PZ Cussons plc (LON:PZC)
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May 7, 2026, 4:35 PM GMT
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AGM 2024

Nov 20, 2024

David Tyler
Chair of the Board, PZ Cussons PLC

Well, good morning, ladies and gentlemen. It's now about 10:30 A.M. In fact, it's precisely 10:30 A.M. on my watch, so I like to be precise if possible. So I'm very pleased to declare this meeting open, and I'd like to welcome you all to what is the 2024 Annual General Meeting of PZ Cussons plc. I'm David Tyler. I'm the chair of the company, and shortly I'll be asking Jonathan Myers, our Chief Executive Officer, sitting on my left, to talk a little bit about the performance of the business during the year ended 31st May 2024. And he'll also, of course, comment on current trading, what's going on in 2024, 2025, and talk a bit about strategy. Following that, we'll move on to the formal business of the meeting and obviously give everybody a chance, if they'd like to, to ask any questions.

So that's what we're doing in this meeting today. Maybe I can just introduce everybody here on the board. And indeed, although you'll recognize most faces, there are, in fact, two new faces sitting on the top table today. Just to introduce everybody, Jonathan Myers, probably known to all of you, the CEO of the business. Sitting on Jonathan's left, your right, is Kirsty Bashforth, who's the chair of our Remuneration Committee. She's also our Employment Engagement Director. On her left is John Nicolson, who's our Senior Independent Director. And further to his left is Valerie Diele-Braun, our Environmental and Social Impact Chair, chair of that committee. Turning to the other side of me, on your left, my right, is Sarah Pollard, who's our Chief Financial Officer. And we, of course, as I've just said, welcome two new faces from last year.

Sitting on Sarah's right, your left, is Vivek Ahuja, who joined the board in May this year. He's a non-executive director, and he's also become our Chair of our Audit and Risk Committee. Next to Vivek is Jitesh Sodha, non-executive director. Then finally, we have Kareem Moustafa, who's our General Counsel and Company Secretary. We promoted Kareem to this position in August after his predecessor left us. Welcome to your first meeting as General Counsel and Company Secretary, Kareem. It's good to be here with you. Anyway, everybody on this table will stay after the meeting and be happy to speak to you if you've got any informal points that you wish to raise or anything you'd like to chat about. I want to take this opportunity now just to say something about John Nicolson.

As you may have seen in our Annual Report, John is retiring today, not standing for re-election at this AGM. And so we're saying goodbye to him. He joined the board in May 2016. So that's about eight and a half years ago. And so many of you have met, will have met John, at these meetings over those years. And John's been our Senior Independent Director for nearly all of the eight and a half years he's been a director. And I'd like to take this opportunity to express my sincere gratitude to John, and indeed that from the whole board and the company. He's served PZ Cussons with great skill over the years. His wisdom and his courtesy have made their mark to real effect around the board table over the years. And the company has benefited from his long experience at international fast-moving consumer goods companies.

And John, we wish you and your family all the very best for the future. I'm sure we'll be seeing you, even if not around our board table again. Following today's meeting, our new Senior Independent Director will be Vivek Ahuja. We've just introduced you to him, and I'm sure he'll make an excellent replacement for John. Now, as I said, shortly after I sit down, Jonathan will present his review of the year and comment on our plans going forward. But before that, I do want to say a few words of mine about what was a highly challenging year for the group. In my statement last year, and indeed at the equivalent meeting here, that of today's, I did warn about the serious effect on the company of the devaluation of the naira, Nigeria's currency. Since this time last year, it's fallen substantially further, I'm afraid.

In fact, over the course of the financial year ending in May 2024, the one we're reporting on today, it fell by 70%. In other words, it's worth 30% of what it was, before this, this fall, which started in June 2023. That's less than 18 months ago. This big fall has put huge pressure on the Nigerian consumer, and it's also naturally put a great deal of pressure on our business in Nigeria, and all this, I'm afraid, has had an adverse effect on the group's overall financial position because of the high levels of cash we did hold in naira. This issue, of course, has been a major focus for the board during the year, and in particular for the executive team, who've worked tirelessly on this issue, to reduce our exposure to any further devaluation of the naira.

We've made progress here in repatriating cash from Nigeria to the U.K., and that's allowed us to reduce the level of the gross indebtedness of the company, our total debt, and it's also allowed us to cut the group's future exposure to the naira. We remain focused on this issue. We're still working on it because the naira has continued, I'm afraid, to weaken further in recent months. However, outside of Nigeria, we were really pleased about the significant progress we made financially and operationally in the company, in PZ Cussons in the financial year we're reporting on today. We had strategic priorities, and we made a lot of progress against them. I've been particularly pleased to see the way our U.K. personal care business has returned to growth.

It's benefited from new leadership and from organizational changes, that we initiated over the last 12 or 18 months. At the same time, our Australian business, again, outperformed our expectations, and Childs Farm continues to make good progress internationally. And you'll particularly see a display of their new products at the back of the room if you'd like to look at it, look at them later on. Now, as a board, our main objective is to maximize long-term shareholder value. And during the year, we undertook a detailed strategic review of the business, of our brands, and our geographies. As a result, at the end of that review, we agreed to focus on the group, focus the group on fewer activities. Those activities which we believe have got the greatest potential for competitive advantage in their field and which are in markets which we can expect to go on growing.

We're on track with these plans, and this has led us to decide to sell our St. Tropez brand, something we announced some months ago, and we're making progress on that potential sale. And as we said at our results in September, a couple of months ago, the board has also received a number of expressions of interest in our African business. Now, the aim with both of these processes, St. Tropez and Africa, is to transform PZ Cussons into a business with a more focused portfolio. This will enable us to invest our resources where we believe we can win and places where we can generate superior returns. That's our objective. And naturally, we'll update investors in due course about our progress in getting on with that strategy. So that's all I'm gonna say this morning in about the group and its strategy. I'm gonna hand over now, to Jonathan, who will give you a good deal more detail.

Jonathan Myers
CEO, PZ Cussons PLC

Very good. All right. Good morning, everyone. Thank you, David. Let me just flick on. These are the slides David was gonna cover. Right. Let me offer you a very warm welcome on such a chilly morning. I appreciate you making the effort to come and see us. And I'm gonna start by building on David's comments relating to the impact of the naira on our overall business. And the intent here is to say it how it is, no sugarcoating, but perhaps visually to bring to life the number that David mentioned of a circa 70% devaluation of the currency in what was historically our number one market. And that devaluation has inevitably taken its toll on the financial status of PZ Cussons. We have worked very hard over the past year to repatriate cash and reduce overall group borrowing.

But despite our very long and very proud history in Nigeria, we also have to face our current reality. A company of our size, with such exposure to the volatile currency of just one market, cannot live with the risk of a seemingly ever-declining foreign exchange rate. Hence, after careful consideration, we announced our intention to review strategic options for our business in Africa, which has subsequently elicited a number of expressions of interest which genuinely recognize the potential of our brands and our people on the ground in Nigeria and which could lead to a full or partial sale. However, for the purposes of my remarks this morning, I don't want the very material impact of the naira devaluation to drown out the progress that has been made elsewhere last financial year and indeed as we've entered into this financial year.

Before I come on to look at progress last year in this, I want to reassure you all that as we do so, we do not forget our roots and the pioneering spirit of those who have come before us. In fact, it was earlier this year, I think March, somebody might correct me, that we passed the milestone of 140 years since Messrs. Paterson and Zochonis first started trading in Sierra Leone. From that, our company has evolved into a business with operations around the world with a very clear focus on four priority markets: U.K., Australia, Indonesia, Nigeria, and three core categories which we call hygiene, baby, and beauty. As we look to evolve this business for the future, we're guided by our strategy, the strategy that we've had in place for around three years now, building brands for life.

Actually, we can distill that strategy in its simplest terms down to 10 words: building brands, serving consumers, reducing complexity, developing people, and growing sustainably. Before coming on to look at how we translated this strategy into our priorities for FY 2024, I think it's worth a moment to look at how we have talked about the fundamental building blocks of our strategy, our brands, to consumers over the past 12 months. Very well then. As we look back at FY 2024, what was it that we set out to achieve? What were the priorities that we set? In fact, using this very slide 12-plus months ago that we were gonna focus on. Number one, simplifying and strengthening our business in Nigeria despite the macroeconomic challenges. Secondly, getting the U.K. back to sustainable, profitable growth.

Then, as we strengthen and stabilize our core, exploring where we could go beyond our core. Finally, continuing to build the capabilities that we think we need to win in the future. I'd like to take a look at each of these in turn before we come on to the status of the portfolio transformation that we announced earlier in the year. Let's start with Nigeria. Our primary focus has been addressing U.S. dollar sourcing challenges while strengthening the fundamentals of the business. Thanks to sustained efforts from teams in Nigeria and very much here in the U.K. too, good progress has been made. Firstly, through improvements in cash generation and funding. Historically, we, like many other multinationals, have had significant challenges repatriating cash from Nigeria, in large part down to the difficulty of obtaining U.S. dollars.

Over the past year, not only have we reduced our requirements for U.S. dollars, thanks to a focus on cash, unit profitability, increasing local sourcing of raw materials, but we have also expanded and diversified how we source the U.S. dollars that we need. These actions have enabled us to repatriate GBP 50 million, actually contributing to the overall reduction in gross debt of GBP 85 million. At the same time, though, we have strengthened the fundamentals of our operation on the ground, increasing our competitiveness, best brought to life in our retail coverage. We now cover directly with our distributor network 150,000 stores where we can get a better quality execution versus previously relying on a wholesaler network, a more informal network, to cover those stores on our behalf. As a result of that progress, we have largely maintained our market shares in Nigeria.

It's a slightly mixed score, as you can see, but what's behind that is the fact that we implemented 30 rounds of price increases in financial year 2024 in Nigeria. Imagine that's a price increase every two weeks that you're having to go and sell to customers, right? So it's a huge challenge. And despite that level of pricing, we have broadly maintained those market shares. So that's Nigeria. If we move a little closer to home, what about progress in the U.K.? And our priority here, as I said, was getting back to sustainable, profitable revenue growth. And I'm really pleased that the turnaround that we reported halfway through the year has continued, not least demonstrated by the significant improvement in profitability of the U.K. personal care business. And you can see that in the graph on the right-hand side of the slide. And what's driven that?

We've had strengthened leadership. We've had a determined focus on building back core commercial executional capabilities as simple but as important as the right brands, in the right sizes, in the right retailers, our right channels at the right prices. And if we look in turn at some of the brands, we have some impressive highlights. Original Source revenue grew by over 20%, with distribution points up by 12%. Carex, which has been on a rollercoaster ride, which many of you will have seen since the pandemic, returned to growth for the full year for the first time since the pandemic, supported by very effective revenue growth management. That's what we call the optimization of price and promotion so that we're appealing to the consumer, but also improving our gross margin.

The extension of one-liter refill packs as we offer great value, as well as the sustainability, reason for a consumer to buy, and the successful activation of partnerships, which you may have seen as you look at some of the Carex bottles over there, such as the Gruffalo Deep Dark Forest Fruits partnership, as just one example of how we're bringing that Carex brand alive in the U.K., and finally, we've had real success with the combination of Imperial Leather alongside the introduction of Cussons Creations. And hopefully, again, if you look on the left as you go out, you'll see examples of both of those brands. In fact, Cussons Creations was one of the fastest-growing brands in the washing and bathing category in the U.K. last year, and Imperial Leather maintained its market share as we changed packaging, as we changed the labels on the packaging.

And in fact, we set ourselves up last year for this year clear market share growth and strong revenue growth on Imperial Leather. So in summary, this renewed momentum and the in-market performance underlines why we see the U.K. absolutely as a key market for us today and in the future. So turning to our third priority, going beyond the core, if we stabilise the core, how do we grow beyond? And I wanna call out Childs Farm in particular. Again, you have the chance to see, touch, smell some Childs Farm products at the back of the room here, right? Childs Farm saw its second year of double-digit revenue growth alongside continuing to integrate it into PZ Cussons. And the team delivered another year of market share growth in the U.K., as well as opening up new international distribution.

So growth was driven by a 5% increase in distribution points in the U.K. and actually growing consumer awareness. In fact, we have doubled the number of social media followers for Childs Farm in the pa.st two years. And actually, notably this summer, we broadened distribution. I don't know where you do your shopping, particularly in the run-up to Christmas, but if you're going into M&S, in fact, in 500 M&S stores, you can now buy Childs Farm, where the introduction of Childs Farm displaced not only two other brands, but also their private label baby toiletries offering and really exposing Childs Farm to a core target shopper in terms of M&S distribution. And actually, with another retailer, we've developed a pattern or a playbook where we start online and then move in store. And in the U.K., we started online with Holland & Barrett.

We have now moved in store with Childs Farm and Holland & Barrett, and in fact, that playbook, that model is what we've adopted in other countries as well. As we look beyond the U.K., we've now successfully moved Childs Farm in the U.S. from online to in store, as we've introduced the brand into the premium grocery chain called Wegmans. Kind of think Waitrose if you're trying to picture what that looks like, right? They're big on the East Coast, and we're now turning up in their stores, appealing to their high-income shoppers. That follows a very similar move in Germany from the previous year in November 2023, where we have moved online to in store with DM, who's a big personal care retailer in Germany.

Another milestone more recently and actually internally is that since August, we have moved some of the manufacturing of Childs Farm into our Agecroft manufacturing facility on the other side of Greater Manchester. So we are now benefiting from actually making in-house and improving our gross margins as a result. Finally, I want to touch on capabilities, right? We have made progress on building capabilities across all of our markets, but I wanna use a U.K. example again. During the year, we combined the resurgent U.K. personal care business unit and the U.K. beauty business unit as we looked to address some historic underperformance on our beauty brands. Previously, they operated as two separate business units, two separate leadership teams, two commercial teams.

In fact, some of the account managers between these two teams would go to see the same buyers at the retailers in the U.K. and two sets of supporting functions, and we've now combined the leadership team, and we're overseeing the integration to one organization. And that leads to some benefits. First is scale, yeah? Combined we're 30% bigger when we're calling on these retailers than we were before, and we're able to bring our brands together. If you look at some of the promotional locations, the gondola insights, you'll see our beauty brands as well as our personal care brands that historically might have been handled separately. We're simplifying the way we run the business. We're harmonizing into the same systems. We're not fully there yet, but work is underway to mean that we're operating this suite of brands on one set of integrated systems.

Finally, the teams are learning from one another, right? We're sharing best practice. Actually, not only are those things helping us drive return to revenue growth on some of the beauty brands, they're actually generating material cost savings too. Now let's turn to the actions we set out in April, where we started talking about our portfolio transformation. As David said, and as we said then, our portfolio has been too complex for the overall size of our business, and that has often meant that our resources have been spread too thin. At the same time, our significant exposure to Nigeria, given the size of our business there versus the overall size of our group, has represented risk as well as opportunity.

Following a strategic review, we set out to focus on where we can be most competitive and create value for shareholders as we also seek to reduce complexity and mitigate the risk. Accordingly, we initiated plans to dispose of the St. Tropez brand. It's a fantastic brand. It's also our only real material presence in the U.S. and our only real presence in premium beauty. We see enormous potential for St. Tropez, but under new ownership. The process to divest the brand is well underway. Meanwhile, as you know, we've been evaluating our strategic options for Africa. With the portfolio including non-core categories such as cooking oils and electricals and the significant volatility the group has faced as a result of its exposure to Nigeria, we're exploring a range of outcomes, and we have received a number of expressions of interest.

Despite I'm sure the question's on your mind, what we're unable to do is provide a running commentary on either of these processes, but as soon as we do have news, we will be updating our investors. Stepping back then, as we've been busy delivering against our priorities over the past year, we have not forgotten that we have a broader role to play at PZ, as captured in our purpose that you will have seen before, for everyone, for life, for good. Let me focus on a couple of aspects of for everyone, because you bet that means consumers, and you bet that means customers, and of course, it means investors, but it also means the communities in which we live and work. We have a targeted program of activity tailored to our business units and brands.

For example, in the top left-hand corner there, you can see I was recently lucky enough to be in Jakarta to join up with Indonesia's largest supermarket chain, Super Indo, and the government environment ministry to launch a new gig economy recycling scheme to help combat the pressing issue of plastic waste pollution in Indonesia. By the way, that's a challenge that our colleagues in Nigeria also are tackling, and you can see on the top right where they've also engaged in activities in Lagos to try and foster and encourage more recycling of waste plastics. Meanwhile, in Melbourne, where of course we have a food business in the form of Rafferty's Garden, the number one baby food brand, we also participate in supporting food banks so that we're able to provide food to those who are in need, in Australia.

Then finally here in Manchester, we support the Hallé, the orchestra, particularly their youth orchestra. We support the Wood Street Mission. Actually, we also try to use this to our advantage commercially to drive strong partnerships with our retail customers. You can see an example of that here with Asda, where we participated in the Asda Tickled Pink campaign, launching some Tickled Pink-specific product formulations, which they were then able to promote in store. Together, we were able to raise well over GBP 50,000 for breast cancer awareness charities. Of course, we couldn't do any of this without our colleagues around the PZ Cussons world. Actually, over FY 2024, they were also giving a very warm welcome as we brought new members onto the board.

And you can see a picture of Vivek there in Indonesia as he was learning our business alongside David and travelling to our markets. I would also say it's important that we listen to our colleagues around the world. And you can see from the bottom right there that every year we run an engagement survey to understand what's on the minds of our teams, what's on the minds of our colleagues. And I'm delighted to say that we absolutely maintained our engagement scores in a year when we were having some tough challenges. And that's because we listened very carefully, and we tried to give evidence that when we listen, we hear, we act, and people can appreciate the effort that we're making to secure their engagement in delivering our results.

In fact, before I close, I would like to say thank you to all of our employees around the world for all they've done in FY 2024, and by the way, what they're doing this year as well to make sure we deliver. So in summary then, first of all, we're intervening on our portfolio. We have actions underway to maximize shareholder value following a strategic review. Secondly, we've continued to deliver underlying progress and strengthen business fundamentals in FY 2024 while driving improved in-market performance. In fact, as part of a trading update that we released this morning to coincide with this AGM, we have communicated that we continue to see improving revenue trends, in other words, a step up in revenue in our second quarter versus revenue growth versus our first quarter, and a continued reduction in our level of gross debt.

And finally, we are working hard to transform PZ Cussons into a more focused business in attractive geographies and categories in which we can win and generate superior returns. And I'm realistic about the challenges we face. My feet are firmly on the ground, but I remain optimistic and confident about the future of PZ Cussons as we strive to build stronger brands that serve our consumers better and, most importantly, better than the competition. And with that, I'll hand back to David.

David Tyler
Chair of the Board, PZ Cussons PLC

So thank you very much, Jonathan, for that review. Hope everybody felt that was helpful. So we now move on to the formal business of today's AGM. And I'll give you in a few minutes an overview of the various resolutions in front of us. But before we do that, I'm gonna pause and ask for any questions that you may have on what I've said or what Jonathan said or what's in our Annual Report ending the end of May, and after that, we'll go on to the further formal business of the meeting. So, let me ask for any questions, please. Gentlemen here, someone's got to have a mic there for you. Maybe if you don't mind, say thank you so much.

Yeah, thank you very much. Did you participate in currency hedging to mitigate against the Naira currency risk last year? And if not, why not? But if you did, were they successful?

It's a tough thing to actually hedge against that currency. But let me ask Sarah, our CFO, to tell you a bit about that.

Sarah Pollard
CFO, PZ Cussons PLC

We do it in different ways. We don't engage in official hedging because the forex market in Nigeria is not rational, and there is no access to dollars to be able to do that. The way we do it is we hold some assets in different classes. In property, for example, that acts as a natural hedge. We also operationally have been pricing our products at a premium to the local competition to shore up our profit margins, generate cash, and be able to repatriate money as quickly as we can. But hedging, as you naturally think about it here in the U.K., isn't accessible in Nigeria.

David Tyler
Chair of the Board, PZ Cussons PLC

Thank you. The gentleman behind you, thank you.

Similar subject. I would completely accept that the Nigerian government, before the devaluation, followed a completely insane policy of artificial pricing for the naira. Now it's obviously dropped. Is it, in your opinion, that it's a reasonable market rate that it is at the moment? I understand the inflation rate of the country is roughly about 35%. Do you have any views as a company working there as whether that's correct or not? It appears to be, but I would have no illusions if it wasn't. I also note the comment that various competitors have left the, you know.

Sure.

Removed themselves. So in other words, has that helped, apart from all the other actions taken? So what I'm politely asking is, yes, I understand it's a potential sale, but is there a genuine opportunity with it? Now, in some ways, the government is slightly more sane than it was in the previous 50 years' time.

Again, would you like to answer that one, Sarah?

Sarah Pollard
CFO, PZ Cussons PLC

So, yeah, I'm happy to. So you're absolutely right. In June 2023, effectively the new regime in Nigeria undid the currency peg. So rather than it being artificially inflated, it found its natural home, if you like, versus hard currency and the balance of imports and exports there. What they hadn't done was put in place some of the fiscal policies to attract U.S. dollars into the country. They have been since, so they've been making good tactical interventions. What Nigeria, as a country really needs is a fundamental influx of dollars. They need to be able to monetize their crude oil, and fix some of the historical corruption that's seen, if you like, value leaving the economy and the financial markets. It has found some sort of stability. So we had two shock devaluations of the currency in FY 2024.

It's now a more gradual depreciation. Our brands and our teams on the ground, though, are still performing really well. You're right to say some multinationals have chosen to exit. The PZ Cussons, not, not only do we have such a proud legacy and heritage, but it's a material business for us. So the way that we are weathering the storm and then realizing value over the long term is slightly different. You saw the stock market in Nigeria when the currency devalued actually respond positively because the sentiment on the ground is still that that country can continue, you know, population growth and having it translate into real monetary value. So if you ask 10 people, they'll all have a very different view on the Nigeria of the future. We still believe in the fundamentals of that business. How PZ Cussons can realize value, though, might look slightly different.

David Tyler
Chair of the Board, PZ Cussons PLC

So I don't know if Jonathan, you just wanted to add anything about companies that have left Nigeria altogether, very well-known companies. You've probably got a bigger list than I have.

Jonathan Myers
CEO, PZ Cussons PLC

Yeah, so maybe if I say a couple of things, there's no doubt that other multinationals have chosen to respond to the pressures in Nigeria in slightly different ways. And what you've seen are some very large multinationals literally walk away either from their entire business or some specific categories. So a really good example would be Unilever. They've chosen to stay in some of the slightly more premium beauty type, product ranges. But in terms of laundry and bar soaps, they have literally stopped, stopped making and are only importing, which means they're at a huge premium in the market and, and very uncompetitive. Perhaps an even better example would be Kimberly-Clark, the American nappy manufacturer. They built a factory about, or opened it about three years ago at a cost of $230 million. They mothballed that six months ago and literally exited the market.

So there are different people reacting in different ways. The other one that is interesting to look at is also Diageo or Guinness Nigeria. You know, would it be a very similar type, you know, product company name equity as PZ Cussons has in Nigeria? They sold their business, their beer business, not their spirits business, but they sold their beer business to a local player about six months ago. So others are exiting and minimizing their exposure in different ways. There's a big difference for us versus those players. All those names I've just mentioned, Nigeria is one, two, three percent of the business. Historically, Nigeria has been 30%-40% of our business, and therefore we need to be absolutely sanguine about the actions we need to take. As Sarah says, our brands are actually doing really well. They are filling some of the gaps the other guys have left, which is really good. The issue is a little bit more, as David pointed out, what was worth GBP 1.00 18 months ago is now only worth GBP 0.30 now. And we're having to deal with that, and that's what we're busy doing.

David Tyler
Chair of the Board, PZ Cussons PLC

And just picking out one of those, I spent the first 10 years of my career, 11 years in Unilever. And at that point, the mid-1970s, the mid-1980s, Nigeria was quite a significant part of the Unilever empire with UAC part of it and a whole range of consumer products. Before they did this, it was down to 1%, maybe less than 2%. I can't remember. So it's dwindled, sadly, and these proud multinationals over a period of time, and was no longer relevant. And they just decided, like many of these companies, enough's enough, and they moved out. So, let's move on. I hope you answer your questions, sir. Gentleman behind you, Lou, if you don't mind. Thank you very much.

You don't want to give a running commentary on your strategic update. It is seven months since you said you were going to do something, and particularly in St. Tropez. I can't understand why it's taking so long to sell a business, which obviously is nowhere near as complicated as Nigeria is.

It's a very standard sort of process. I think we announced it in June, did we? Do you remember which month it was? Forgive me. April. I apologise. I was. I said that six months, and a little bit, now. Professionally selling these businesses when the potential range of buyers are quite extensive geographically and by industry. Then the buyers could be from the private equity industry. They could be from players in our industry. There's quite a lot of potential interest that you want to make sure you get so you have a proper auction. So the process has been very well handled, but it has taken, no doubt, a little longer than you would ideally like. We too would love to have done it already, but you can be sure that as soon as we have some news, we'll be providing it.

But in your terms statement, you say it's well underway.

I didn't do that.

Now, now you should say it's progressing.

Yeah.

Make sure we hear by the year end.

Oh, yeah. Yeah. We are very much nearer the end than the beginning. And I didn't use the same words, but I would now say, if you like, it's very well underway. Would that help you? Gentlemen over there, please. I don't know if there's a mic that you can get over to the gentleman at the back on this side. Thank you.

Good morning, everyone. Mr. Chairman, I understand there's a baby talcum powder in the range of products at this time. Is that right?

Would you like to answer that directly?

Jonathan Myers
CEO, PZ Cussons PLC

I would say, I think the question was, is there a baby talcum powder in our range of products? So we have a powder, baby powder in our Cussons Baby range, which of course is in Indonesia, but it's not something that we have anywhere else.

It's a bit of a frivolous, not frivolous question, which I don't got. Even though we're up against a giant of the industry, Johnson & Johnson.

Yeah.

Will there be any value in making a push of our baby product on the basis that it looks like Johnson & Johnson are going to receive a slew of litigation over the recent news that their baby powder?

Yeah.

Contains traces of asbestos.

Yeah. And obviously what you're referring to.

That's going to try to nick some of their market share.

Yeah. Yeah. So we're absolutely up for their market share. I can assure you of that. But you're referring to there is the news yesterday that in the U.K. there's been an initiation of litigation against J&J following on the footsteps of very active litigation in the U.S., right? Actually, Cussons Baby in Indonesia competes incredibly effectively versus Johnson's Baby, which by the way is no longer owned by Johnson & Johnson. They spun it off to a company now strangely called Kenvue. But anyway, separate point, right? And actually what we're doing is making sure we're as competitive as we can, whether it be in powders, washes, or in moisturizers, and actually baby wipes too in Indonesia. And we're working on a relaunch of Cussons Baby. The good news is we're back onto our third consecutive quarter of growth.

That's share growth and revenue growth, on Cussons Baby in Indonesia. And actually we're very confident that we're going to take more share from Johnson & Johnson as well as Zwitsal, which is the Unilever baby brand there, as well as My Baby, which is the Wings brand there. So we're, we're sharpening our competitiveness regardless of product form, and we're chasing every opportunity. I can assure you of that.

David Tyler
Chair of the Board, PZ Cussons PLC

Thank you for your question, sir. Further questions, please.

I mean, you cut your dividend by 40, over 40% this year. Can you give us some indication? Is that it? I mean, could we see another dividend cut in this current financial year?

Jonathan Myers
CEO, PZ Cussons PLC

I can't comment on what our dividend would be this year. It will obviously depend on earnings this year. It will depend on the progress of the disposals that we've talked about, and so I can't guarantee there would not be a further fall. We talk about maximizing shareholder value, and I've certainly talked about that in this conversation, which is made up of two components, obviously dividend and the growth hopefully in future of the share price as opposed to the recent decline, so we'll be mindful of the way of making sure that together those are dealt with in a way that over the medium and long term maximizes value, so we'll look at it very seriously. We're very conscious of the fact that many shareholders rely on the dividends that we pay as with other companies. And we have to make an appropriate decision at the appropriate time when we've got the facts in front of us.

David Tyler
Chair of the Board, PZ Cussons PLC

All right. No further questions. So, all right, one final one from the.

[David Mason] is at AGM. In previous summer reports before the current, new management, we used to have a 10-year record of how the company has done. I can see we have a 10-year record of how the, you know, the chief executive's been paid, but why can't we have a 10-year record of how the company has done? So we at least put in perspective what, you know, these problems.

Jonathan Myers
CEO, PZ Cussons PLC

Yeah. And I think you did make this point last year, and I apologize that we haven't actually responded by putting it in the reporting accounts. It would be very straightforward for us to do so. It doesn't make particularly happy reading, as you can see by looking, for example, at the share price performance over that period. And what we're determined to do is to make sure the next 10 years are a good deal better, obviously, than the last 10 years.

David Tyler
Chair of the Board, PZ Cussons PLC

Okay, so I'm going to move on, if I may, with the rest of the formal business, and I think those of you who've been here in the past will recognize this part of the meeting. All business transacted at today's meeting will be voted on by way of a poll with one vote for every ordinary share held, and the poll will be administered by our registrar, Computershare. Only shareholders or their proxies or corporate representatives are entitled to vote on the poll. If you've previously lodged a completed proxy form and you don't wish to change your vote, then you do not need to take any action today. Your vote's been cast and will be included in the count, and I anticipate that this will be the case for the great majority of shareholders in the room today.

For those of you who either wish to change your proxy vote or who have not previously cast a proxy vote and who wish to take part in the poll, you'll need to complete the poll card, which can be found on the reverse of your attendance card. If you wish to vote on the poll in more than one capacity, you'll need a separate poll card for each capacity in which you vote. If you're unable to find your poll card, or you require further cards, please do put your hand up, now, and a representative from our registrar, Computershare, will come and assist you. In the interest of time, it would be helpful if you complete your poll card as I take you through the resolutions.

Again, to be clear, if you've previously lodged a completed proxy form and if you don't wish to change your vote, then you do not need to take any action. Should you require any assistance in completing the poll card, please again raise your hand, and a representative from Computershare will be pleased to help you. And members of the Company Secretary's team too will also be available in the room, to offer any assistance which you may require, after we close the meeting. The cards will be collected at the end of the poll procedure when I've declared the poll closed. So are there any questions on that procedure? Okay. Then I'll move on to the resolutions. The notice of meeting that you'll have in front of you, includes 17 items of business.

A full explanation of this, of every one of them, is included in the notice of meeting. But I'll provide you now just a short summary of each. The resolutions put before the meeting today are as follows. Resolution one is to receive the audited financial statements for the year ended 31st May 2024 and the report of directors in that and the auditor's report thereon. Resolution two seeks approval by way of an advisory vote on the Directors' Remuneration Report, which is also contained in the annual report that I just held up. Resolutions three to nine cover the election or re-election of each director. A separate resolution is put forward in respect of each one of us directors.

You may recall from previous years that in relation to resolutions six to nine, the election or re-election of independent non-executive directors, in that case, the company must seek the approval of not just its own shareholders as a whole, but also separately of independent shareholders. For these purposes, independent shareholders are all those shareholders who are outside of a group comprising the founding Zochonis family and certain wider family groups. Because of its size, that group of shareholders is treated as a controlling shareholder for the purposes of the U.K. listing rules. So in order to meet these separate approval requirements, shareholders will vote on all director election or re-elections just as we'll do with other resolutions. Subsequently, however, I'll ask our registrar to separate out the votes of the controlling shareholders from the results of the votes on resolutions six to nine to give us the separate approval.

Now, I'll just pause here for a moment just to check that anyone completing a poll card to cast their vote against each of the resolutions three to nine can do so. I think that all looks fine, so I'll move on. Resolution 10 and 11 are our audit-related resolutions. They're for the reappointment of PricewaterhouseCoopers LLP and the resetting of their fees. And then resolutions 12, 13, 14, 15, and 16, they all cover capital and other issues including authorizations relating to the allotment of share capital, disapplication of statutory preemption rights, disapplication of statutory preemption rights in relation to the financing or reacquisition or refinancing of an acquisition, or specified capital investments, and the notice period for general meetings. They're in line with our previous policy and in line with resolutions put forward at the last AGM. Resolution 17 authorises political donations and expenditure.

And I'd note that Resolutions 13- 16 are proposed as special resolutions, and that really is, all of them. I don't know if there are any questions about any of these resolutions. Okay. If not, sorry, did someone? Oh, I do apologize. I missed it. Sorry. The lady's just coming with the mic.

Can you tell me why the dividend isn't listed?

Yeah, it's an unusual circumstance. I wonder if either Kareem or Sarah would like to talk to it, Sarah, or would you like Kareem to just note the dividend?

Sarah Pollard
CFO, PZ Cussons PLC

So let me, let me answer that. I think you're referring to the fact we declared what was called an interim dividend for FY 2024 as opposed to what is more mathematically correctly described as the final dividend for the year. It was a procedural point with regards actually company law whereby we first needed to move some monies internally, if you like, to the right subsidiary account to be able to call it a final as opposed to an interim dividend. It makes no impact on our ability to pay it or pay it in future periods, and indeed it will be paid on the 4th of December.

Could I ask another one now?

David Tyler
Chair of the Board, PZ Cussons PLC

Sure.

Can you tell me how the budget will affect your dividends for future?

It doesn't, we believe, have a direct effect on dividends or dividend policy in any way. Of course, it might have an impact on the success or otherwise of the business, in the U.K., but we don't see anything of any great note in the budget would have a significant effect on, on it. You'll note, of course, that a number of retailers, even in the last few days, have objected to the Employer's National Insurance rise. That will have an effect, and that's directly and awfully on also on some of our customers. It may have an impact on inflation, but overall, we do not believe it'll have a significant effect on PZ Cussons. Thank you. Okay. Oh, forgive me. There's another question at the front, please.

Could you tell us what the rationale was behind paying three dividends in 2023/2024 as opposed to the customary two?

Yeah. It was associated with the same point. Sarah, do you want to just mention that? Three dividends rather than, rather than one?

Sarah Pollard
CFO, PZ Cussons PLC

Yes. It was an administrative error. It won't happen again.

Yeah. Marvellous. Thank you.

David Tyler
Chair of the Board, PZ Cussons PLC

In other words, it is of no significance, and we'll get it right next time, as it were, this administrative matter. Very good. So, I think that's the end of the questions on that matter. So I'd now like to check whether everybody's had sufficient time to complete their poll card if they're actually doing that. Looks like that's fine. Maybe I could just ask you to check that you signed the poll card at the bottom, and if you're a proxy, please write the word proxy next to your signature. Any cards that are not signed will be treated as invalid. So I think if I just check again, everybody's happy with that, and they can hand them in at the end of the meeting.

So as I think, we have got to that point. I'm now going to close the poll, and anybody with the cards can hand them in after we finish the meeting. Representatives of the registrar are here, representatives from the company secretary team. So thank you, everybody, for your cooperation on that. The poll count for the resolutions put to the meeting today will be counted after the meeting by Computershare. They'll be combined with the proxy votes that have already been submitted, and then the final results will be announced to the London Stock Exchange as soon as practicable, following the conclusion of the meeting, and we'll also put them up on our website straight away.

However, based on the votes and proxy instructions that we received before the meeting, I can tell you that, indicatively, all resolutions have been passed, and, so, they will go forward like that. But the voting numbers will be shown, as I say, on the website and on the London Stock Exchange screen, later on today. So with that, ladies and gentlemen, that concludes the formal business of the meeting. It only remains for me really to say again, thank you all for coming today. When you leave the meeting, we'll be very pleased to provide you a bag of PZ Cussons products. I hope you'll take one and enjoy them at home and do have a look at what's on display and chat with the PZ Cussons members of PZ Cussons team here, when you're doing that. So thank you, and I, at this point, declare the meeting closed.

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