Stealth Group Holdings Ltd (ASX:SGI)
Australia flag Australia · Delayed Price · Currency is AUD
0.9000
-0.0900 (-9.09%)
Apr 24, 2026, 4:11 PM AEST
← View all transcripts

AGM 2025

Nov 13, 2025

Chris Wharton
Board of Director, Stealth Group Holdings Limited

Good morning everyone. The time for the start of the meeting has arrived and our quorum is present. I therefore call the meeting to order and declare this annual general meeting of Stealth Group Holdings Limited open for business. My name is Chris Wharton and I am the Non-Executive Chairman of the company and of this meeting. I welcome you all and thank you for attending. What a year and what a week. Firstly, I'll make some introductions. I'm joined today by our Group Chief Executive Officer and Managing Director Mike Arnold, our Non-Executive Directors John Groppoli and Simon Poidevin, and by our Company Secretary Anthony Bonino. I would like also to make welcome Ashleigh Woodley, our external audit partner from BDO who'll be available to take any questions regarding the annual financial report.

Also in attendance is Matt Trotman and Charlotte Bruton from the company Share Registry, Computershare. I'd now like to run through the order of events. Firstly, I'll present my address as Chairman and this will be followed by a brief presentation from Mike Arnold. Following his presentation, we'll invite questions from shareholders. I would like to remind you that this is a shareholders meeting. Only holders of the company shares, their attorneys, proxies and authorized representatives are entitled to vote and speak at this meeting. I ask that each person who wishes to ask a question to identify themselves and hold up their admission card. Following the question session, we will commence the formal proceedings of the meeting.

The resolutions of today's meeting were outlined in the notice of meeting and the resolutions will be read and put to the meeting with an opportunity for shareholders to ask any questions on the resolutions. Of course, a poll of the resolutions will be taken at the end of the meeting and once all voting has occurred, the poll will be declared closed. The poll will then be counted and the results of it will be announced to the ASX following the conclusion of the meeting. People entitled to vote on the poll are all shareholders, representatives and attorneys of shareholders and proxy holders who hold admission cards. I will conclude the meeting after the poll. If you have a mobile phone, could you please ensure it's put on silent and turned off for the duration of the meeting.

I also ask that you do not use cameras, video or sound recorders during the meeting. Good morning and welcome to the 2025 Annual General Meeting of Stealth Group Holdings Limited. It is a pleasure to have you with us at Stealth's corporate head office here in Stirling, Western Australia. Thank you for joining us in person and those who are attending via the online webcast. Before we move into the formal business of today's meeting, I would like to provide an overview of our performance for Financial Year 2025. Following my comments, our Managing Director and CEO Mike Arnold will give a brief management presentation and look at the road ahead. This year is a defining chapter in Stealth's journey.

It has been both our most transformative and our strongest year yet, delivering record-breaking financial performance, disciplined execution of our strategy, and significant strengthening of our market position. During the year we delivered on several ASX announced initiatives that not only drove financial success but also positioned Stealth for long-term scale, and these included the full-year integration of Force Technology International, which is now the cornerstone of our consumer division, which is new. We had a AUD 7.5 million capital raise at AUD 0.60 a share, which was executed without diluting value and supporting strategic growth initiatives. The launch of the Tool Hire Company, entering the equipment rental sector with a scalable, high-return model. We've got exclusive brand rights and expansion. The brands include Casetify, Ember, Act, Wesco, Hardened Tools, Belkin, Dalco, and Revo Safety, which altogether boost our retail penetration and margin expansion.

We achieved a record Financial Year 2025 result. Record sales were there increasing 27.6% to AUD 145.1 million, which was driven by the full year integration of Force, organic growth, and expanded distribution reach. Earnings before interest, taxation, depreciation, and amortization grew 62% to AUD 9.9 million, and net profit after tax surged 130% to AUD 3.1 million. Our net debt reduced by 37% to AUD 6.8 million, the lowest in five years, and the share price lifted from AUD 0.21 to AUD 0.73, delivering a total shareholder return of 252%, with market cap growing from AUD 24 million to AUD 94 million. It's pleasing to say that our balance sheet is stronger than ever, and with disciplined cash flow management enabling investment in future growth without compromising financial stability. We've also invested in growth and operations and undertook a capital raising with AUD 4.8 million invested to build future scale and capability.

Key initiatives included property upgrades and refurbishments of AUD 1.2 million across four locations in Karratha, Brisbane and Perth. The expansion of our digital commerce channels including three new online stores. Sorry that my voice is squeaking. Could I get some water please? I've got some there. Thanks Anthony. Sorry about that ladies and gentlemen. Just to say again, we had the expansion of our digital commerce channels including three new online stores, Tool Hire and loyalty rewards and member portal and new marketplace integrations. There were technology upgrades which covered website enhancements, cybersecurity automation initiatives, integration of the Force business and new HR systems. Investment in private labeling and exclusive product ranges included CAT, Harden h as mentioned these before, Wesco, Revo Safety, CASETiFY by Belkin and Ember. I'll now cover our outlook and path to Financial Year 2028.

In July we announced record iPhone 17 pre-sales of AUD 6 million and that represented a 50% uplift on the prior year and we have guaranteed orders across JB Hi-Fi, Officeworks, Telco channels and leading convenience retailers. Earlier this week we announced the acquisition of Hardware and Building Traders or HBT. It's a pivotal and transformational milestone for Stealth and for Australia's independent hardware and industrial sector. This acquisition significantly enhances our scale, our buying power and growth potential across both sales and with our margins. Mike will provide further details on this acquisition as I'm sure you're very keen to hear, and our updated Financial 2028 earnings guidance in his Managing Director's presentation.

In closing acknowledgments, I just want to sincerely thank our shareholders, of which we have a couple here today, and I thank you for coming along both the long standing and new for your continued trust and support. I also extend my deepest appreciation to my fellow directors John Groppoli, Simon Poidevin and Mike and our management teams and our more than 250 employees across Australia. Your hard work, your passion and your integrity remain the foundation of our success. I will now hand over to our outstanding Managing Director and CEO Mike Arnold to provide his update. Thank you ladies and gentlemen for the time being. I'll be back after Mike.

Mike Arnold
Group Managing Director and CEO, Stealth Group Holdings Limited

If we get a page one. Thank you. Thank you, ladies and gentlemen. I appreciate you taking out the time today and following on from the Chair's presentation, I'd like to thank our management, also my fellow Directors for the exceptional work that they continue to do in delivering performance across the business. In particular, my right hand man being Luke Cruskall, who's continued to perform exceptionally well in challenging environments but every day continues to lead our people with exceptional outcomes and obviously through his direction we've been able to achieve not only FY 2025 but obviously as we move forward, equally by CFO Matt Green who's been with us for the short time but had some really good impact in our business as well as the rest of the team.

Before I go on, also just obviously from a voting point of view we have a Director resolution that will come up shortly. Being John Groppoli and I'd just like to make comment around John and also some insights into John's contribution to the business. His background is a legal profession, his specialties in franchise. He's actually a barrister by registration and his contribution to our business, particularly around the acquisition of HBT has been exceptional. He's led the whole program through front to end and without his legal guidance and all h is contribution, particularly around our governance and basically experience that we can't get externally. We really fortunate to have John in our business and be able to get his insights in the business. So he is an exceptional individual that's been with us from the very beginning and before.

I have known John now for over 20 years, through previous business life and as I just want to reinforce, he's an exceptional individual and his contribution to our business shouldn't be understated. On behalf of myself and the company, John, really thank you. Obviously Chris has covered FY 2025. My presentation will cover Hardware and Building Traders and look, exciting acquisition. Everybody's obviously read the announcement. We've completed it on Monday. It has put us in a new realm in terms of the leading market alternative for hardware and also for industrial. That means that we now have the scale and capability and the size to be able to compete head to head with companies like Bunnings and Metcash. We are the alternative to them. HBT, just a bit of background, is the largest privately owned buying group in Australia.

It has 1,165 odd members within that means stores across Australia. AUD 700 million of purchases that are put through there from the independent operators who are doing suppliers, which is the core of what HBT has to offer, as well as a significant technology platform. From a retail point of view that equates to about AUD 1.3 billion in retail sales. Just to give you some context of that, in a AUD 93 billion addressable market, Bunnings has about AUD 20 billion. Metcash has AUD 3.7 billion and we are AUD 3.5 billion. Sorry, and we are sitting around about AUD 1.5 billion now. There is a significant gap between our company and everyone else and it has put us three years ahead of where we thought we would be.

It is strong strategic fit not only into our business to leverage our wholesale business, but obviously as I walk through and take you through the benefits of the contribution, it adds to our operations and our increase in our guidance from AUD 300 million to AUD 500 million in sales as well as significant synergies being AUD 8 million worth of contribution that we've identified for FY 2027 and contribution of revenue of additional AUD 200 million for FY 2028. From an industry point of view, as you can see on the last bullet point there, we have a fully integrated national platform. Now it is industry defining. We are disruptive to the market and we're really excited that we're embryonic in terms of the thinking of our journey in this with significant upside to come. Thanks, Lucy. I've covered the key statistics but there's a couple of other comments I would like to make here.

It's highly cash generating. It's about 490 suppliers of which almost half of those overlap with the current Stealth business. Therefore there's integration opportunities of terms and negotiation in terms of working with suppliers and taking them in a bigger and stronger platform to market. From a cash point of view, I mentioned it's high free cash flow cash, sorry, it's got a great return on invested capital, therefore light capital investment f rom our perspective. I t also has roughly 50 stores that are painted up in a brand called H Hardware and Industrial that is throughout Australia that is really about pooling licensed members together and creating a stronger brand in the marketplace u nder one, we will look at expanding that particular brand ourselves and we'll be hoping to get north of 200 stores over the next two years.

The contribution, I guess, of the rest of the members are all individually owned and operated businesses. They have their own banners. Therefore, having one single banner is not what this group is about. It is actually leveraging from independents that have dominant positions in their market, or they are the alternative in regional towns, in city areas, and obviously anywhere in between. Thanks, Lucy. Our strategy with that is collectively with the Stealth assets and company-owned operations merged with the benefits of all these, seeing independent operators gives us not only the network reach and the buying reach, but what it also does is positions us with the point of difference in the market by having a largely variable cost structure.

What I mean by that is we have a fixed infrastructure in terms of our company owned operations, but we can actually leverage, scale up and scale down as the economy moves. Therefore, what you're not going to get from us as a company is investing heavily into stores only to impair those or close those down in three or four years' time, which is a typical cycle of a large company that has multiple assets unless they're market leader in its own right. In the next 90 days, we're going into hard integration, and what that will mean is our exclusive range such as Caterpillar and Hardened Tools, and the other range that Chris had mentioned earlier with Wesco, etc., we have access to 1,200 stores now, not 32. Therefore, we would expect sales to be a material uplift.

The key catalysts of growth really come about our announcement that we came out with in May and obviously Chris has just reinforced with a bit tool hire, exclusive range, loyalty programs, a whole host of other initiatives that we put in place over the last number of years, but particularly we've announced in the last six months the benefits of that through having a scale from 32 stores, 1,200 is enormous, and it's transformational for our company. Today the Stealth business, we're a wholesaler, we're a retailer and we're also a distributor. We're very diversified in terms of our product offering. We cover business, we cover trade, we also have retail customers and we cover a whole host of multiple sectors. We still maintain our approaches, products and solutions for made for everyone used every day and that's our approach.

Therefore we'll never get stuck with a product that has a lifecycle as such. Our model is flexible as I've already mentioned. It's in store, it's online, it's through sales reps, call centers. Our omnichannel general approach is really strong and a lot to be leveraged. Two operating divisions, one is industrial and hardware, the other one is in consumer which Chris had mentioned earlier around our acquisition last year of Force Technology . We have 1,200 outlets that we could access in the industrial and hardware part of our business or arm. On the consumer side we have access to 3,500 outlets that stock and store our products. Significant from where we've been in the last 18 months, we've basically gone from 40 stores to 4,700 outlets. There is no other company that's achieved that in such a short period of time.

We're at the embryonic phase of penetration in those particular stores. Our banners, these are the banners that we're looking to invest in going forward. From a customer-facing perspective in industrial and hardware, Heatley Sales and Automotive Safety and Industrial, sorry, it's a distributed business, B2B as well as trade. Therefore, we supply our customers through sales reps in a branch, online, or our customer call centers. Ultimately, that is all industries from commercial to government to mining companies, transportation through to all end markets that require goods. HBT is our wholesale division for our industrial business whereby we have products that we will supply from HBT warehouse, we will have products that will be drop shipped from the supplier, and there's also a whole range of member services in there.

Wrapped up in that is also our exclusive private and private label range as well as our tool hire business as well. That job is to look after the independent retail and trade members. H Hardware, which I mentioned earlier, is really governed around the retail and trade side. B2C, B2B, in line and in store and online is where you be able to buy those goods from there, and their target market is trade professionals and retail DIY. Our consumer side is a wholesale distribution business. As we bought HBT as a buying group, its evolution will be very much governed by the other six or seven key functions of what we would call wholesale. In the Force environment, it represents nine different brands. It distributes to all the retail outlets that I' ve mentioned.

We have a highly sophisticated warehouse that is operated that's fully automated. Therefore the ability to be able to move within that consumer area is quite significant in its own right in the future. These are the brands that we will push and promote in the future. There will be four brands that will no longer exist. They've all been wrapped up and will be wrapped up into the HBT business or in the H Hardware business. Ultimately that means that we can penetrate markets with building brand reputation and a couple of things in terms of upgrades. I just wanted to reinforce this as we've come out with earlier on the market from a sales point of view. Sales from AUD 300 million in FY 2028, we've now upgraded that to AUD 500 million. Our range of EBITDA is now 8% to 12% whereas previously it was 8%.

Our net profit after tax is in the 5% to 8% range. Previously that was 5%. Significant uplift across all those made on the back of the HBT acquisition, o f course. O ur capital investment will be less than 1.5%. We'll maintain that. Our wholesale distribution through not only exclusive and private label range, but also the contribution to Tool Hire as well as HBT going into that pool means that previously greater than 10% of sales, it will be around about 35% to 40% of sales in the future. That is a fundamental and significant shift as well. Our debt ratio, at 30 June 2025, we were at AUD 0.7, AUD 6.8 million. We have taken on AUD 17 million worth of new debt from the bank to fund the acquisition of HBT. That takes us to about a two times leverage.

We'll be looking to get that down less than one. Obviously our focus is to continue to reduce our debt and increase our working capital to make the most of the opportunity that we have in our AUD 700 million new purchasing environment or AUD 1.3 billion retail environment. In our own business we currently only recognize AUD 7 million. There is significant uplift there and we want to make sure we have the working capital to support that. The catalysts for growth, j ust reinforcing really things that we put out in the market before, h igher volumes, better buy prices. Our loyalty programs are really key. Improving our working capital comes from stock term efficiency as well as our supply chain infrastructure, so that's important as well as our procurement leverage.

The efficiency now with the multiple store locations the volume goes through means that we will be expecting better buy prices through freight, through products and a whole host rationalization, technology, insurance. All those back end functions, we will leverage from an integration with HBT. What that will ultimately drive is a lower cost of doing business and a simplified infrastructure that you can see we've started to do and that will generate, you know, its own efficiencies b uilding for the future. Tr ading and Outlook, I think this is my last page, isn't it? Right. Trading and Outlook, the market conditions pre HBT are steady. The company's diversified model is resilient and works through the cycle. 90, a bit over 90% of the products that we sell is non-discretionary items. Therefore we're not impacted on from that perspective. The 1H26 will be slightly better than 1H25.

There is a number of those projects that I mentioned earlier that we delayed for the right reasons with HBT coming on. Therefore what you will see is our first half of 2026 to be reasonably flat, maybe slightly ahead of 1H25. However, our L2H 2026 will be strong. O ur FY 2027 will be strong and our FY 2028 will be even stronger. We' re confident that all the initiatives we have had ready to go and it has been tinkering in the background. We have been working on the HBT deal for a while. We knew that this was going to come to fruition. Therefore it was prudent of us to hold them back and rather than roll them out to and those initiatives out to the 30 stores, we wanted to make big impact to the 1,200. On the basis of that I appreciate everybody's contribution. Again, I appreciate shareholders' time.

The last week has been an amazing increase and journey for everybody, which I thought, I'm sure everybody's really appreciated, but I see that as just the beginning of what the future holds, and we're really excited about everybody being part of the journey moving forward. Thank you. You're on .

Chris Wharton
Board of Director, Stealth Group Holdings Limited

Thank you. Good on you, mate. That was very well done. As I said, Mike's an outstanding CEO and you can see that he's really got his head around the business. There's no doubt about that. Now can I invite our shareholders if they have any questions they wish to raise?

Garten Sarah
Shareholder, Stealth Group Holdings Limited

Yeah, yeah, I'd like to ask.

Chris Wharton
Board of Director, Stealth Group Holdings Limited

Can you tell us, tell us who you are?

Garten Sarah
Shareholder, Stealth Group Holdings Limited

Yeah, my name is Garten Sarah. I've been a shareholder for, through my super fund, through my own name for q uite a while.

I want to just say congratulations. I've gone along the journey and I think we're a 10x there, so w hich is good.

Yeah, so that's excellent. I guess we've got a major decision to make whether to continue on the journey or should we get off or not. Firstly, congratulations. I remember all your previous presentation and that you talked about the future and I can see what's happening. I think you must be very pleased. Likewise, you've taken on, I guess, or swallowed a whale. There's obviously, in my own experience, quite a lot of things can go wrong, so I wondered what you can tell us, what can go wrong. Secondly, is that type of business, I guess, which is which I originally got interested because you. I come from Wesfarmers background, so it was always considered the little Wesfarmers. I was there in 1984 when Wesfarmers was basically small.

I think there are a number of issues that can come left field with all these things. How do you plan to address those? Also, it's a number of shareholders of Bapcor now suffering, which is, you know, how do we avoid those from happening?

Mike Arnold
Group Managing Director and CEO, Stealth Group Holdings Limited

Yeah, you know.

Chris Wharton
Board of Director, Stealth Group Holdings Limited

Would you want to come up here please, mate? Just switch to his ugly mug .

Mike Arnold
Group Managing Director and CEO, Stealth Group Holdings Limited

In terms of that question. Just sort of COVID that. The question around obviously HBT is how we're going to integrate this, how we don't run risks like a Bapcor. Wesfarmers obviously is a great company and done an exceptional job. I'm an ex-Wesfarmers employee as well so I know well we have one of our fellow former directors who sits on the board of Wesfarmers. We watch them and we see them as a really good benchmark in the market. I guess the point of difference with us is we're bought on a variable cost structure. The difference between Babcord is everything's 100% owned and operated. Fixed infrastructure in stores and also as warehouses. What that means is as a business ramps up or if their business alters and comes down, they still got this fixed cost base.

Whereas what we're doing is we will have a low fixed cost base. W e'll have a variable infrastructure and we're leveraging from independence. We want to make the independent successful. We want to be able to use their network, their channels without the fixed cost base that sits behind that and be really good at distribution. Instead of turning over eight times, we want to turn over 12 times. The efficiency of our business is really about stock management and stock throughput and also providing a really good offer to market. This is not about what we've done in the last week or what we think we can do in the future. We've been building this from the moment that I founded the business in 2014. This has always been the dream to get it here.

The people like Chris and John and Simon that I brought in from a board perspective are guys who worked in multi-billion dollar businesses. When we got to, I guess, the opportunity to grow, these guys have already been in that space. They know what needs to be done, they know the levers to pull. They also know the areas to watch. Simon's background is capital markets, but he also sits on the board of companies or advisory boards that are involved in liquidation, administration. We are always having good looks at our balance sheet. We are always looking at what does this mean to our business, how should we actually, what are the risks that are associated with that?

From a supply chain perspective, we have a COO who's the best guy that's out in the market, and his background is in the space that we have, and he's recruited a really good specialist in supply chain that allows us to not only technology put it in, marketing put in, but also manage inventory. Everything has full visibility that is built for a business that can go 10 times bigger. We have the systems, we have the people, and everything in place. The reason why Matt Green and new CFOs here is because he's worked in large organizations, billion dollar turnovers. He's also owned his own businesses. Matt just gets distribution, gets the things that we need to be looking at, looks at the balance sheet as well as our P& L. He's been heavily involved in this transaction as well.

As I spoke about John Groppoli earlier, from a legal point of view. As we've sort of built, we've built capability at the highest level to be able to take on this and more. This is just the first phase. All we do with HBT is they're just a buying business. They buy and they sell goods, which is all technology based. What we do, we have the luxury now of how quickly do we grow or if we don't quite achieve those milestones, we can slow it down or things come to us that we think we're well and truly ready for it. We're going to leap ahead so we have that flexibility in our cost base and our operating platform with the skill set that sits behind it. Now, to your question about increasing your share value by 10 times.

There'll be a lot of people in your spot going, "well, should I maximize it?" It depends on the individual's needs and wants. What I can say to you from a personal point of view is that apart from AUD 200,000 worth of shares that I sold to meet a tax obligation, I've been here now since 2018 with the shares, and then prior to that, obviously, we were shareholding. I'm not selling.

Garten Sarah
Shareholder, Stealth Group Holdings Limited

You're not going to do a DroneShield on us.

Chris Wharton
Board of Director, Stealth Group Holdings Limited

No.

Mike Arnold
Group Managing Director and CEO, Stealth Group Holdings Limited

That is very good. We spoke about that earlier.

Chris Wharton
Board of Director, Stealth Group Holdings Limited

Yes.

Mike Arnold
Group Managing Director and CEO, Stealth Group Holdings Limited

No, you won't. You won't. I won't be dumping all of them. In fact, my intention at the moment. My wife and I have spoken about this in great length. I feel that we're at the beginning of it. I am not selling anything. N ow, there are other people and I would not begrudge anybody for selling because everybody has different circumstances for the right reasons. There are people that I know and there is one particular individual who bought in at AUD 0.11 and he bought a couple of million shares and he got his son involved, whose son at that time was about 10, and they are still here today and they have sold a little bit. I feel good for people like that. If he sold in the next few months, I would not begrudge him.

He's been with me now since 2018 and at some point somebody wants to maximize their earning. I hope that sort of gives you a bit of context. Yeah. Great, and I appreciate you coming.

We might have huge funds. I would have worn my suit.

Chris Wharton
Board of Director, Stealth Group Holdings Limited

That's all right.

Mike Arnold
Group Managing Director and CEO, Stealth Group Holdings Limited

That's not why we dress up here every day.

Chris Wharton
Board of Director, Stealth Group Holdings Limited

Yeah. Look, thanks for that, Mike. That was really well done and I hope that answered what you did. Mike alluded to him not selling shares and I'm not sure I'm allowed to do this. I do intend to sell a few. I've been for the ride since 2018 as well, so I want to pay off my kids' mortgage. That is the only reason I'm doing it. It'll only be a few shares, so we'll get around that when the time comes. You know, again, I'm so glad to see that you have been with us for the long term. As Mike said, if you want to take some profits and maybe ride the rest, good luck to you. If you have any other questions, yeah. Footy. Okay.

Mike Arnold
Group Managing Director and CEO, Stealth Group Holdings Limited

Right. .

Chris Wharton
Board of Director, Stealth Group Holdings Limited

Okay. Since there's no more questions, we'll move to the formal proceedings of the meeting. The register of the shareholders is tabled and available for inspection. Please ensure that you registered your attendance with the share registry reps as you entered for today's meeting. I advise the meeting that the notice of Annual General Meeting and explanatory memorandum or a letter directing shareholders to the website location of the notice of Extraordinary General Meeting and explanatory memorandum was sent to all registered members. Now if you understand that, I'm very pleased. Unless there are any questions, I'll take them as read.

B efore moving to the resolutions, I advise the meeting that 46 valid proxy forms have been received representing a total of approximately 14,946,475 shares or 11.49% of the company's issued share capital. Proxy results will be shown on the screen behind me by Lucy when I table the resolution. I advise that I intend to vote in favor of the resolution with proxies received giving the Chairman the discretion to vote as I see fit. Pursuant to clause 13.17 of the company's constitution, we will conduct a poll on each resolution as is now required under ASX Listing Rules. There are four resolutions in today's meeting as noted previously. The poll will be taken at the end of the meeting. I'll explain the poll procedure at that time.

I will now commence the business of the meeting and set out in notice as set out in notice to this Annual General Meeting. The first item of ordinary business on the agenda is the tabling of the 2025 Annual Report. The annual report has been circulated to all members who requested a copy and the annual report is hereby tabled as per the notice of Annual General Meeting. No resolution needs to be put to shareholders here. I note that Ashleigh Woodley from BDO, the company's auditor, is available to assist with any questions that may be in relation to the auditor's report. Does anyone have a question of the directors or auditors regarding the annual report? No. Okay. We'll now proceed to vote on the resolutions. Resolution number one is a non- binding resolution to adopt the Remuneration Report.

To c onsider it and if thought fit to pass it with or without amendment, t he following resolution is a non-binding resolution and I quote that for the purpose of section 250R(2) of the Corporations Act and for all other purposes, approval is given to adopt the Remuneration Report as set out in the annual report for the year ended 30 June, 2025. As Chair I moved the motion and the summary of proxies are shown on the screen. Is there any discussion in respect of this resolution? No. There being no further questions, we'll move to resolution two, which is the re-election of a director, Mr. John Groppoli.

And to consider, if thought fit to pass with or without amendment, the following resolution as an ordinary resolution that Mr. Groppoli being a director of the Company who retires by rotation in accordance with clause 14.2 of the company's constitution, ASX Listing Rule 14.4, and for all other purposes and being eligible and offering himself for re-election, that he'd be re-elected as a director of the company. As Chair, I move this motion. The summaries of proxies for this motion are shown on the screen. Is there any discussion in respect of the resolution? Right. Thank you. There being no further questions, we'll move to resolution 3, which is the reinsertion of proportional takeover provisions of the Constitution.

We're here to consider and if thought fit to pass with or without amendment the following resolution as a special resolution that pursuant to and in accordance with sections 64 8G and 1 3 6 (2) of the Corporations Act, shareholders approve the reinsertion of the proportional takeover provisions in the form set out in clause 36 of the constitution for a period of three years with effect from the close of the meeting. As Chair, I move the motion. The summary of proxies is shown on the screen.

Is there any discussion in respect to this resolution? Being no questions, we will move to resolution four, which is the ratification of prior issue of shares under Listing Rule 7.1 Placement to consider and, if thought fit, to pass with or without amendment, the following resolution as an ordinary resolution: that for the purpose of Listing Rule 7.4 and for all other purposes, shareholders ratify the issue of 12,500,000 shares as set out in the explanatory memorandum. As Chair, I move the motion. The summary of proxies for this motion is shown on the screen. Is there any discussion in respect to the resolution? No. Thank you. Now we come to the conduct of the poll. We will conduct the poll in accordance with Resolution 13.17 of the company's constitution. Computershare's registry representative Matt Trotman will run the poll and he'll also act as returning officer.

Persons entitled to vote on the poll are all shareholders, representatives and attorneys of shareholders and proxy holders who hold admission cards. Your admission card contains your voting paper and the instructions. S hareholders need to mark a box beside the motion to indicate how they wish to cast their votes. Please ensure that you print your name where indicated and sign the voting paper. When you finish filling in your voting paper, please hand it to Matt to ensure your votes are counted. If you require any assistance at all, please raise your hand. I'll just pause while voting papers are completed and grab my papers so I can hand them over to Matt. Excuse me for a moment. Thank you, Matt. Matt's gotten a lot, so no one needs any more time. If you do, raise your hand.

No.

Good stuff. Thank you.

Thank you.

I declare the poll process closed. The poll results on all resolutions will be collated and made available later today on both the company's and the ASX websites. There being no further business lawfully brought before the meeting, I thank all shareholders for their attendance and contribution and formally declare the meeting closed at 11:43 P.M. Thank you again. We really appreciate it and power to Stealth as we go to the future.

Thank you.

Good afternoon.

Powered by