SHAPE Australia Corporation Limited (ASX:SHA)
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Apr 28, 2026, 4:11 PM AEST
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AGM 2025

Oct 28, 2025

Greg Miles
Chairman, SHAPE Australia Corporation Limited

The Gadigal people of the Eora Nation and pay our respects to Elders past, present, and emerging. It's now 2:00 P.M., and there being a quorum present, I declare the meeting open for business. I confirm that the meeting has been properly constituted. In opening the annual general meeting, I would like to introduce the Board and management team of SHAPE, who are in attendance today: Jane Lloyd, Non-Executive Director and Chair of the Nomination People and Culture Committee; Michael Barnes, Non-Executive Director; Kathy Parsons, Non-Executive Director and Chair of the Audit and Risk Committee; Peter Massey, Non-Executive Director, joining us online; Peter Marix-Evans, Managing Director and Chief Executive. We're also joined by Scott Jamieson, Chief Financial Officer and Joint Company Secretary; and Elizabeth Spooner, Joint Company Secretary. I also note the presence of René Muller, representing the audit firm SW Audit.

Please allow me to now quickly share some Q&A and voting instructions. For shareholders attending online, you will see at the bottom of your screens that the webinar contains a Q&A function. This function can be used to submit questions, type your questions, and press enter or the send button to submit the question. Please note that while you can submit questions from now on, I will not address them until the relevant time in the meeting. Kindly include the agenda item number to which your question relates. Shareholders present in person, persons holding valid proxies, federally appointed corporate representatives, and attorneys of shareholders have the right to speak and vote at this meeting. If you wish to ask a question or comment, please raise your hand at the appropriate time. During the formal business of the meeting, please keep your questions and comments to the resolution being considered.

Questions which relate to the general business of the company will be collected and addressed at the conclusion of the meeting. All questions should be addressed to me as the Chair. I will either deal with the questions personally or ask someone who is better placed to respond. We will do our best to answer any relevant question raised. I ask that you keep your questions short and to the point so that as many shareholders as possible have a chance to ask a question. Please also note that your questions may be moderated or, if we receive multiple questions on one topic, amalgamated together. Due to time constraints, we may run out of time to answer all of your questions. If this happens, we will answer them in due course via email, posting responses, or posting responses on our website.

Those shareholders attending in person today that are entitled to vote on the poll are all shareholders, representatives, and attorneys of shareholders, and proxy holders who hold yellow voting cards. If you are attending in more than one of those capacities, you will have been issued with as many voting cards as you have separate capacities. If anyone believes they are entitled to vote on this poll in any capacity and does not have a yellow voting card in respect thereof, please raise your hand now, and a member of our share registry team will assist you. At the appropriate time, I will ask that you mark your vote for the resolution on the yellow voting card. After all resolutions have been read and voted upon, please place it in one of the ballot boxes that will be circulating the room.

Are there any questions in relation to the voting process? There being none, let me just outline the agenda for today. I will shortly provide the Chairman's address, followed by an address from the company's CEO, Managing Director Peter Marix-Evans, after which we'll proceed to the formal matters to be considered at today's AGM. Finally, there will be an opportunity for questions and discussion. As Chairman of the Board, it's a pleasure to address our shareholder group here today. Reflecting on the 2025 financial year, I'm proud to report that SHAPE has once again delivered a strong and profitable performance, continuing to build long-term shareholder value. We have maintained momentum across our strategic growth agenda, steadily transforming from a fitout and refurbishment specialist to a national fitout and construction services leader.

SHAPE's increasingly diversified portfolio has underpinned the company's growth across all financial and operational metrics, positioning SHAPE for sustained success in the year ahead. At the core of SHAPE's performance is our unwavering commitment to safety, quality, and customer service excellence. These values underpin the delivery of more than 400 projects in 2025, 82% of which were completed within a 12-month period. SHAPE's business is weighted towards shorter duration and internal projects, limiting cost and escalation risks. Our reputation for excellence is demonstrated by our world-class Net Promoter Score of +85, and our loyalty and loyalty of our clients, with more than 85% of our projects coming from repeat business, an incredible number. These achievements are a testament to the dedication and talent of our people, and trust and confidence of our clients and partners, and the strength of the SHAPE brand.

Our diversification strategy and strong project backlog drove revenue growth of 14% to $956.9 million. Earnings followed suit, with EBITDA increasing 26% to $32.7 million, and NPAT increasing by 32% to $21.1 million. Importantly, while the business expanded, we reduced our overheads from 7.1% to 6.9%, reflecting efficiencies of scale, continued discipline in cost management, investment in technology, and operational gains from our diversified project portfolio. This robust financial position is further highlighted by a 30% increase in our cash and marketable securities to $128.3 million as of 30 June 2025. This enhanced liquidity provides a solid foundation to pursue strategic growth opportunities and further strengthen our balance sheet resilience. It also instills confidence among clients and supply chain partners by positioning SHAPE as a stable and preferred delivery partner.

We continue to execute against our three strategic growth pillars of non-office sector expansion, geographic expansion, and the diversification of service offerings. Our five regional offices are contributing significantly to both revenue and pipeline growth, while service offerings such as modular construction and design and build are gaining strong market traction. We are strengthening our presence in non-office sectors, including defence, education, and health, while also growing our core office sector. In 2026, commercial office fit-out projects made up less than 40% of our backlog order book, representing a more diverse portfolio. This sector mix enhances resilience and broadens our market reach. Pleasingly, SHAPE's strong financial position and operational performance have supported increased shareholder returns. Dividends declared during the year increased by 32%, with a final dividend of $0.125 per share, bringing the total for 2025 to $0.225 per share.

Looking ahead, we remain confident in SHAPE's long-term strategy and ability to adapt to an evolving project landscape. We began 2026 with a healthy backlog of $492.4 million and a robust pipeline of $4 billion. The strong growth momentum witnessed in 2025 has carried through into the first quarter of this financial year, with backlog orders up 17% since 30 June 2025 to $577.2 million. As a Board, we are committed to ensuring strong governance, disciplined capital allocation, and sustained shareholder returns into FY2026 and beyond. On behalf of the Board and the entire organization, I would like to acknowledge Michael Barnes. Michael has been with SHAPE for 35 years and delivered distinguished service to SHAPE, and we thank him sincerely. Michael has served as CEO, Executive Director, and Non-Executive Director, and his leadership and commitment will leave a lasting impact on the company's growth and culture.

Thank you, Michael. As part of the Board renewal process, we welcomed Peter Massey as a Non-Executive Director in August, who offers himself for re-election today. Peter brings over 20 years' experience in building businesses and mergers and acquisitions, adding valuable perspectives to the Board. I would like to thank CEO and Managing Director Peter Marix-Evans and the entire SHAPE team for their outstanding contribution and continued focus on performance, safety, culture, and customer service excellence. I also thank my fellow Board members for their stewardship, and you, our shareholders, for your continued confidence in SHAPE. Thank you. I'll now hand over to Peter and return shortly.

Peter Marix-Evans
CEO and Managing Director, SHAPE Australia Corporation Limited

Thank you, Greg, and a warm welcome to everyone joining us today, both here in our office in Claret Street and also for those online. It's with great pride that I present the results this year for another outstanding year for SHAPE . FY2025 was a period of both strong growth, successful delivery, and continued momentum, with results that reflect the strength of our strategic plan and also, very importantly, the commitment of our people, clients, and partners. As Greg highlighted, we achieved record revenue with significant uplift across all of our financial and operational metrics, reflecting our steady expansion across services, regions, and sectors, giving us a solid backlog of $492.4 million. Our ability to consistently secure work is underpinned by our unwavering focus on safety, quality, and customer service excellence.

This is strengthened by our investment in systems and processes that mitigate risk and also give us a competitive advantage, including a sophisticated CRM system and the use of forecasting models. Together, these tools support an impressive tender conversion rate of in excess of 50%. Our growth strategy continues to deliver positive market results across all three diversification pillars, strengthening our market position and enabling SHAPE to navigate economic cycles and global macroeconomic challenges, both with agility and resilience. In FY2025, our expansion to non-office sectors saw the project's wins grow in these sectors, including health, retail, education, and hotels. These increased by 25%, up to $497.3 million. Notably, our defence sector project wins grew by 17% during the year, to $74.6 million, reflecting continued demand on our growing reputation in this space.

On the geographic expansion front, we established two new regional offices, both in Geelong and Townsville, joining our existing operations in Newcastle, the Gold Coast, and Hobart, which also services Lonnie and all of Tasmania. Together, these five regional offices contributed $99 million in project wins, and revenue grew by 173% in our regional offices. With our geographic footprint now covering most major cities in Australia, this further reinforces our position as a national contractor of choice. Across our specialised construction service offering, revenue grew 66%, and project wins increased by 20%. Importantly, modular construction wins surged 160%, up to $78 million, with projects spanning Victoria, South Australia, the ACT, and New South Wales. Design and build, façade remediation, and our aftercare and facilities maintenance division, AFM by SHAPE, also continue to grow steadily, creating additional long-term client relationships and recurring work streams.

At SHAPE, safety is and always will be our top priority. In FY2025, our total recordable injury frequency ratio, or TRIFA, fell to 5.7%. This result speaks to the strength of our safety leadership, proactive practices, and ongoing investment in training and technology. Above all, it reinforces our commitment to ensuring that every person that comes into contact with our sites returns home unharmed. Our national team, spread across all capital cities and key regional centers, continues to set the benchmark for client relationships, attention to detail, and industry-leading safety practices. This reputation is reflected in the fact that around 86% of our clients signed off that their projects achieved perfect delivery and in our world-class Net Promoter Score of + 85. Our people remain the driving force of our success, and in FY2025, we grew our team by 7%, circa 7%, reaching 686 people nationally.

We invested over 5,000 hours in training and upskilling, leading to one in five people being promoted during the year. The focus on career progression is critical in our business because our ability to grow relies on attracting, developing, and retaining high-quality people. We also remain committed to diversity, maintaining a diversity ratio of circa 29%, and continue to build on inclusion across the organization. Our commitment to sustainability and social impact is equally strong. In FY2025, SHAPE maintained climate-active certification for its corporate operations across our operations, with over 1,450 tonnes of waste recycled through our landfill diversion initiative. Over 6,000 furniture items and materials were donated or reused and effectively kept out of landfill.

We proudly contributed over $1.3 million in the value of goods, labor, or services, and donations for our charity partners across the country, which is a reflection of our values and our commitment to making a positive impact in the communities in which we operate. We entered FY2026 well-positioned for continued success, building on our solid track record of project wins. In the first quarter, backlog orders have increased 17% from June 30 to $577.2 million. During the quarter, we also secured project wins of $336 million, a significant increase from PCP of $240 million in the first three months of FY2025. These wins reflected the breadth and depth of our capabilities, sectors, and expanding geographic footprint.

Notably, our Victoria operation delivered an exceptional performance, securing $116 million in wins, which is almost triple the $43 million achieved in the prior year, and also includes the largest project win that we've had to date in that state. All three of our growth and diversification pillars are performing well. In particular, our modular construction, which I mentioned earlier, capability has doubled its revenue to $14.5 million, which is compared to $17.1 million PCP. This will allow the modular team to continue to focus on expanding the pipeline of modular projects across Australia for future opportunities. Our 120-day pipeline, so that's known project opportunities, continues to grow, reaching approximately $1.6 billion in Q1 of FY2026. The overall pipeline now stands at approximately $4.2 billion, comprising projects aligned with our skills and our expertise.

This positions us with the right foundation to support our ability to deliver another strong result for FY2026. While maintaining our leading position in the office market, SHAPE continues to see strong potential across all of our three diversification pillars. We will keep strategically targeting growth in selected non-office sectors, including education, hotels, defence, health, transport, aged care, community, entertainment, and recreation. With less than 10% of our estimated market share in core commercial office sector, there's still considerable growth potential alongside these new markets. Having successfully established five regional locations in the past three years, with the most recent openings in Geelong and Townsville securing solid project wins, we aim to further strengthen our presence in these regions and grow our market share there. We'll continue evolving from a fitout and refurbishment specialist to a group offering complementary construction services.

We will drive growth in our modular construction capabilities through investment and product development and targeted recruitment, and where appropriate, assess opportunities for additional manufacturing facilities to support our expansion. We'll seek to expand our AFM by SHAPE division beyond both the Sydney and Melbourne operations to establish a national service network, while our design and build offering will be rolled out to other states as well, enhancing our integrated project delivery. Additionally, we'll continue to review acquisition opportunities that align with our strategic growth objectives and establish SHAPE's presence in new market sectors where we don't currently operate. To close, I want to extend my heartfelt thanks to our people for their unwavering dedication, to our clients for their trusted partnership, our subcontractors and consultants for their commitment to excellence with us, and also to you, our shareholders, for your continued support and trust.

I also wish to acknowledge Mr. Michael Barnes for his significant contributions during his extensive tenure with SHAPE, and I would also like to thank our Board of Directors for their ongoing support. As we look to the future, our foundations have never been stronger, and we remain firmly focused on safety, quality, innovation, sustainable growth, and delivering exceptional outcomes for our people, clients, and our shareholders. Thank you, and I'll now hand back to Greg.

Greg Miles
Chairman, SHAPE Australia Corporation Limited

Thank you, Peter. We now move to the formal business as set out in the notice of meeting. The notice of general meeting was mailed to all registered members on or about the 26th of September 2025 and is to be taken as read. In accordance with the Corporations Act and the company's constitution, voting today on all resolutions will be conducted by poll. For the purposes of the poll, I appoint Mark Takamaji of Boardroom, the company's share registry, who have examined and prepared summaries of the proxy forms received, to act as returning officer and to conduct the poll. I now declare the poll open. Proxies have been inspected and all those validly lodged have been accepted. Proxies have been received representing 38,056,396 shares, or about 45.58% of the issued capital of the company.

All undirected proxies or open votes that have nominated the Chair of the meeting as their proxy will be cast in favor of each resolution in the notice of annual general meeting. The first item of business is to receive the company's annual financial report for the year ended 30 June 2025. The financial report and the reports of the directors and the auditors are now laid before the meeting. There will be no vote on this item; it is a discussion item only. The company's auditor for the 2025 financial year, René Muller of SW Audit, is present to take questions relevant to the conduct of the audit and the preparation and content of the independent auditor's report. Are there any questions or comments on the financial report or the reports of the directors and auditors? Are there any questions or comments on the management of the company?

Are there any questions relevant to the conduct of the audit and the preparation and content of the auditor's report to be put to the auditor? As there are no further questions, we will now proceed to the resolutions set out in the notice of annual general meeting. The first resolution is that the remuneration report of the company and its controlled entities for the year ended 30 June 2025 be adopted. The proxies in relation to this resolution are on the screen, and it is clear that this has passed strongly. I now put the motion. Please mark your voting instructions on your yellow voting card. Thank you. As the next resolution relates to my own re-election, I will hand over the Chair to Kathy Parsons.

Kathy Parsons
Non-Executive Director and Chair of Audit and Risk Committee, SHAPE Australia Corporation Limited

Thanks, Greg. Resolution 2 is as follows: that Greg Miles, who retires as a Director of the company in accordance with ASX Listing Rule 14.5 and clause 10.2B of the Constitution, and being eligible, offers himself for re-election and be re-elected as a Director of the company. Proxies received are on the screen. If you wish to discuss this resolution, please raise your hand or submit a question. Please mark your voting instructions on the yellow card. If there's nothing else, I'll hand back to Greg.

Greg Miles
Chairman, SHAPE Australia Corporation Limited

Thank you, Kathy, and thanks for everybody's support for my re-election to be Director of SHAPE. It's a great pleasure. It's now my role to deal with the next resolution, Resolution 3, and this is that Peter Massey, who retires as a Director of the company in accordance with ASX Listing Rule 14.4 and clause 10.2D of the Constitution, and being eligible, offers himself for re-election, be re-elected as a Director of the company. The proxies received in relation to the resolution are on the screen. If you wish to discuss this resolution, please raise your hand, or if attending virtually, submit your question via the Q&A. I now put the motion. Please mark your voting instruction on your yellow voting card. Thank you. Congratulations, Peter, all the way from Europe. Congratulations on your election by the shareholders to the company. Thank you.

That concludes the resolutions to be voted on today. Has everybody completed their voting card? I now invite Boardroom to collect the voting cards. Thank you. All voting cards have been collected. I therefore declare the poll closed. The staff of Boardroom will now process the poll, and results will be announced to the ASX once they are available. That concludes the formal matters of the business. I'd like to thank all shareholders for their attendance and declare the meeting closed. As previously advised, we will now hold an opportunity for questions and discussion. If you have any questions, please raise your hand, and I will just see if we've got any questions online. No questions. Thank you. There appear to be no questions from the room. Thank you once again, everybody, for your support for SHAPE.

We very much appreciate it, and we will endeavour to produce similarly good results next year. Thank you, and see you next year. Be well.

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