Good afternoon, ladies and gentlemen. I am Canning Fok, the Chairman of TPG Telecom. It is my pleasure to welcome you to this virtual Extraordinary General Meeting today. I have confirmation that a quorum is present, so I therefore declare the meeting open. I am joined today by my fellow Board members, Iñaki Berroeta, our CEO and Managing Directors, Helen Nugent, AC, and Robert Millner, AO, who are in the Sydney Boardroom, and Paula Dwyer, Pierre Klotz, Tony Moffatt, John Otty, Frank Sixt, and Jack Teoh, who join me on screen. I also welcome other members of the TPG executive team in our Sydney office, including John Boniciolli, Chief Financial Officer, who is seated with Iñaki and Trent. The agenda for today's meeting is as follows. First, I will ask Trent to explain the meeting procedures. I will then present my address.
I will then invite Iñaki to present his address. We will then proceed with the formal business and the resolution to be put to the meeting while answering questions from shareholders. Trent, please go ahead.
Thank you, Chairman. Ladies and gentlemen, the Notice of Meeting and Notice and Access Letter was lodged on the ASX and distributed to shareholders, and I will take them as read. I would like to advise shareholders of a non-material error in the Notice of Meeting. In Annexure A on page 24, in the borrowings line under the pro forma June 2025 column, the number - 1,853 million should read - 1,799 million. The error does not flow through to the total non-current liability or total liabilities lines below it, which are correct. Voting today will be conducted by an online poll, and results will be released to the ASX and available on the company's website as soon as possible after the meeting. When the Chairman declares the poll open, select the vote icon, and voting options will appear on your screen. To vote, select your voting direction.
A tick will appear to confirm receipt of your vote. To change your vote, select, click here to change your vote and press a different option to override. Proxies for the resolution will be displayed on the screen and were disclosed in our ASX release this morning. The figures are at the closing time of receipt of proxies, which was 4:00 P.M. Sydney time on Sunday, 9 November 2025. As set out in the Notice of Meeting, the Chairman will vote all directed proxies in accordance with the directions provided by shareholders and will vote all open proxies in favor of the resolution. We welcome your questions in relation to the item of business today being the proposed capital reduction. To ask a question, select the Q&A icon and select the Shareholder Capital Return topic.
Type your question into the chat box at the bottom of the screen and press send. To ask a verbal question, follow the instructions in the virtual meeting platform. We ask that you keep your questions to two or three and direct them to the Chairman. Questions not related to the item of business of the EGM or those that are out of order will not be submitted or answered. We will endeavor to answer all relevant questions. I will now hand back to the Chairman.
Thank you, Trent. I now declare the poll open, and the shareholders are now welcome to submit their vote and their questions online. As Trent noted, I welcome shareholder questions in relation to the item of business today. Questions that are not related to the item of business of the EGM or that are out of order will be ruled out. My address and Iñaki's address have been lodged with the ASX prior to the EGM commencing. Thank you to all our shareholders for joining us online today. We are here to consider an important proposal: the return of approximately AUD 3 billion to shareholders by a pro rata cash distribution of AUD 1.61 per share, comprising a AUD 1.52 capital reduction and a AUD 0.09 per share unfranked special dividend. We will also explain our proposed Reinvestment Plan, which is another important component of the capital management plan we announced in August.
These proposals are important steps for TPG Telecom. They are possible because of the strength of our financial position and the clear direction we are taking to shape the business into a simpler mobile-led company. The Board considers a capital return is the best interest of all shareholders and is pleased to recommend to shareholders to vote in favor of this resolution today. The proposed Reinvestment Plan gives minority shareholders who are on TPG's register on the Record Date of 17th November 2025 the chance of reinvesting their capital return proceeds into new TPG Telecom shares. This will help increase minority ownership and is intended to improve share trading liquidity. Our strategic shareholders support this plan. Today, the meeting comes at a time when TPG is performing well.
Our mobile business is growing, supported by strong offers and our regional network sharing agreement, with positive momentum in mobile service numbers and revenue in the first half. I will shortly hand over to our CEO and Managing Director, Iñaki Berroeta, who will explain the capital return and Reinvestment Plan in more detail. After that, we move to the formal resolution. The Board is confident in the leadership team's ability to continue to deliver strong results. On behalf of the Board, I want to thank our people, our customers, and our shareholders for your continued support of TPG Telecom.
Thank you, Chairman. I also thank shareholders for joining us today to consider this important proposal. Your continued support is appreciated. The proposed capital return marks a significant milestone in TPG Telecom's transformation into a simpler mobile-led business, one that delivers a more efficient cost structure and a solid foundation for growth both now and into the future. Following our regional network expansion, we continue to see good momentum in mobile subscriber growth, supported by our network sharing arrangement and compelling customer propositions. We've reshaped our business to be a leaner, more focused, and better positioned to compete. With a streamlined structure and an investment-grade balance sheet, we're in a position to continue growing our business and to return significant value to shareholders. Let me start with how we got here.
On 31st July this year, we completed the sale of our fibre network infrastructure assets and enterprise government and wholesale fixed business to Vocus Group. This transaction delivered net cash proceeds of approximately AUD 4.7 billion and has allowed us to simplify our operations and strategy and unlock significant substantial value for shareholders. In addition to strengthening our balance sheet following this transaction, we recently announced a new handset receivables financing structure, which has unlocked a further approximately AUD 600 million in free cash flow in fiscal year 2025. Together, this initiative will reduce our bank borrowings by approximately AUD 3 billion to approximately AUD 1.1 billion by 31st December 2025. This includes the repayment and cancellation of AUD 1.7 billion of bank borrowings using proceeds from the Vocus transaction in August and the benefits of our new handset receivables financing program introduced in mid-October and assumes full uptake of the Reinvestment Plan.
As announced on 5th August 2025, today we are seeking shareholder approval for a pro rata cash distribution of approximately AUD 3 billion, or AUD 1.61 per ordinary share, comprising a AUD 1.52 capital reduction and a AUD 0.09 per share unfranked special dividend. This return of cash rewards all shareholders equitably. As well as this, we will also be offering minority shareholders the opportunity to reinvest their proceeds into new TPG Telecom shares through a Reinvestment Plan. Importantly, this will help increase minority ownership, improve trading liquidity, and increase our free float market capitalisation. Subject to approval of the new capital return today, the Reinvestment Plan will be conducted in the coming weeks. The pricing term of the Reinvestment Plan will be announced when the offer launches.
In order to participate in the Reinvestment Plan, you must be a TPG Telecom shareholder on the Record Date of next Monday, 17th of November 2025. We are excited about the road ahead and confident that TPG Telecom is well positioned for the future with a simplified structure, a stronger balance sheet, and a clear focus on delivering value to our customers and shareholders. Thank you again for your continued support. I will now hand back to the Chairman.
We will now move to the formal item of business of the meeting. The company is seeking shareholder approval for the ordinary share capital of TPG Telecom to be reduced on an equal basis by approximately AUD 3 billion to all shareholders via a pro rata capital reduction. If approved, this is expected to be a total cash distribution of AUD 1.61 per share, AUD 1.52 of which will be a capital reduction plus an unfranked special dividend of AUD 0.09 per share. The resolution for this item and proxies received are set out on the screen. For further details outlined in the Notice of Meeting and Explanatory Statement, the Board of TPG Telecom recommended shareholders to vote in favor of this resolution. A reminder to shareholders that the poll is still open. Please note the poll will close at the completion of the Q&A session. I now welcome your question.
Trent, do we have any questions?
Chairman, we've received no questions so far. We may just wait a minute or so to see if any come through while people are voting. Chairman, we've received no questions. I think we can conclude the Q&A.
Okay. So, ladies and gentlemen, that concludes the business of the meeting, and I now declare the poll and the meeting closed. We will announce the result to the ASX as soon as possible. Thank you for your time, questions, and your continued engagement and support.