is a welcome addition to the board. Having served on the board since 2019, Xingming Kean will retire from the board at the conclusion of today's AGM. On behalf of the board, the executive. The future.
Before closing, I want to make a special mention of Andrew Blattman, who has announced his intention to retire as MD and CEO during the second half of calendar year 2026. I want to acknowledge and thank Andrew for his exceptional leading role as Director and CEO. Under Andrew's guidance, IPH has grown its platform significantly through acquisitions in Australia and New Zealand, expanding throughout Asia, and more recently building the market-leading presence in Canada. Andrew's vision and dedication will support Andrew's continued leadership during the transition period to ensure a smooth handover to our next CEO. In closing, I want to acknowledge Andrew, his leadership team, and all our people across the IPH group for their contribution over the last year. Let me conclude by thanking you, our shareholders, for your continued support of IPH and look forward to sharing more progress with you next year.
I now ask Andrew to deliver his Managing Director's address.
In my address today, I'll provide a summary of our FY25 financial results and an update on our strategic focus and sustainability. I'll conclude with commentary on how we are responding to the current challenging external environment, together with an update on trading for the first 4.5% to AUD 710.3 million, while underlying EBITDA increased by 6% to AUD 207.2 million, primarily due to the Canadian acquisitions of Brion Raffoul, Ridout & Maybee, and Robic. On a group like-for-like basis, which, as you know, removes the impact of acquisitions and foreign exchange movements, revenue was flat on the prior year, with underlying EBITDA declined 4%. In Australia and New Zealand, like-for-like revenue increased slightly despite a drop in filings, while like-for-like underlying EBITDA declined by 2%. Remained challenging in Australia and New Zealand to date in FY26.
In Asia, like-for-like revenue was flat on the prior year, with underlying EBITDA down marginally by 1.7%. IPH group filings across the Asia region increased by 16.5% in FY26 and beyond. IPH has an unmatched network in Asia to support global clients' secondary IP market needs, and we expect Asia to continue to facilitate the company's growth plans. Our Canada segment was significantly disrupted by the Canadian CIPO, which is the Canadian Intellectual Property Office, as we call that, the systems issues causing a backlog of workload, which delayed revenue in FY25. As these issues are resolved, we expect an improvement through FY26 and beyond. Despite the disruption, the Canadian activity. The integration of Bereskin & Parr and Smart & Bigger in March 2025 was successfully completed with synergies achieved above target, and we saw a continued increase in client referrals from our Canadian business to the IPH network.
Presence in Canada with a simplified member firm brand structure. Having now successfully completed these Canadian acquisitions, our focus is now on enhanced organic performance and operational excellence across all markets. Through our transformation efforts, we have found member firms with the group providing strategic guidance and shared capabilities. This will allow each member firm to retain its own identity, culture, and client relationships. This model balances the strength of local brands with the benefits of IPH group scale and support by streamlining workflows and reducing costs. We also restructured group corporate services in late FY25 to better support member firm level growth. In FY26, we'll focus on further supporting member firms by investing in targeted technology upgrades. We advanced our sustainability agenda by focusing on those areas most material to our business and stakeholders.
We refined our greenhouse gas emissions measurement in preparation for mandatory climate-related disclosures commencing in FY26. We also finalized a group reconciliation action plan in Australia. Shareholders can find further details of these and other initiatives in our FY25 sustainability report. Now, in terms of our FY26 focus, while the macro environment has been challenging, we are focused on driving organic growth and generating operational efficiencies. Given the ongoing decline of U.S. PCT filings to Australia and New Zealand, we are refocusing our business development activities to target second-tier associate firms for filings into our member firm jurisdictions in South Korea and Chinese incoming filings. Our focus in Canada is to leverage our integrated platforms and to harness the beginnings of a recovery and pattern workflow following the CIPO systems issues that have challenged us to date.
A cost base to drive operational efficiencies, which will deliver annualized cost savings of AUD 8 million-AUD 10 million from FY26. I'll now provide an update on trading for the first four months of FY26, 1 July to 31 October 2025, compared to Canada and Asia, partially offset by a decline in the Australia and New Zealand segment, which continues to be impacted by lower U.S. PCT filings and the economic downturn in New Zealand. Our group performance reflects the enhanced resilience and diversity of our earnings base, comprising only 43% of our earnings, excluding corporate costs, for the year-to-date period to 31 October 2025. For the first four months of trading to 31 October 2025, unaudited IPH group revenue was AUD 241.7 million, up. Year.
The growth was a result of the prior year acquisition of Bereskin & Parr, organic revenue growth in both Asia and Canada, as well as a positive movement in foreign exchange rates. The average AUD/USD exchange rate for the first four months of FY26 was also assisted by a reduction in corporate costs, which will remain a focus across the rest of the financial year and beyond. Now, performance on a like-for-like basis, which excludes the impact of foreign exchange movements, both gains and losses, as well as constant currency adjustments, together with the impact of like-for-like underlying EBITDA, was 3.5% up compared to PCP, reflecting cost reductions implemented in FY25. I'll now discuss each of these three segments. Firstly, the Canada, which delivered a recovery.
In Canada, the cost synergies achieved from the Bereskin & Parr acquisition we implemented late last financial year and continued cost discipline are assisting in improved results in this segment. We are also seeing the beginning of a recovery in workflow and improvement in the clearance of backlog workflow, with some CIPO activities operating at higher average monthly volumes than before disruptions commenced in July 2024. Canada, like-for-like revenue was 3.1% up for the PCP, with underlying EBITDA 12.9% above the PCP. Now to Asia, which showed a promising return to revenue and earnings growth, coupled with IPH filings continuing to increase across the Asian region. We see positive signs of recovery in our Asian business. Performance across the second half of FY25 and into FY26 is starting to yield revenue and earnings uplift.
We have like-for-like revenue up 3.3% ahead of the PCP, and underlying EBITDA improving 1.6% for the first four months being followed, and a general slowdown in the New Zealand economy. As detailed previously, IPH member firms have a significantly higher exposure to U.S. clients relative to the market, and IPH's Australia and New Zealand segment is impacted by the decrease in market filings from U.S. applications. These replications, which are not attached to a filing agent, have increased by 222% for the year-to-date compared to the PCP. At this stage, it is unclear what is driving this somewhat unusual activity. Excluding these self-filed provisional applications, like-for-like revenue was 7.7% below PCP, with underlying EBITDA down 10% for the first four months of trading to 31 October 2025.
While this segment is operating in a challenging economic environment, member firms are responding to the challenge with increased new business efforts to protect the EBITDA margin, which continues to hold at the FY25 level. We are confident that our actions taken this year will ultimately yield better results in this segment. However, it will take some time to see through this cycle. As some share 26, this will enable a suitable transition period and smooth handover to a new CEO. It has been a privilege to have led this company for the past eight years, and I wish to thank everyone at IPH for their support during this time. Finally, I'd also like to thank shareholders for your support of the company. Despite the short-term disruptions, the medium-term fundamentals for IP remain supportive for growth, and we are confident in restoring value in the long term.
Company's intellectual property remains one of their most valuable assets, which will always require protection across global markets. As a market leader across secondary IP markets with an unmatched global network, IPH remains well placed for servicing that growth. Thank you again.
The business of today's meeting. I would like to point out that the minutes of last year's AGM are available for inspection by shareholders at the end of the meeting. The resolutions for consideration today may only be voted on by shareholders, proxy holders, and shareholders. Are to be considered as ordinary resolutions. Ordinary resolutions must be approved by a simple majority of the votes cast by shareholders entitled to vote and voting on the resolutions. Resolution seven, the SPILL resolution, is only required to be put to the meeting if at least 20%. As I noted earlier, each of the resolutions will be decided upon on a poll, and the results will not be known until the end of the meeting. A contingent poll will be conducted on resolution seven.
If the remuneration report receives more than 75% support after the conclusion of this meeting, I propose to vote all undirected proxies in favor of resolutions two through to six and against resolution seven. Turning to today's business, if you wish to speak on a motion or when you have been acknowledged, please identify yourself before speaking, and I would ask you to only raise one topic at a time. The first item of business allows shareholders the opportunity to discuss the company's financial report, director's report, and vote required for this item, but I welcome questions or comments from shareholders regarding the accounts and the performance of the company in general. Mr. Delaney, the engagement partner with our auditors, Deloitte, is present at today's meeting, and the accounting policies adopted in the financial statements and the auditor's independence.
All questions should be initially addressed to me, and any questions to be answered by the auditor should be restricted to the matters I've just outlined. If you wish to address the meeting, please use the microphone provided and speak clearly. Also, before you're asking your question, please state your name and any affiliation that you may have. Are there any questions?
Yes, please. You have the microphone.
Briefly at the end there that there's been a decline in the American business, and I'd sort of like a bit more detail on that. Is it a decline in the American market, or is it a decline in our share of the market? Sees the market going forward in America where he sees our prospects or otherwise?
Thanks for that question, Bryan. Andrew, can I ask you to answer that?
Yeah, thanks. Good to go. Right, thank you. Thanks for the question. Of our work comes out of the U.S. What we have seen, and we announced it at the annual results in August, that that incoming work from the U.S. into Australia was down almost 8%, and we were down 9% at the time. In many ways, you look to the past, the U.S. has been the primary innovation source for over 100 years. I don't think that's going to change in the short to medium term. What we are doing is not waiting for that to happen. We're pivoting our BD efforts. We are well placed in China because we have our own office in Beijing, one to receive incoming work from the primary markets into Beijing, into China, but certainly we're also seeing an increase in work outgoing from China into our business.
I think in the Australia at this point, but certainly that's an opportunity. The other thing we're doing to try and refocus the BD activity in the business is moving away from a direct corporate focus and moving more to the associate market. By the associate market, I refer to Spruson & Ferguson or Griffith Hack in Australia, but they might be in San Francisco or in Munich with an end client in Palo Alto. That's probably the largest proportion of our work, but they're a much more disparate group with a smaller volume per client opportunity. One, we've pivoted to markets outside the U.S., and two, we've had more focus on that associate market outside the corporate space.
Thanks, Bryan. Are there any other questions? If there are no further questions, we'll move on to the resolutions. The first resolution is item 2A. Resolution 2A provides for the re-election of Mr. John Atkin as a non-executive director. Mr. Atkin, who was appointed non-executive director of the company. Details of Mr. Atkin's skill and experience are set out in the notice of meeting. I now move that Mr. Atkin be re-elected as a non-executive director of the company. The motion is open for discussion. I'd also like to.
Thanks very much, Peter. As Peter observed, I've been a director since the IPO and was appointed back in September 2014. When we commenced the process of board renewal in 2021, when Peter accepted our invitation to come on board, he should be simply tapping me on the shoulder, and I would happily move on at his request. That is very much the flavor in which I'm now standing for re-election. You'll see when we discuss shortly Kate's appointment to the board. She has taken over my position as chair of the People and Rem Committee in due course, and that will free up Peter to give me the tap. Having said that, I'm very happy to continue working with the board. I recognize and the team at IPH, I recognize we're going within our stable and the potential that we'll realize through that in due course.
As I said, I anticipate this will be my last term as a director, and I'll be working it forward year by year, really very much at the discretion of the board and welcome.
If there are no questions, I'll put the motion to a vote. Please now mark for, against, or abstain next to resolution 2A on your yellow voting cards. I advise that the proxy and director votes are shown on 2B. Resolution 2B provides for the re-election of Ms. Vicki Carter as a non-executive director. Ms. Carter was appointed as an independent non-executive director in October 2022, and she retires by rotation and offers herself for meeting. I now move that Ms. Carter be re-elected as a non-executive director of the company. The motion is open for discussion, and I would like to invite Ms. Carter to address the meeting. Vicki.
Thank you, Chair, and good morning, fellow shareholders, and thank you for the opportunity to address the meeting this morning. When I joined the board of IPH three years ago, I did so because of the important role the company plays in enabling the protection of the world's innovators. The past three years have reinforced my belief in the potential we have to leverage our global presence and our very clear strategic intent, coupled with disciplined execution. I believe my skills and experience in both executive and non-executive roles position me well to make a positive contribution on your behalf. I have over 35 years' experience in the financial services and telecommunications sector, including chair of Bendigo and Adelaide Bank and non-executive director for ASX Limited, where I chair the People and Culture Committee and am a member of the Noms Committee, the Tech Committee, and the Risk Committee.
For IPH, I chair our Projects Committee, and I'm a member of People, Remuneration, and Noms, as I'll leave a few of our shareholders. Finally, I'd like to echo Peter's acknowledgement of Andrew, his significant leadership of IPH and also of the sector. Thank you.
Thanks, Vicki. Are there any questions regarding this resolution? As I advise that the proxy and direct votes, as shown on the screen, have been received. We now move to resolution 2C. 2C, resolution 2C, provides for the election of Ms. Kate Mason as a non-executive director in accordance with Rule 6.2B of the company's constitution and offers herself for election as a non-executive director of the company. Details of Ms. Mason's skills and experiences are set out in the notice of meeting. I now move that Ms. Mason, being eligible, be elected as a non-executive director outlining her skills and experiences. Please, Kate.
Thank you, Chair, and good morning, fellow shareholders. I'm Kate Mason, and I am honored to serve as a director and stand for election for the IPH board, the audit and risk committee, and the projects committee. In addition, I have spent three months really understanding the business, meeting our senior executives, our member firm MDs, and other core members of our team. What excites me, similar to Vicki, is the extraordinary growth opportunities that we now have at IPH. I bring over three decades of global experience in people and culture, specifically remuneration and leadership transformation. I have led large-scale transformations to deliver strong commercial results. This, I believe, will be critical as we look throughout my executive career, served on numerous boards, and been based in over five countries, and in particular, some of the countries of which we are privileged to have some of our member firms.
I've also served since stepping out of my corporate life for years. At IPH, we are focused for you on what matters most, which is maximizing our value across all our member firms. I know what it takes to drive organic growth after significant and a range of cultures. I confirm that I have the time and the capacity to give my full attention, my leadership, to this portfolio and this business. My portfolio is deliberately structured to be complementary, and the insights. Executive Director of the IPH group. I'm committed to working with management and my fellow directors to deliver the results that you expect and you deserve. Thank you.
Thank you, Kate. Are there any questions next to resolution 2C on your yellow voting card? I advise that the proxy votes, as shown on the screen, have been received. We now move to item three. Resolution three seeks revenue of their earnout for the purposes of ASX listing rule 7.4. The details of the share issue and the approval sort are set out in the notice of meeting. I now move that the issue of shares to the Robic Vendors be ratified and approved. I believe that they are certainly Australian dollars. It can be confirmed by our CFO and the Company Secretary, Australian dollars. If there are no further questions on the voting card, I advise that the proxy and direct votes, as shown on the screen, have been received. Thank you. We now move to item four, resolution listing rule 7.2, exemption 13B.
Details of the terms of the equity incentive plan and the approval sought are set out in the notice of meeting. I now move that the issue of securities and the equity. As there are no questions, I now put the motion to a vote. Please mark for, against, or abstain next to resolution four on your yellow voting card. I advise that the proxy and direct votes, as shown on the resolution 5A, seeks the approval to award 91,422 performance rights to Dr. Andrew Blattman as part of a short-term incentive in accordance with the terms of the IPH incentive plan. Details of the terms of the performance rights, including vesting conditions and the approval sought, are set out in the notice of meeting. I now move that 91,722 performance rights, as part of the short-term incentive, be issued to. There are no questions.
I put the resolution to a vote. Please now mark for, against, or abstain next to the resolution 5A on your yellow voting card. I advise that the proxy and direct votes, as shown on the screen, have been received. Resolution 5B. I just note that in our ASX announcement on the 13th of November 2025, we have withdrawn resolution 5B due to the retirement of Dr. Blattman in the second half of 2026. We now move to item. The remuneration report forms part of the director's report and contains details of the KMP remuneration arrangements and also the company's response to its first strike received at the 2024 AGM. I note that the shareholder vote on this resolution is in favour to be carried. I now move that the remuneration report in respect of the financial year, 30 June 2025, be adopted.
Are there any questions in relation to this resolution? If there are no questions, I advise that the proxy and direct votes, as shown on the screen, have been received. Thank you. We now move to agenda item seven. The next item of business is the adoption of the remuneration report being cast against it. The adoption of the remuneration report is being considered on a poll, and the results will not be known for certain until after the end of today's meeting. As a result, we are putting this item to the meeting for prudence. If the spill resolution is passed, the company will be required to hold a further general meeting referred to as a spill meeting within 90 days of the AGM. Immediately prior to the end, approve the FY25 remuneration report will cease to hold office.
Each of the relevant directors would be eligible to seek re-election at the spill meeting. If this resolution becomes necessary, it would. Voting cards for, against, or abstain. Now, that finalizes the standard order of business, but we now have the opportunity for more general questions. We have one received. Canadian Intellectual Property Office, coping with processing the backlog. Will CIPO processing impact HY26 revenue? That's the current half-year revenue. Or will the full adjustment not.
Question, and it's one I ask myself a lot. I think that they are starting to release some of the backlog, and in my address, I indicated it was the beginning of a backlog release. I don't think it's consistent. As one, we see a rise in examiners' reports, for instance. We might see a decrease in notice of allowances, another activity in the pattern of a cycle. I think they are debating resources to one end, but it sometimes comes at a cost at the other end. In general, as an overall comment, I would say that the backlog is slightly reducing in that we've seen, for example, examiners' reports are above at present, last month, were above the monthly average in FY. In FY 26 issue, I'd say it's a calendar year 2026 issue as well.
We will see some revenue uplift in FY26, and that's part of that story we saw in my reflection on the Canadian result for the first four months, but it's a small.
Thanks, Andrew. There's now a short opportunity to ask some more general questions. Has anyone got more questions? Yes, please. Can we just get a microphone, and if you could please state your name. Thank you.
Richard Grant. I'm a shareholder. We've just seen a. Affecting IPH.
I won't comment directly on the CSRO employment position, but look, I think if you look at the trend in Australian innovation over the last 20 years, it has been in decline. The Australian market, business, it's a small part of the business, whether it's in Australia, Asia, or Canada. It's probably less than 25% of our group revenue across any of those segments, if I can call it that. I think it's disappointing for the country that our innovation is not stronger. I think we're better. Necessarily move the needle that much.
Any further questions? One more, Chairman.
Oh, sorry. Yes.
Another question.
Yes, please.
Can you share any?
Search process
to find our next CEO. That process is just beginning at this point, but it will consider both internal and external candidates. As there are no further questions, that brings us. Our registry, MUFG. They are circulating with some ballot boxes to allow them to calculate the results of the poll, which I'd better do myself. Thank you very much. I now close the polls. The results of the polls will be announced to the ASX as soon as the votes have been counted, and that would be with respect to that to be in the next. I would like to thank you for your support and I now declare the meeting and polls closed. I invite you to join us for a light refreshment. Thank you very much for your attendance.