Haere mai, ki tena hui. Good afternoon. I'm Scott St. John, Chair of the Fisher & Paykel Healthcare Board, and welcome to the 2023 Annual Shareholders Meeting. We're very pleased to welcome you here in person to our East Tamaki campus and online via our virtual meeting platform. You are able to vote and ask questions both online and in the room today. For those online, please refer to the online portal guide for instructions. If you need help, phone the Link Market Services Helpline on 0800 200 220. Before we get underway, some housekeeping items for those of you who are in the room. Bathrooms are located outside of this meeting room on the left. In the event of a fire alarm, please follow instructions from members of our team who are wearing lanyards.
They will guide you to the closest exit and assembly area. On the information conveyed to me, I declare that a quorum of shareholders is present, and the meeting has been duly convened. I would like to introduce you to your directors. Joining me here is Managing Director and CEO, Lewis Gradon. We have Mike Daniel, Pip Greenwood, Lisa McIntyre, Neville Mitchell, Donal O'Dwyer, and Cather Simpson. The minutes of the last annual shareholders meeting have been approved by the directors and are available for inspection. The notice of meeting, including the explanatory notes, has been circulated to all shareholders, and I intend to take it as read. The first item on the agenda is the chair's address, where I will give an overview of the company's performance, and you will hear from the Chair of each of the Board's subcommittees.
Following that, I will turn over to Donal O'Dwyer, who has some departing remarks ahead of his retirement at the end of the calendar year. I will then ask our Managing Director and CEO, Lewis Gradon, to provide an update. After addressing any questions on the financial statements for the year ended March 2023, we will move to the resolutions contained in the notice of meeting. After each resolution is proposed, you will have the opportunity to ask questions with respect to that resolution. Those attending in person may do so by raising your hand, and we will bring a microphone to you. Online participants can submit questions at any time prior to voting on the resolutions by using the online question functionality. The Board will first address any questions in the room and then turn to our online participants.
Today's presentations were released to the NZX and the ASX this morning and are available in the investor section of the company's website at fphcare.com. I would like to begin my remarks by thanking our customers, clinical partners, and our people. Last year, approximately 20 million patients were treated with Fisher & Paykel Healthcare products. This is not something that happens without a great deal of effort from many individuals. We applaud those who work tirelessly to get products where they're needed and administer care to patients. The past year has been a welcome change from the pandemic period. Our people have taken advantage of open borders to strengthen connections with customers, clinicians, and with each other. We'll play a short video later in the agenda to demonstrate this. In May, we announced a solid performance for the 2023 financial year.
We were again lapping a period which saw a significant COVID-19 related impact on sales. The result was softened somewhat by hospital customers working through excess inventory during the first half, but this trend largely abated in the second half, and we've seen more stable ordering patterns since then. Full-year operating revenue was NZD 1.58 billion, and net profit after tax was NZD 250 million. Hospital product group revenue for the full year was NZD 1.02 billion, a 15% decrease compared to the previous year and 18% lower in constant currency. Taking a five-year view provides more perspective. You can see on the screen that our five-year compound annual growth rate is 12%.
Home care product group revenue for the full year was a record NZD 553.8 million, 18% higher than the previous year and 13% higher in constant currency. Our Evora Full mask has been very well received since its launch last year, and our team is hard at work on upcoming additions to the range. Gross margin for the year was 59.4%, compared to 62.6% a year earlier. Headwinds such as elevated freight rates and manufacturing inefficiencies are easing, though inflationary raw material and manufacturing costs do remain a factor. We expect that returning to our normal focus on operational efficiencies rather than our supply at all costs approach during the pandemic, will get us back to our long-term gross margin target of 65% within the next 3-4 years.
Across the global business, we are very focused on this and are putting our shoulder to the wheel... The board approved a dividend of NZD 0.23 per share for the second half, taking the total dividend for the 2023 financial year to NZD 0.405 per share, an increase of 3% over the 2022 financial year. This was paid to shareholders on 7 July 2023. We also reactivated our dividend investment plan, through which eligible shareholders can opt to reinvest all or part of their cash dividends in additional shares at a 3% discount. Turning to the present, we updated the market this morning with our latest line of sight for the 2024 financial year, and Lewis will take you through that in more detail shortly. Setting financials aside for a moment, there have been a number of significant milestones elsewhere.
We've taken some big strides in our long-term infrastructure planning. We acquired a 105-hectare site in Karaka for our second New Zealand campus, and we were pleased to receive approval from the Overseas Investment Office earlier this year to proceed. We are now working through the necessary zoning and plan changes. We opened our third building in Tijuana, and are making good progress on the development of a new facility in China, and there is plenty of activity happening here on site in East Tamaki, as I'm sure you've seen. Environmental and social responsibility continue to occupy a suitable space in our board discussions. There is a lot that I could say on this, but I think the expression that captures our mentality best is that there's no finish line for us on this journey.
We're always looking to do better, and we seek to identify and implement the best solutions rather than routinely adopting practices that are designed for others. Our newly established environmental and social responsibility governance group continues to provide structure to these efforts. Those who have been with us on this journey for a while now will know that we have a bias towards the long-term view. Short-termism does not feature in the way that we craft our plans. That being said, I'm heartened by the amount of progress that we've achieved in the here and now, whether it be in the development of our long-term carbon reduction plan, the continued strength of our eco-design program, or the important progress that we're making in sustainable procurement and preventing modern slavery. Turning now to your Board. Last year, we farewelled Geraldine McBride and welcomed Cather Simpson.
Cather has extensive experience commercializing scientific research and has been involved in several high-tech ventures. She has brought valuable perspective to the board table since joining us. We've also been fortunate to have Tracey Barron in the mix as part of the Future Directors program. This continues to be a positive format for upskilling aspiring directors and bringing in an outside perspective to established boards. More recently, we were pleased to announce Graham McLean's appointment to the board, effective 1 October. Graham joins us following 16 years as an executive at leading medical device manufacturer, Stryker Corporation, most recently as President of the Asia Pacific region, based in Hong Kong and Singapore. He is currently a Director and CEO of CleanSpace Holdings and chair of Universal Biosensors, two ASX-listed healthcare companies. We are confident Graham will add a valuable perspective to your Board.
Graham will commence as a Director on 1 October, and given that the appointment process was completed after this year's notice of meeting was circulated, his appointment will be put to shareholders at, for their consideration at next year's ASM. Donal is retiring at the end of December after 11 years of incredibly valuable service to Fisher & Paykel Healthcare. Donal will say a few parting words shortly, and I'll hold my remarks and acknowledgement until then. We are very active in our consideration of succession in all its forms. There are interrelationships between the chair, the board, board committees, and management. We're also very conscious of having the right mix of skills, characteristics, freshness, and continuity on the board. We are a global company. We recruit globally, including for the board.
Looking forward, you may see some board members with slightly harder-to-acquire skills, such as global med tech, perhaps have tenure slightly longer than the average of the board. And you might also see people like me, whose skills are more readily available in Australasia, likely serving a more typical 3 times 3-year term, to ensure that we manage this well. I should add that we are not bound to a rigid textbook rendering of succession. Before I close, my thanks go to the people of Fisher & Paykel Healthcare for putting in the work day in, day out, to see that our patients are treated with the highest quality product. And finally, I would like to thank you, our shareholders, for continuing to back us. The opportunities before us are significant, and we appreciate your support as we pursue them.
The board operates with the support of three subcommittees, which are: the Audit and Risk Committee, the People and Remuneration Committee, and the Quality, Safety, and Regulatory Committee. The chairs of each of these committees, Neville, Lisa, and Mike, will now provide an update on the past year. First, we will hear from Neville Mitchell, who chairs the Audit and Risk Committee.
Good afternoon, everyone. The Audit and Risk Committee comprises of myself, Scott St John, Mike Daniel, Lisa McIntyre, and Pip Greenwood. We assist the board by reviewing F&P's risk management framework, internal control processes, and financial and non-financial reporting. This includes oversight of the treasury function. We also assess the company's strategies to mitigate the impact of major risks, including climate-related events and cybersecurity incidents. Our objective is to ensure the right framework and systems are in place, and to ensure appropriate decisions can be made in what are often very complex situations. We've continued to strengthen our business continuity plans over the past year.
Your committee had in-depth briefings in March on what our response to a major cyber incident would look like, and the business also carried out a multi-day simulation of a cyberattack that involved many parts of the business in order to test the resilience of our crisis management, crisis communications, and business continuity functions. This was an insightful exercise, which developed our muscle memory and enabled us to fine-tune our plans. Your committee is also responsible for the governance of climate-related risks. This involves monitoring the company's global carbon footprint and ensuring that climate-related risks are embedded into the broader risk management framework. This is in line with the recommendations of the Task Force for Climate-Related Financial Disclosures.
The business continues to improve its reporting on climate and other sustainability measures, and there will be continued improvements in the 2024 reporting period as our disclosures comply with the New Zealand External Reporting Board's new climate standards. I would recommend to shareholders the sustainability section of our 2023 annual report. In addition, we continue our important work, which includes our external auditors, PwC, around the evolving tax and financial reporting frameworks. Lastly, with respect to the composition of the committee, we look forward to Graham McLean joining us as a member when he joins the board on the first of October. Thank you for your support for F&P. I would now hand over to Lisa McIntyre, Chair of People and Rem.
Thank you, Neville, and good afternoon, everyone. At Fisher & Paykel Healthcare, our purpose is to improve care and outcomes through inspired and world-leading healthcare solutions. That's what we do, and if we want to truly deliver on this purpose, it starts with our people. We know we need the best people. We know we need the best environment to generate the innovative solutions required to create better products and better practices, and we believe we have the right approaches in place to achieve this. One of the fundamentals of our culture is coaching, and in the 2023 financial year, a broad group of our senior leaders defined our coaching ethos, which wasn't easy, and they tried to ensure that we could embed this globally.
That's our purpose, to embed coaching globally, and our next steps are to identify the key priorities and to continue to continuously improve the effectiveness of our coaching strategy. Also, in 2023, we updated and released our diversity, equity, and inclusion procedure. This outlines our commitment to making F&P a place where everyone can find and feel they belong. They can reach their full potential and contribute over the long term, and this is something we strongly believe in. Our journey towards gender equity continues, and our goal is to increase the representation of women in senior roles. We also continue our work in diversity, equity, and inclusion to increase the emphasis on additional dimensions of diversity.
For our New Zealand teams, we continue to monitor pay equity between women and men in the same roles, and we're pleased to see there is no significant difference between genders. One highlight this year was a three-part mentoring workshop that was created by our Women in Engineering employee group, combined with our learning and development team, and these workshops were very well-received by our staff…. In 2023, we progressed our diversity, equity, inclusion journey with our global sales teams and our Mexican manufacturing teams, and this year, we begin our initiatives to increase representation of women in senior roles. Another of our responsibilities for our committee is board succession planning, and our aim is to ensure that there is a range of skills, experience, and diversity represented on your board.
As Scott mentioned earlier, we are farewelling Donal O'Dwyer from the board at the end of December, and our new appointee, Graham McLean, will join us on the 1st of October. And Donal, we want to thank you for your enormous contribution to the board and the company as a whole, and I personally greatly enjoyed working alongside you in the two years I've been on the board. It's been a wonderful learning experience for me, so thank you, and we wish you all the best as you step aside. Another responsibility of our committee is recommending guidelines for senior executive remuneration and director remuneration. As you may know, the board commissioned an independent review of director fees during the past year, and we engaged Mercer to do this.
You'll see more detail on this exercise and the findings in the notice of meeting, and a summary of the report is available on our website. Scott will provide more context on this, when it comes time to vote on Resolution three. I'd like to close by acknowledging the contribution of our people to making Fisher & Paykel a great place to work, and I specifically want to call out the dedicated people leading our employee groups. These include the Manaaki Group, which is our indigenous leadership group; Spectra, which celebrates the queer and gender-diverse community at Fisher & Paykel; and the Women in Engineering Group, which provides a platform for women in technical roles.
Having an environment where our people are empowered to take an active role in these initiatives, along with strong leadership support, is critical to creating a positive and lasting impact for our people. Thank you. I'll now hand over to Mike Daniel, Chair of Quality, Safety, and Regulatory.
Thank you, Lisa, and good afternoon, all. I was appointed chair of the Quality, Safety, and Regulatory Committee in January this year, following on from Donal O'Dwyer, who had led the committee since 2019. Thank you, Donal. Now comprised of Scott St John, Cather Simpson, Neville Mitchell, Donal, and me, the QSR Committee continues to provide oversight of our quality management system, regulatory compliance, and our people's health, safety, and wellbeing. This year, the company has maintained its compliance with the extensive and evolving medical device regulatory requirements around the world, as well as continuing our collaborative working relationship with major regulators. In Europe, we have been transitioning to meet the new medical device regulations known as EU MDR. In the United States, the company continues to strengthen its relationship with the Food and Drug Administration, supporting the FDA's Case for Quality program.
The company achieved more than 400 country-specific product marketing authorizations over the past year. Most notably, this included 510(k) clearance from the FDA for our 950 humidification system and the Airvo 3. The health, safety, and wellbeing of our people around the world remains a key priority. In New Zealand, we have been improving our illness and injury rehabilitation processes to support our people to recover and to return to work more effectively. We are also continually improving the ergonomic design of our production areas and workspaces. Our team in Mexico held an inaugural Health Awareness Week for our people and their families in recent months. More than 900 attendees benefited from the services made available, which included medical checkups and vaccinations. Supporting our infrastructure expansion has been another feature of our work program.
Our team is implementing health and safety processes at the new manufacturing facility in China, while also supporting the ongoing construction work here on our site in New Zealand. With approximately 20 million patients treated using our devices over the past year and more than 6,500 team members based around the globe, we take our responsibility to all very seriously. Thank you, and back to you, Scott.
So thank you, Neville, Lisa, and Mike. Before we hear from Lewis, a few words on Donal, given this is his final ASM. Donal, I speak on behalf of the Board when I say your 11 years of service have been an enormous asset to this company. We've benefited greatly from your global experience and knowledge of medical technologies, and we've particularly benefited in the realm of quality, safety, and regulatory. You were a fantastic chair of our QSR subcommittee in recent years. Personally, I have really valued your counsel. You still have a few months to go, but I'd like to wish you all the best in this public forum today, and I'll now give you the opportunity to say a few words.
Well, good afternoon, everyone, and thank you, Scott. Firstly, I really appreciate the opportunity to say a few words today, and also thank you for your kind words. I really appreciate them. As has been said, this is my final ASM as a director following 11 years on the board. To be honest, I have many, many feelings at this point, but overwhelmingly, I feel a great sense of gratitude for having had the opportunity to be so involved with such a great company and such a great group of people. Let me start by thanking you, our shareholders, for supporting my re-election to the board for the past several years. I appreciate the confidence that you have placed in me.
You know, as one reflects on one's life, I think above all else, you inevitably ask yourself, "Well, what have you contributed, and how effectively have you spent your time?" Time, clearly, is probably our scarcest resource. Now, I feel very fortunate to have had the opportunity for the past 11 years to have devoted an important portion of that time on F&P matters, because F&P is a company with real, true, genuine purpose. Its focus in everything it does is to bring products, technologies, and solutions to patients and to their doctors and carers. Simply, F&P helps people who are users of our technology live better lives. And I really don't know... I can't, I can't say any more than I feel so fortunate to have been part of this, to be part of a company with such an inspirational purpose.
Now, in F&P's case, not only is it an organization of great purpose, but also the values that underpin how they try to achieve this purpose are impressive, deep-rooted, real, and pervasive throughout the entire organization. 'Cause it's all well and good to speak about your values and have bright banners on the walls, elaborating what they are, but what I have seen constantly and experienced during my past 11 years here, was our values in action every day. And most recently, for example, the way the company came together to respond to the pandemic, keeping patients first at every juncture, was truly impressive and completely consistent with our purpose and values. I commend the action of all of the F&P team members right throughout the organization.
I'll tell you, there were so many other examples over the years of this rich, values-based approach being applied that I could cite today, but quite frankly, I'd take the entire afternoon listing one great example after the other. There is an outstanding team and a wonderful group of people right across F&P. The leadership, style, and freedom to operate all comes from the top, and I'd like to acknowledge Lewis and his great team for creating this, for creating the environment that has allowed people, our people, to be their greater selves and to deliver such incredible results for our customers and patients around the world. I think this is something that we as shareholders should be very proud of. Thank you, Scott, and the rest of my Board colleagues.
You truly make a talented, principled, and capable group, and I have greatly enjoyed and valued working with you all. I also really appreciate the challenging, and challenging in a respectful way, but nevertheless, the challenging interactions and relationship between the board and management. Now, this is not a given for a company, and in the case of F&P, again, I believe it makes us truly different. I welcome and endorse the appointment of Graham McLean to the board. He has strong credentials, as others have said, in the medical device field and a proven commercial acumen. I believe he will continue to help move the company in the right direction. For me, also, being involved for the past 11 years with F&P has given me the opportunity to visit New Zealand more than I might otherwise have done so.
It has allowed me to appreciate what a special part of the world you have here, the beauty of the landscape, but more importantly, the beauty of the spirit that makes you a very special country. Lastly, thank you again, our shareholders, for your support throughout my tenure and for continuing to believe the F&P story. The company has evolved and grown significantly over these years, but there remains no shortage of opportunities to improve outcomes and reach more patients. So I'm looking forward to my final few months as a director, and beyond that, I will continue to cheer on the business as a shareholder and feel a real sense of privilege at having been able to play a role in one of the world's most innovative medical device companies. Thank you so much.
... Thank you, Donal. Now I call on Lewis Gradon, our Managing Director and CEO, to address you.
Well, thank you very much, Scott. First of all, I would like to echo Scott's opening comments and thank our customers, our clinicians, the people at Fisher & Paykel, and our shareholders for your support over the last 12 months. I'd like to start by sharing with you a video that we showed internally when we announced our full year results. To put it in a context for you, I'd like to ask you to cast your minds back, maybe 12 months. Imagine you're a business with people in 53 countries of the world.
You've got global research partners, you've got global suppliers, and borders have been closed for over two years or more, and we're just beginning to travel again. So that was a real milestone event for us, and as you'll see, it's kind of the theme of, what we were, what we were talking about when we did our full year result internally. So let's see how that goes.
This year I felt connected because we had the privilege to reconnect, not only with our sales teams, but with our international research partners. It's these relationships that allow us to see what happens at the bedside, and to see how our therapies and technologies benefit a growing population of patients.
How I have felt most connected in my first year with F&P is through the relationships I have made with my team and my customers.
I felt connected in all Japan off-site meeting this year. It was the first physical gathering after pandemic. We talked, laughed. It was an excellent team building.
In my brief time at Fisher and Paykel, I've already developed a strong connection with my team, and I appreciate the opportunity to work with such nice and dedicated colleagues.
I feel especially connected to Fisher & Paykel Healthcare this year because my best friend had her baby three months premature. When she sent me pictures of him in the hospital, he was on our Airvo products. He is now happy and healthy.
This year, I got a chance to travel in the market and meet some of our sales team and our customers. It was fantastic to see our new product, the Evora Full, being used by patients, and the positive feedback they were getting from using it, and the difference it was making to their lives. So I really did feel connected with those patients this year.
Hi, everyone. It's great to hear all the stories about reconnecting. We're meeting in person again with customers, clinicians, and suppliers at trade fairs, training sessions, clinical forums, and meetings. And maybe more important for a diverse and global business like ours, is meeting face-to-face with one another, exchanging ideas, having some great moments, sharing some memories, and building on our teamwork. During this year, we once again rose to the challenge of meeting demand surges in North America and China, and our experience and hard work shows in the result. We released the Evora Full OSA mask and our Evo3, both to an enthusiastic reception, and our products were used to treat around 20 million patients globally. So where to from here? We're expecting our revenue to be less impacted by COVID-19 going forward.
So in manufacturing and distribution, we're switching from a supply-at-all-costs mentality that we needed during COVID, back to our normal day-to-day focus on efficiency and continuous improvements. In sales, we're working on the opportunities that COVID has given us to increase the number of patients treated with our therapies over the next few years. And in our product groups, we're working on accelerating our long-term growth opportunities, and it's our connections that will help make that all possible. Thanks, everyone.
Well, I hope you enjoyed that insight into our thinking at the time. Scott's talked about our FY 23 result. I thought I'd just spend a quick moment on our guidance that we gave for FY 24, that we released to the stock exchanges this morning. So you can see it there.
We said that assuming a continuation of trading conditions that we've seen over the first four months of this year so far, we expect operating revenue for the first half to be approximately NZD 790 million, and net profit after tax to be between NZD 95 million and NZD 105 million. For the full year, we said trading to date indicates no material change to the full year revenue guidance that we provided in May, of about NZD 1.7 billion. We gave a little bit of insight that for the first four months of the year anyway, OSA mask revenue was a little stronger and hospital hardware revenue, a little lighter than we had previously assumed....
We kind of reaffirm that in constant currency terms and across the group, our operating group revenue and operating expense results to date are consistent with that full year guidance that we provided in May. And we said that we're expecting constant currency gross margin improvement, approaching 200 basis points for the full year. So, Scott's talked about FY 2023. I've given you a little bit of a summary of the guidance we gave for FY 2024. But, for our business, each individual year is really more about the progress that we can make on the long-term opportunities in front of us. So let's go take a look at what they are. So you can see here on the left-hand side, invasive ventilation. That's where our business started.
Last year, FY 2023, our products were used to treat about 6.5 million patients out of what we estimate would be about 12 million patients that would benefit. Next one along, noninvasive ventilation. Last year, our products were used to treat about 2.5 million patients out of an estimated 20 million that would benefit. And then next is nasal high flow. Last year, our products were used to treat about 6 million patients, and we've estimated about 50 million patients a year would benefit in the hospital respiratory support category, and about another 50 million a year would benefit in the anesthesia category. So when you add that all up, you can see that our therapies would potentially benefit over 150 million patients a year.
Last year, which didn't have a lot of COVID in it, our products were used to treat 15-16 million patients. So you can see there's a long way to go. In home care, two parts of that business for us right now. First one, home respiratory support. That's still in its early days, for us, developing the therapy and the clinical data. And then the other one, of course, is obstructive sleep apnea. For us, largely, a mask business, but on the whole, you can see across both of those, categories for home care, over 100 million patients a year, probably conservatively, would benefit, and we've got a long, long way to go yet. Now, those opportunities that we have across these multiple therapies, are at different stages of evolution. We started in invasive ventilation. That's the left-hand one.
That's where our business began. And then our, if you like, exceptional growth driver for quite a while, was obstructive sleep apnea. More recently, that exceptional growth driver has been nasal high flow, and that's the one that garnered all the attention during COVID. So we've illustrated that here with this kind of bump that you can see. And then... Oh, there's one other thing I need to point out on this graphic. I should have pointed it out first. When we're saying short term, we're thinking 5 years or so. When we're saying longer term, we're thinking 30 years plus. Medium-term, somewhere in the middle. So, the COVID-19 one tells you about where we are now. You've got the COVID-19 bump in nasal high flow. We think that'll be the growth driver for a while to go yet, the exceptional growth driver.
Then we think the next one that would become more material would be in anesthesia. Now, in anesthesia, we have the product, we have clinical data. We are building out a global sales force around the world because we've found that a specialist sales force on that specialist call point gets us a much better result. And then a little bit longer term, we think home respiratory support probably becomes the more exceptional growth driver, becomes more material. Slightly different story there. We've got the product, we've got the global distribution, and we've got the sales force. We're developing the clinical data to support treating these patients in, in the home, and that's what's taking the longer period of time.
Then finally, on the right-hand side there, long term, an intentional strategy of building a global distribution channel that is independent of what we do now, so that we have something else to grow in when you think very long term. That's surgical technologies, and I'd characterize that right now as developing a product portfolio, developing the clinical data to support that product portfolio, and selling in limited countries. Overall, we think, you know, our aspiration remains doubling constant currency revenue every 5 or 6 years. That hasn't changed. Now, if you look at our financial statements, FY 23, the guidance that we've given for FY 24, and certainly back during COVID, we have a lot of COVID impacts in there.
This comes from hospital customers responding to COVID surges with massive increases in demand, overstocking with our products, destocking over probably an extended period of time, massive variations in demand on our manufacturing operation, massive disruptions in raw materials and distribution networks, and then us managing our finished goods and our raw materials inventory all through this. So I'd kind of characterize that as, you know, if you're gonna look at our financial statements every six months, every twelve months, you've got a lot of COVID kind of driven noise in there. So we want it... And that'll probably continue maybe for another year or so yet, with kind of the lingering tail effects on stock and inventory management as well.
So we wanted to take a step back and say, if you look through all that, six monthly financial noise, what's COVID really done? What's it fundamentally changed for our business? And that's this chart here. So we've got FY 2019 on the left-hand side. That's the last full year we had before COVID, and we've got FY 2023 there. And I'll run you through some of the key ones. If you look at that top line, over those four years, we've added people directly in another 15 countries around the world. We've gone from 38 countries to 53 countries in the world that we have people in. The next one I'll take you to is people in R&D. Over those four years, we've increased the number of people we have working in R&D by nearly 50%.
If you go to the next line, as a percent of revenue at 11%, for the R&D spend, that's a little bit ahead of our normal run rate of 9%-10% a year. So, you know, we view that as an accelerated investment in R&D. The next two lines, land and manufacturing facilities, they're kind of infrastructure. We've, this last 12 months, added this, Karaka site here in Auckland. That's to cater for growth over an approximately 30-year timeframe, in New Zealand. In manufacturing facilities, over those 4 years, we've added 2 manufacturing facilities. You're in one of them right now, so as you can see, these are pretty chunky, manufacturing facilities that we're talking about. And we're currently working on setting up manufacturing in China.
For those of you on the site today, you would have seen the big hole in the ground. That's us working on the fifth and final building for this site here in New Zealand. Now, plant and equipment CapEx, we've spent over NZD 400 million over the last four years. That's largely manufacturing equipment. That's also a bit ahead of the curve and places us in a very good position for growth in the future. And then finally, I would take you down to the bottom line there, the anesthesia sales team. We've added about 50 people, going from 20 to nearly 70 people, specifically selling in anesthesia call points, and we plan to continue growing that team at that kind of rate for a while yet.
So I think that slide goes some way towards talking to our margin trajectory. So if we start on the gross margin graph there, what you can see is we have a long history, longer than this graph, actually, of improving our gross margin by 100 to 200 basis points every year on our way to that target of 65%. And we do that on the whole, with thousands and thousands of continuous improvement projects every year, year after year. Most of them are small, but as you can see, they all add up to a material improvement. They're all targeted at improving efficiency, improving processes, and reducing cost. And over time, in quantity, small projects add up to something you can see. So that's our normal behavior. Now, and you can see the result.
COVID strikes in FY 21, and our behavior changes to supply at all costs mentality, as much as you possibly can, and you can see the impact on gross margin straight away. And I think that speaks to, for a manufacturing and global distribution operation like this, when you're not working on reducing your costs, they go up. You know, we have to run to stand still, and I think that's kind of a fundamental for our business. You can see the impact there. Now, when we go to operating margin, in FY 21, FY 22, that gross margin decline is offset by the COVID revenue, COVID-based revenue.
Then in FY 2023, you can see the impact of gross margin coming through, and then also the impact of that accelerated R&D investment that we talked about in building out the sales force also comes through in FY 2023. Now, earlier on this year, we changed our mentality. We reverted back to our normal business as usual, continuous improvements cycle. Based on our history, we think without diverting any resources, just by going back to our normal continuous improvement behavior, over the next several years, we should be able to get back to that gross margin target of 65%. If you look at this year, we are projecting that by the end of the year, we'd be up to 5,000 continuous improvement projects.
Now, as they gain momentum during the year, we'd expect to see some visible financial impacts from those projects later on in the year rather than earlier. And also, the other thing, I'd like to... I was going to say, ask your forgiveness, ask your understanding, is that when you look at across 5,000 projects and all the moving parts, it is notoriously difficult financially forecasting the impact of these projects. But so, you know, I'll ask your understanding for that. But, we are very, very confident, of course, about the direction and that eventually they will add up, and we'll get there. So that does lead me to the summary slide. So when we look ahead, we have large and under-penetrated markets. We have geographic expansion under our belts.
We can leverage this investment in R&D and infrastructure going forward from here. We're pretty confident we can return to our target margins over the next several years. I kind of skipped this bit, but across all of those therapies, we do have a growing body of clinical evidence, more and more clinical data. As always, we have a promising product pipeline, and, I hope you can see there's no shortage of long-term growth opportunities. So thank you very much. Thank you for your time and attention. I'd really like to thank the attendees, here today. We always enjoy your presence here on our site. It's very much appreciated. Thank you. Back to you, Scott.
... Thank you, Lewis. The third item on the agenda is to receive and consider the financial statements and auditor's report as contained in the company's annual report for the year ended 31 March 2023. This is an opportunity for shareholders to ask questions specifically on the financial statements, the auditor's report, or the company's 2023 annual report. We have Keren Blakey, who was the lead audit partner with PwC, and some of her team with us here in the room today to answer any questions you may have, on those items. Please note, there will be an opportunity for general questions once all the items on the agenda have been considered. Would anyone in the room wishing to ask a question specifically on the financial statements, auditor's report, or annual report, please raise your hand, and a microphone will be passed to you?
We will begin with questions in the room, and then we will turn to our online audience. We ask that you please state your name before asking your question. Are there any questions on the accounts or associated matters? Okay, so we might go online, Marcus.
There are no questions from shareholders online.
Okay. As there are no further questions or questions at all, in fact, I will move on to the next item on the agenda. The fourth item on the agenda is the consideration of the formal resolutions. There are five resolutions, and each resolution is an ordinary resolution. This means that they are required to be passed by a simple majority, more than 50% of the votes of shareholders who are entitled to vote on the resolutions and do vote. You can choose to vote in one of three ways at the meeting: by voting card or using your smartphone or online with an electronic voting form. You only need to vote once, using these methods. If you wish to vote by way of voting card, you will have received a voting card on arrival here today if you are a voting participant.
If you did not and wish to vote by this method, could you please make your way to the registration desk at the back, and the Link staff will assist you with registration. Please also ask Link staff if you require a pen to vote. For shareholders attending today in person, you may also vote on your smartphone through the Link Vote app. This app is available to download on the App Store for iPhones and the Google Play Store for Android devices. Shareholders using their smartphones for voting today will need to have registered on the Link Vote app with a PIN upon entering the meeting. Please swipe left to follow the voting resolutions. If you require any assistance with the app, the Link staff will be able to assist. Voting on the resolutions will also proceed using the online meeting platform.
To vote, you will need to click Get a Voting Card at the top of your web page or below the video. You will be asked to enter your shareholder number or proxy number to validate. You can then select how you wish to vote by clicking For, Against, or Abstain in respect of each resolution. Remember to click Submit Vote on the bottom of the card once you've selected all your votes. Further information is available in the Link Market Services online portal guide, and you can call the helpline on 0800 200 220 for assistance. Following voting on the resolutions, we will be happy to take any general questions that you may have in regard to our company and our operations. For those online, you can submit general questions at any time during the meeting by using the online question function.
The registrar, Link Market Services, will complete the counting of all votes and complete their duties as scrutineer for the purposes of the poll. We will make an announcement of the results of the voting to the NZX and ASX once this process has been completed. We now move to consideration of the individual resolutions. Explanatory note one of the notice of meeting explains the requirement that a director of the company must not hold office without re-election past the third annual meeting following that director's appointment or three years, whichever is longer. Pip Greenwood is the Director retiring in 2023, and the first motion relates to the reappointment of Pip. I would now like to invite Pip to address you.
Tena koutou katoa. Thank you, Scott. Good afternoon, everyone. I'm pleased to be standing for re-election to the Fisher & Paykel Healthcare Board at this year's shareholder meeting. I joined the board six years ago, and throughout that time, it has been a pleasure working with my fellow directors, the wider team, and our shareholders. I've come to understand the company and its culture well during my time at F&P, and one thing I would say, it has a very unique and special culture.... And, and during that time here, I have had a period as the Chair of the People and Remuneration Committee up until the end of December last year. I believe I bring a valuable perspective to the board.
I possess more than 25 years experience in commercial law, having provided advice to some of the country's leading corporates and having led some of the largest commercial transactions in the region. More recently, my governance skills have been sharpened by time spent on the boards of Westpac, Vulcan Steel, and a2 Milk, to name a few. Fisher & Paykel Healthcare's mission of improving patient care and outcomes is one I remain completely committed to. The company continues to make an impact on the world stage, and the opportunities ahead of it are substantial. I value this opportunity to play a role going forward. If elected, I will uphold the board's highest standards of corporate governance alongside my fellow Directors, as we balance our pursuit of continuous innovation with developing strong shareholder value. Thank you. Kia ora katoa katoa. Back to you, Scott.
Thanks, Pip. I had pleasure in moving in, as an ordinary resolution, that Pip Greenwood be re-elected as a director of the company. Are there any questions from the room? Are there any questions from shareholders online?
Yeah, there is a question asked by Stephen Mayne, and the question is: "In 2019, Treasury Wine Estates voluntarily moved to annual elections for directors, in line with best practice that occurs in both the U.S. and the U.K. Dual-listed companies like News Corp and Rio Tinto all do this due to the laws in the U.S. and U.K., and BHP has continued doing it even after its UK DLC ended in 2021. Can the chair and today's only candidate for election, Pip Greenwood, comment on whether our company will consider following this Treasury Wine Estates lead and move to annual elections of Directors at the 2024 AGM?
I'll respond to that, and Pip may or may not have something to add, but that's not something that we have considered at this company. It's not something that I'm aware that has been considered by any other company in New Zealand. And look, there's a lot of talk about what is and what isn't best practice. What we try to do, regardless of what we hear or see out there in the market, is do things that we believe are in the interest of this business, and we think a three-year cadence makes sense for us and for you. We're very conscious of what is happening around us, though, and if you know, we retain an open mind. But Pip, do you have anything to add?
Thanks, Scott. I'd just add that, having people elected annually creates risk for the business, and I think it's very inconsistent, actually, with the underlying philosophy of Fisher & Paykel Healthcare, which is really about the long-term vision, as I think we heard very well from Lois earlier today. So I personally think that it's not really consistent with the philosophy of, the organization.
Thanks, Pip. Marcus, do we have anything else?
There are no further questions online.
Okay, so could you please now record your vote on this resolution? The second resolution is to authorize the directors to fix the fees and expenses of PwC as the company's auditor. Under the Companies Act, PwC is automatically reappointed as the auditor of the company. As I mentioned earlier, we have Kieran Blakey, lead audit partner from PwC, with us today to answer any questions you may have. Therefore, I now move as an ordinary resolution that the directors be authorized to fix the fees and expenses of PwC as the company's auditor. Are there any questions from the shareholders in the room? Are there any questions online?
There are no questions online.
So could you please now record your vote on this resolution? The third resolution relates to non-executive director fees. Each year, the board reviews non-executive director fees to ensure they are appropriate. In March this year, the board engaged an independent consultant, Mercer, to undertake a benchmarking exercise to assess director fees. Mercer looked at the NZX and ASX companies of a similar size and scale. Their report concluded that current board chair and non-executive director fees were in the 25th percentile among comparable companies. Mercer recommended an increase that would place the company's aggregate fee pool at the median of the comparator group. The board has considered Mercer's recommendations carefully, considering the experience and responsibility of the directors, the size and the complexity of the company, and the level of governance and time commitment required of directors.
As a result of the benchmarking process conducted by Mercer and the board's consultation with a number of shareholders and shareholder representative bodies, the board determined to propose an increase in the total annual pool available for remuneration, for remunerating non-executive directors. Therefore, the third resolution of this meeting is to increase the maximum aggregate annual remuneration payable to non-executive directors. If shareholders approve this resolution, then non-executive directors' fees from 1 September 2023 would be as set out in pages 14 and 15 of the notice of meeting. We have David Yong, Senior Principal at Mercer, available on Zoom from Sydney. He can answer any questions you may have on Mercer's methodology and recommendations.
I now move as an ordinary resolution, that the maximum aggregate annual remuneration payable to non-executive directors be increased by NZD 295,000, from NZD 1.45 million to NZD 1.75 million plus GST, as appropriate. Are there any questions from shareholders in the room? Are there any questions from shareholders online?
Yeah, there is a question here from Steven Main. Xero suffered a recent protest vote against one of its directors because proxy advisor, ISS, was disappointed there was no non-binding vote on the remuneration policies of the company, as is required in Australia and many other jurisdictions. Will you commit to voluntarily introduce a non-binding, non-binding vote on the remuneration report at the 2024 AGM? If not, why not?
That's not something that we're contemplating at this stage. Fisher & Paykel Healthcare complies with all New Zealand rules and regulations. We're cognizant of our global shareholder base, and we speak on a regular basis with our global shareholders, including on the topic of disclosure, and we are comfortable with where we sit at the moment in that regard.
There are no further questions online.
Thank you, Marcus. Could you now please record your vote on this resolution? The fourth resolution is to approve the issue of performance share rights or PSRs to Lewis Gradon, Managing Director and Chief Executive Officer of the company. Approval is being sought to issue up to 100,000 PSRs to Lewis. The PSRs are to be issued in accordance with the Fisher & Paykel Healthcare 2022 performance share rights plan. The key terms of that plan are summarized in explanatory note 4 of the notice of meeting. The board believes that the consistent issue of PSRs will create strong incentives for management to grow the value of the business at a rate greater than a peer group of multinational medical device companies, but effectively excluding the effects of movements in the New Zealand dollar.
Therefore, I now move as an ordinary resolution, that the approval be given for the issue of up to 100,000 performance share rights to a total value of NZD 577,200 under the Fisher & Paykel Healthcare 2022 Performance Share Rights Plan to Lewis Gradon, Managing Director and Chief Executive Officer of the company. Are there any questions from the room? Marcus, do we have anything online?
Yes, there is a question from Steven Main. Could CEO Lewis Gradon please summarize his past LTI grants as to whether they have vested or lapsed? Also, what is his history in terms of on-market share sales or purchases? Please don't say, "Look it up in the annual report and through stock exchange announcements." It's complicated over a stellar 40-year career with the company, and the CEO could factually summarize the situation in 60 seconds.
There's some big asks in there. 60 seconds is a challenge, and relying on memory only is a challenge, but I'll give it my best stab. I think on the whole, I would say our LTI schemes have, have vested. We did have a couple from memory that we missed that, that didn't vest. I'm thinking that was somewhere around the 2010, 11, 12 timeframe, something like that. Two thousand and nineteen, at the moment, I happen to know, have not vested. So on the whole, I'd say vested. The other parts, I have not, in the last decade, purchased any shares on market, and typically, I will sell enough shares to cover my tax obligations when shares, do vest, is my typical behavior.
Thank you, Lewis. Marcus, do you have anything more?
No, there are no further questions online.
Could you please now record your vote on this resolution? The fifth resolution is to approve the issue of options to Lewis Gradon, Managing Director and Chief Executive Officer of the company. Approval is being sought to issue up to 190,000 options to Lewis. The options are to be issued in accordance with the Fisher & Paykel Healthcare 2022 share option plan. The key terms of that plan are summarized in explanatory note 4 of the notice of meeting. Therefore, I now move as an ordinary resolution that approval be given for the issue of up to 190,000 options to a total value of NZD 577,200 under the Fisher & Paykel Healthcare 2022 share option plan to Lewis Gradon, Managing Director and Chief Executive Officer of the company.
Are there any questions from shareholders in the room? Marcus, do we have anything online?
There are no questions online.
Could you please now record your vote on this resolution? That concludes the voting on resolutions today, and thank you for your participation. If you have voted using a voting card here in person, you should have now completed your voting card. Our registrar, Link Market Services, will begin to move through the room collecting these. For those of you online, or if you have been using your smartphone, please ensure you have now submitted your electronic votes. The votes will now be counted by Link Market Services. The results of the voting will be announced to the NZX and ASX as soon as they are available. I would now like to give shareholders an opportunity to ask questions concerning any matters relating to the company. So are there any questions from shareholders in the room? Sir, just-
Colin Lowe is my name. I was wondering, what effect does the Board think the impact of AI will have on the company?
Might pass that to you, Lewis.
Yeah, it's a really interesting question. I might give you a little bit of insight into that. We first investigated AI, and now I'm guessing it might have been 15 years ago. We actually have a neural network running AI in our current CPAP model. We have it in the CPAP model prior to that. So I'm thinking that was about 10 years ago, so we probably started working on it 15 years ago. So I think we have a really good understanding, certainly of inductive AI running on neural nets, what the technology can and can't do. In terms of fundamentally impacting our business going forward, so we think it's a tool, and it's a tool we can use.
In terms of fundamentally impacting our business, our business is driven by improving patient care and outcomes and driven by therapies, and so AI doesn't change anything like that. It's a tool we can use, and it's a tool we have used in the past.
Thank you, Lewis. There was a question somewhere. This gentleman here.
Malcolm Tweed, New Zealand Shareholders Association. Two questions. One is a will you, and the second is a could you? The will you has three parts to it. The first is: can we, in 2024, expect to explicitly see statements around the severance terms for the CEO, including any termination payments? The second is around assurance, and it is: will there, in 2024, be any external assurance across the, sustainability reporting side of the reports?
Sorry, could you just repeat that again?
So in the annual report, there is assurance given externally-
Yeah
... on the carbon-
Yep, yep
-side of things. So my question is: will the balance of the sustainability focus receive the same level of external assurance? The third one, under the will you, side of things, the. We note that the lead audit partner rotates every five years.
Yep.
The question is: will you disclose next year whether the audit firm is rotated every 10 or whatever frequency you might adopt?
Mm, okay.
The could you question, this is the one that might take a little bit longer to understand for all of us, is your remarks, Mr. Chair-
Mm.
Are the first ASM where I've seen in writing the words, modern slavery.
Mm-hmm.
So I would be grateful if you could give us some insight as to how the company expects to change the course of modern slavery.
Mm.
Perhaps there might also be some views from the company as to how legislatively the progress is either encouraged or becomes an obstacle.
Okay, maybe I'll start there first. So there is legislation in various different jurisdictions in which we operate around modern slavery, and New Zealand is due very shortly, I think, to bring its own modern slavery legislation into play. And what we're looking at there is largely inside our supply chain, trying to ensure ourselves that we are not sourcing from not just jurisdictions, but entities that are not treating their staff fairly. So we, we've always had a framework around this in part. That got challenged a little bit during COVID, because, of course, we couldn't travel. But coming out of COVID, what we have done is employ staff on the ground, particularly in Asia, who are able to actually get out amongst our supply chain.
Now, you'll understand we have several thousand folk that supply us. So, getting inside every door is not always possible. So we're starting, I guess, top down with the largest. We're a reasonable way through that exercise. I'm not sure if there's anything more I can add to you usefully, but does that sort of get to what you were looking for?
I guess really what I'm looking for is to understand how the company sees it, and what you're saying to me is that you see it very much from a procurement lens.
That's the sharp end of it for us.
Right. That's great.
But it goes to the way we conduct ourselves here and the way we look after our own staff, of course. Then going into Lewis's potential explicit severance-
I wish.
I don't... I'm not aware of anything.
I think we can disclose that now.
Yeah.
There, there isn't one.
Yeah. In terms of assurance, I might look for the CFO, but my, my expectation is that's probably the direction that we, we will be going, and that's gonna be a pretty interesting space for all businesses in terms of, you know, how they assure themselves of, the information that they are putting out in the market. You know, you could argue that financial information is a lot easier to assure than some of the things that we're going to have to think about, in the climate change, context. But is Lyndal... You're over there. Have you got anything to add, to that, Lyndal?
Not at the moment, Scott. We'll be always considering it and working on how we develop through-
Yeah
... through assurance, as well as our own disclosures and improving them as we go through.
Yeah. And re the audit firm, so we are actually on the five-year rotation. We have the incumbent sitting in the audience. The last time, I think we did an RFP about five years ago, undertook an RFP for audit rotation. PwC won that contest. I don't think it's unreasonable to expect a regular cadence for a business to look at audit rotation, but that's not something that we're actively engaged in at the moment because we've got a lot of runway to go. And I think that's dealt with all of your questions. Is there anything else from the room? Sir?
Thank you. I'm Bruce Parks, shareholder. What impact, if any, did Hurricane Hilary have on your Tijuana plant and people?
Hurricane, so far, none.
Is there anything else from the room? Marcus, have you got anything coming in through your channel?
Yes, we do have some online questions, Scott. So, first question is or a comment: Thank you to Donal for his many years of service to the company. It's always helpful for investors to have access to some exit perspectives from retiring independent directors. In his final contribution as a Fisher & Paykel director, could Donal please comment on what he regards as the best decisions the Directors made during his time on the board, and does he have any regrets?
You can sing that one.
Lots of regrets, but not in relation to Fisher & Paykel. No, look, I would... I, look, my feeling is probably, one of the most important decisions that any board has, has in front of it always is, is the selection of its, of the leader, of the executive leader, the CEO. And I think in our case, we probably broke some of the rules, of governance, but I think we, we, appointed our, the CEO we appointed is just a fantastic person. He was new to the company. He only had 25 odd years of service at the time. But, but in so doing it, we also retained the wisdom and service of the outgoing CEO, and I think it works extremely well, and it's something that I, I, I feel very-...
Proud to have been part of the board that made that decision. I also feel darn lucky that we have such great people, and such great people that can work together to always with the number one objective, to continue to build on the success of F&P. So I would say that's for me, for me as an individual and for me as a board, I think our responsibility is to we've many responsibilities, but having great leadership and having great leadership that continue to do the great things that they have done for this company, is something I'm pretty proud of. So thank you for the opportunity.
Thank you, Donal. The next question comes from Steven Main. "Did any of the main proxy advisors recommend a vote against any of today's resolutions? Which of the proxy advisors are covering us? And have there been any material proxy protest votes? Will you disclose the proxy vote, votes before the debate on each resolution, so shareholders can ask questions about the reasons if there have been any protest votes? Also, next year, why not disclose the proxies early with the formal addresses, like others now do?
I'll start at the back of that. If I understand it correctly, we don't disclose where the voting is as we come into the meeting, as per recommendation of the New Zealand Shareholders Association, because we don't want other people's votes to necessarily bias the way the meeting is thinking about matters. Does that cover the second piece of that, Marcus-
Yeah.
- Marcus?
Yeah.
And just in terms of the proxy advisors, so we have three proxy advisors that advise shareholders in the company. There's ISS, Ownership Matters, and Glass Lewis. ISS voted against the... Or sorry, advised their investor customers against the directors' fee increases. And it'll be interesting to see how their customers approach that advice.
We have two more questions online, Scott. Next, I think you covered off those. The next question again comes from Steven Main. "With a market capitalization of AUD 12 billion, surely we're now too big to remain headquartered and primarily listed in New Zealand, particularly given that some of our directors live in Australia. Shareholders and software company, TASK Group, recently endorsed a board recommendation to move its head office and primary listing from New Zealand to Australia. Why don't we do the same, and what is the current split in terms of director residency?
So again, starting at the back, we have eight directors, three of those based in Australia. With Donal moving on at the end of the year and Graham starting, that situation will remain the same because Graham's based in Australia. There is no intention for this business to change its domicile. We are proudly New Zealand domiciled. And I think I can speak for my Australian director colleagues, that they understand the importance of that. We operate extremely effectively from this base here, and it is our expectation that that continues. Does that cover all of that, Ol?
We do have one last question online from, again, Stephen Mayne. Please ask it then. "Thank you for offering shareholders a hybrid AGM this year, and will you commit to keep doing this in future years to maximize shareholder participation, including from those of us in Australia? Big companies like BHP, Boral, Flight Centre, Fortescue, Harvey Norman, the list goes on, all banned online questions and voting in 2022. So well done for showing them up. What was the experience like from your end?
It's been a blast. Look, we haven't discussed next year's meeting, as you can probably imagine, but I do not expect that we will be changing the format that we have anytime soon. Our experience is that this works. You know, I'm very conscious that this is the shareholders' day. We have many channels in terms of the way that we communicate with our shareholder base. You know, Lewis and Lyndal and Marcus, and others get on the road to see our offshore shareholders a couple of times a year. They do that with the domestic shareholders. I do that with the sort of Australasian institutional base, as well.
But today is important, and so my expectation is that we will retain the framework that we have. Anything else?
That's the end of the questions online.
Okay. Is there anything else from the room before we close? Okay, so that concludes the formalities. I invite you all to stay and share some light refreshments afterwards at the back of the room. Thank you for your continued support of the company. I speak on behalf of the board when I say that we value your support. It is very much appreciated. Nga mihi nui.