Coffey International Limited Annual General Meeting · Annual General Meeting 4 November 2014....
Transcript of Coffey International Limited Annual General Meeting · Annual General Meeting 4 November 2014....
Coffey International Limited Annual General Meeting4 November 2014
Welcome
John Mulcahy Chairman
Our Board of Directors
34 November 2014Coffey 2014 AGM Presentation
From top left to right: Susan Oliver, Chair - HR & Remuneration Committee, Guy Cowan, Chair – Risk & Audit Committee,Leeanne Bond, Non-executive Director, Stuart Black AM, Non-executive Director
From bottom left to right: Urs Meyerhans – Finance Director, John Douglas – Managing Director and John Mulcahy - Chairman
Proceedings
Chairman’s address 01Managing Director’s address 02General questions 03Business of the meeting 04Close 05
4
John DouglasManaging Director
Presenters
John MulcahyChairman
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01Chairman’s address
John Mulcahy
Performance overview
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Resilient operating cash flow
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Dividend considerations
• Board and management committed to reducing debt to increase financial stability in uncertain economic conditions
• Further debt reduction will deliver greater value to shareholders over the long term
• No final dividend for FY2014
• Board will review its position on dividends in the current financial year
• The Board is actively reviewing options to minimise the potential loss of franking credits available to shareholders resulting from the planned reduction in the corporate tax rate effective July 1 2015
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Executive remuneration aligned to company performance
• Executive remuneration structure balanced between fixed remuneration, short term incentives and long term incentives
• Structured to ensure management focus on strong and sustainable business performance
• Short-term incentive payments restricted to two executives who exceeded financial objectives, paid only 50% of entitlements
• Board determined no other executives would be awarded short-term payments for FY2014
• 100% forfeiture of long-term incentives as performance hurdles not achieved
• No increase in fixed remuneration for Key Management Personnel, other than one market adjustment
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Board changes
• Retirement of Stuart Black AM at the close of the meeting, after 12 years’ service
• Re-election of John Mulcahy and Leeanne Bond
• Board size reduced to six Directors
• Reduced Board comprises appropriate balance of skills and experience for Coffey at this time
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Conclusion
• Business fundamentals established and delivered meaningful change
• Uncertain and challenging market conditions continuing
• Still more work to do
• Focused on delivering shareholder value
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02Managing Director’s address
John Douglas1.Review of FY20142.Update on Q1 FY2015
Safety and security is our first priority
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Photo Credit: D3/ACSOR
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Strong safety discipline
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Coffey lost time injury frequency rate - LTIFR (12 month rolling average)June 2010 to September 2014
0.64
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0.43
0.00
1.00
2.00
3.00
4.00
5.00
6.00
7.00
Jun-
10
Sep-
10
Dec
-10
Mar
-11
Jun-
11
Sep-
11
Dec
-11
Mar
-12
Jun-
12
Sep-
12
Dec
-12
Mar
-13
Jun-
13
Sep-
13
Dec
-13
Mar
-14
Jun-
14
Sep-
14
LTIFR LTIFR External Safety Benchmark
Improved profitability
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Total revenue $628.1m (8.8%)
Underlying EBITDA 1 $26.2m (9.1%)
EBITDA 2 $23.7m 27.4%
Net profit after tax $4.4m
Operating cashflow $20.9m 15.7%
Net debt $48.1m 17.1%
Note: Percentage movements are full year 2014 compared to full year 2013.1 Underlying EBITDA - EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) before restructure costs. Please refer to the EBITDA reconciliation in the appendix.2 EBITDA - EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation).
Fundamentals delivered
• Safety disciplines strengthened
• Portfolio reshaped
• Liabilities reduced
• Strong focus on cost accountability
• Staff numbers managed to build capability and match capacity to markets
• Management team strengthened
• Ongoing cultural change around six behaviours: Ingenuity, Delivery, Collaboration, Integrity, Respect, and Intelligent risk
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Client focus, sales focus
• Significant market and client research in FY2012
• Rebranded in FY2013 to reduce complexity
• Digital launch in FY2014
• H2 FY2014 launched a company-wide pursuits management system
• Refocused on five key industries with stronger and more targeted account management
• Better selecting and managing our professional sales staff
• Currently running a significant sales step up program for our key technical staff
• Focused on delivering great results for our clients and clients’ clients
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Pleasing signs of improved client focus
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In February, this year, our clients voted the firm as winners of two prestigious BRW Client Choice Awards –‘Best Consulting Engineering Firm (revenue greater than $200 million)’ and ‘Best Provider to the Primary Industry Sector’.
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5 industries
3 businesses
Integrated businesses and diversified revenue streams
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PropertyMiningOil & GasTransportInfrastructure
Project Management Geoservices
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International Development
International Development
Diversified industries - revenues and profits from secure sources
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International Development revenues come from donor governments in the US, Australia, the UK and Europe (particularly Scandinavia)
Diversified revenues
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55%
5%
40%
$367.2m
$313.4m $334.9m $343.2m
$359.8m $328.6m $324.0m $304.1m
H1 2011 H2 2011 H1 2012 H2 2012 H1 2013 H2 2013 H1 2014 H2 2014
Half yearly total revenue by business
Geoservices Project Management International Development Discontinued businesses
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People – managing capacity while building capability
*International Development head count includes 1,600 contracted employees - up from 1,300 in June 2013
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420 350 340 310 280 220 170 170
1,650 1,600 1,610 1,600 1,700 1,700 1,990 1,970
260200 200 200 170 150
120 120
1,6801,650 1,800 1,950 1,920
1,700 1,530 1,570
4,0103,800
3,950 4,060 4,0703,770 3,810 3,830
Dec-10 Jun-11 Dec-11 Jun-12 Dec-12 Jun-13 Dec-13 Jun-14
Head count
Geoservices Project Management International Development* Corporate & Functional shared services
Recognising our talents
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Keri Hartog won the Australian Contaminated Land Consultants Association Young Achiever
Award
Harry Poulos was elected as a Foreign Associate to the US National Academy of Engineering
Jonathan Moss in the UK was awarded an Officer of the Order of the British Empire (OBE) for his work as part of the Provincial Reconstruction
Team in Helmand, Afghanistan.
Michael Blackam won the Australian Water Association Best Journal Paper 2013-14
Mickey Davachi in Canada was named the 2014 Calgary Geotechnical Society Engineer of the Year.
Geoservices – focused on fee revenue
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81%
19%
$159.1m $157.3m$172.3m $170.2m
$189.0m
$159.9m
$141.1m$123.5m
H1 2011 H2 2011 H1 2012 H2 2012 H1 2013 H2 2013 H1 2014 H2 2014
Geoservices half yearly total revenue
Reimbursable revenue Fee revenue
Geoservices – a tough year in Australia - growth internationally
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Year on year:• Geoservices fee revenues down 19%• Australian fee revenues down 29%• International fee revenues up 25%
70%
30%
$117.9m $117.0m
$132.4m $132.6m $137.9m
$120.0m
$110.4m
$97.9m
H1 2011 H2 2011 H1 2012 H2 2012 H1 2013 H2 2013 H1 2014 H2 2014
Geoservices fee revenue by geography
Europe & Middle East Africa Americas New Zealand Australia
Geoservices – diversified industry approach
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$117.9m $117.0m
$132.4m $132.6m$137.9m
$120.0m$110.4m
$97.9m
H1 2011 H2 2011 H1 2012 H2 2012 H1 2013 H2 2013 H1 2014 H2 2014
Geoservices fee revenue by industry
Transport infrastructure Mining Oil & Gas Property Other
17%
24%
15%
9%
35%
Geoservices – margins remain a challenge
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7%
12% 12%
10%9%
4%
7%
4%
H1 2011 H2 2011 H1 2012 H2 2012 H1 2013 H2 2013 H1 2014 H2 2014
Geoservices margins (Underlying EBITDA/fee revenue)
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• H2 FY2014 underlying EBITDA margin of 4% in line with H2 FY2013, however the comparative half included restructuring costs of $5.8m
• Taking the restructuring costs into account, reported EBITDA margins improved from -1.0% in H2 FY2013 to the 4.0% reported in H2 FY2014
Geoservices – impact on margins
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Impact Response
Testing business saw a revenue gap as large oil & gas projects were completed before road projects took up the gap
Strengthened management
Project cancellations in Australia reduced demand for Environmental & Social Impact Assessment work
Careful reduction in staff numbers. Have recently had some important project wins
Exploration work in Africa reduced significantly
Drilling business restructured – costs both reduced and variablised
Increased debt collection difficulties with junior mining clients in particular
Tight control of WIP and receivables
Increased discounting in the Australian market in particular
Tightly controlled delegations for discounting. Improved targeting of clients and better selling
Project Management – a return to profitability
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$38.0m
$24.1m $24.1m$22.4m
$17.9m$14.7m $14.7m $12.4m
H1 2011 H2 2011 H1 2012 H2 2012 H1 2013 H2 2013 H1 2014 H2 2014
Project Management half yearly total revenue by client
Private Government
70%
30%
$0.7m
($0.6m) $0.0m ($0.3m) ($0.8m) ($1.0m)
$0.3m$0.5m
H1 2011 H2 2011 H1 2012 H2 2012 H1 2013 H2 2013 H1 2014 H2 2014
Project Management underlying EBITDA
International Development – growing revenue
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International Development – stable margins
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7%
4%
6%
5%
6% 6% 6% 6%
H1 2011 H2 2011 H1 2012 H2 2012 H1 2013 H2 2013 H1 2014 H2 2014
International Development margins (Underlying EBITDA/total revenue)
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2. Q1 update
First quarter update
Balance sheet• Debt down 11% on prior September• Bond issue provides diversification and increased tenure
Geoservices• Revenues stabilising with limited mining exposure • Geoservices margins in line with H2 FY2014• 12 month forward contracted fee revenue also stabilising
Project Management• Project Management revenue in line with previous quarter – business remains profitable
International Development• International Development revenues down as lower margin work completed • Positive outlook
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Continuing to reduce debt
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$104.2m $123.1m
$77.5m $78.3m$66.0m
$75.3m$58.1m
$68.8m$58.0m $60.6m $61.4m $61.0m
$48.1m $40.0m
$29.6m $32.2m
$37.1m $28.7m$37.7m
$28.6m$50.8m $23.1m
$30.7m $32.3m $25.9m $22.3m$28.9m
$17.3m
$150.8m$155.3m
$114.6m$107.0m $103.7m $103.9m
$108.9m
$91.9m $88.7m$92.9m
$87.3m$83.3m
$77.0m$82.4m
Jun 11 Sep 11 Dec 11 Mar 12 Jun 12 Sep 12 Dec 12 Mar 13 Jun 13 Sep 13 Dec 13 Mar 14 Jun 14 Sep 14
Net Bank Debt Cash - held largely in International Development Corporate Bonds
$25.1m
Debt by quarter
Each 1c devaluation of the AUD against the USD increases our debt by $0.3m – Q1 FY2014 on Q1 FY2015 impact $2.1m increase
Bond matures in September 2019, banking facility being renegotiated and extended to September 2017
11% reduction
Geoservices – revenues stabilising with limited mining exposure
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Geoservice quarterly fee revenue by sector
$4.1m $4.1m $3.6m $2.3m $5.6m $5.7m$1.8m
$7.9m$3.5m $3.5m $3.5m $5.0m $4.2m
$7.4m $7.3m $7.6m $7.5m$8.0m $8.1m
$6.7m
$5.6m$7.0m $6.8m $6.9m
$7.8m $8.0m
$7.8m $7.8m $7.4m $12.1m$13.3m $13.5m
$10.4m
$11.7m $14.3m $12.0m $11.9m$11.8m $14.2m
$21.1m $20.9m $19.8m
$23.0m$18.6m $18.9m
$18.2m$11.9m $11.5m
$11.5m $8.0m$8.3m $6.9m
$26.1m $25.8m$23.6m
$25.8m $22.9m $23.4m
$22.4m $23.4m $21.5m$18.8m
$15.6m$19.0m $19.8m
$66.5m $65.9m$62.0m
$70.6m $68.4m $69.6m
$59.5m $60.5m $57.8m
$52.6m
$45.9m
$51.9m $53.1m
Q1 2012 Q2 2012 Q3 2012 Q4 2012 Q1 2013 Q2 2013 Q3 2013 Q4 2013 Q1 2014 Q2 2014 Q3 2014 Q4 2014 Q1 2015
Transport infrastructure Mining Oil & Gas Property Other
Geoservices contracted fee revenue stable
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$101.0m$104.5m
$108.0m
$116.5m
$100.0m$94.5m
$101.0m$98.0m
$90.0m$93.4m
Jun 12 Sep 12 Dec 12 Mar 13 Jun 13 Sep 13 Dec 13 Mar 14 Jun 14 Sep 14
Geoservices 12 month contracted fee revenue
International Development – revenues down as lower margin work completed
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International Development total revenue by client
$5.9m $6.0m $6.2m $6.5m
$5.5m$8.6m
$8.9m$8.8m
$10.9m $13.1m $12.5m $11.8m
$12.7m
$17.9m $21.3m $27.0m $27.9m
$25.9m
$33.0m$29.3m
$31.8m
$25.8m$28.6m $25.6m $32.5m
$26.8m
$24.8m$29.5m
$28.8m $32.8m $19.0m
$16.8m
$16.2m$19.3m
$35.4m$32.4m $30.7m
$29.6m
$32.2m
$60.0m$68.7m $72.0m
$76.4m$71.1m
$81.8m$72.8m
$81.2m $82.5m$85.7m
$82.1m$86.1m
$74.1m
Q1 2012 Q2 2012 Q3 2012 Q4 2012 Q1 2013 Q2 2013 Q3 2013 Q4 2013 Q1 2014 Q2 2014 Q3 2014 Q4 2014 Q1 2015
US Government clients Aust Government clientsUK/Europe Government clients Other clients - including Development BanksClients of discontinued businesses (including STA)
International Development – positive outlook
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$221.7m
$198.7m
$167.9m $167.0m $164.9m$178.0m
$212.7m
$173.2m
$230.7m
$212.8m
Jun 12 Sep 12 Dec 12 Mar 13 Jun 13 Sep 13 Dec 13 Mar 14 Jun 14 Sep 14
International Development 12 month contracted total revenue
The value of contracted work has declined since June 2014, reflecting the completion of several projects. However, our client procurement cycles have a number of new projects at the proposal and negotiation stage, all of which are scheduled to be awarded through the remainder of FY2015.
03General questions
How to ask questions
1. Show your yellow voting card or red non-voting card
2. Wait for the attendant to bring the microphone
3. State your name then ask your questions
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04Business of the meeting
Formal resolutions
Voting Procedure
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Item 1. Financial Report
To receive and consider the Financial Report of the Company and the consolidated entity, and the Reports of the Directors and Auditor for the financial year ended 30 June 2014.
Ordinary business
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Item 2. Election of Directors
Ordinary business
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Item 2a. Re-election of Dr John Mulcahy AM
To consider and, if thought fit, to pass the following as an ordinary resolution:
“That Dr John Mulcahy, a Director who retires at the close of the Meeting in accordance with the Company’s Constitution and being eligible, is re-elected as a Director of the Company”.
Ordinary business
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Item 2a. Re-election of John Mulcahy
Proxies have been received in respect of this resolution as follows:
% Number
96.30 For 84,924,020
1.57 Open* 1,382,223
2.13 Against 1,880,296
Abstain 136,945
Ordinary business
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* Includes 1,109,210 votes directed to the Chairman
Resolution 2a.
Re-election of Dr John Mulcahy
Mark your voting card
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Item 2b. Re-election of Ms Leeanne Bond
To consider and, if thought fit, to pass the following as an ordinary resolution:
“That Ms Leeanne Bond, a Director who voluntarily retires at the close of the Meeting in accordance with the Company’s Constitution and being eligible, is re-elected as a Director of the Company.”
Ordinary business
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Item 2b. Re-election of Leeanne Bond
Proxies have been received in respect of this resolution as follows:% Number
97.44 For 85,969,615
1.58 Open* 1,391,503
0.98 Against 862,985
Abstain 99,381
Ordinary business
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* Includes 1,118,490 votes directed to the Chairman
Resolution 2b.
Re-election of Ms Leeanne Bond
Mark your voting card
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Item 3. Adoption of the Remuneration Report
Ordinary business
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Item 3. Adoption of the Remuneration Report
To consider and, if thought fit, to pass as an ordinary resolution:
“That the Remuneration Report for the financial year ended 30 June 2014, as set out in the Directors’ Report section of the Annual Report, be adopted”.
(Note – the vote on this resolution is advisory only and does not bind the Directors or the Company).
Ordinary business
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Item 3. Adoption of Remuneration Report
Proxies have been received in respect of this resolution as follows:% Number
95.47 For 83,521,489
1.56 Open* 1,365,865
2.97 Against 2,594,687
Abstain 865,582
Ordinary business
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* Includes 1,092,852 votes directed to the Chairman
Resolution 3.
Adoption of the Remuneration Report
Mark your voting card
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Item 4. Long term incentive grants to Executive Directors
Ordinary business
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Item 4a. Long term incentive grant to Mr John Douglas, Managing Director
To consider and, if thought fit, to pass the following as an ordinary resolution:
“That, for the purposes of ASX Listing Rule 10.14 and for all other purposes, approval be given for the grant of 1,672,940 fully paid ordinary shares to the Trustee of the Coffey Rewards Share Plan for the benefit of Mr John Douglas, Managing Director on the terms described in the Explanatory Notes to the Notice convening the Meeting”.
Special business
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Item 4a. Long term incentive grant to Mr John Douglas, Managing Director
Proxies have been received in respect of this resolution as follows:
% Number
93.63 For 82,604,658
1.58 Open* 1,390,370
4.79 Against 4,227,089
Abstain 138,272
Special business
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* Includes 1,120,567 votes directed to the Chairman
Resolution 4a.
Long term incentive grant to Mr John Douglas
Mark your voting card
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Item 4b. Long term incentive grant to Mr Urs Meyerhans, Finance Director
To consider and, if thought fit, to pass the following as an ordinary resolution:
“That, for the purposes of ASX Listing Rule 10.14 and for all other purposes, approval be given for the grant of 862,610 fully paid ordinary shares to the Trustee of the Coffey Rewards Share Plan for the benefit of Mr Urs Meyerhans, Finance Director on the terms described in the Explanatory Notes to the Notice convening the Meeting”.
Special business
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Item 4b. Long term incentive grant to Mr Urs Meyerhans, Finance Director
Proxies have been received in respect of this resolution as follows:% Number
93.63 For 82,602,239
1.58 Open* 1,392,789
4.79 Against 4,227,089
Abstain 138,272
Special business
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* Includes 1,122,986 votes directed to the Chairman
Resolution 4b.
Long term incentive grant to Mr Urs Meyerhans
Mark your voting card
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Disclaimer
The material in this presentation is a summary of the results of Coffey International Limited (Coffey) for the 12 months ended 30 June 2014 and an update on Coffey’s activities and is current at the date of preparation, 4 November 2014. Further details are provided in the Company’s full year accounts and results announcement released on 11 August 2014.
No representation, express or implied, is made as to the fairness, accuracy, completeness or correctness of information contained in this presentation, including the accuracy, likelihood of achievement or reasonableness of any forecasts, prospects, returns or statements in relation to future matters contained in the presentation (“forward-looking statements”). Such forward-looking statements are by their nature subject to significant uncertainties and contingencies and are based on a number of estimates andassumptions that are subject to change (and in many cases are outside the control of Coffey and its Directors) which may cause the actual results or performance of Coffey to be materially different from any future results or performance expressed or implied by such forward-looking statements.
This presentation provides information in summary form only and is not intended to be complete. It is not intended to be reliedupon as advice to investors or potential investors and does not take into account the investment objectives, financial situation or needs of any particular investor.
Due care and consideration should be undertaken when considering and analysing Coffey’s financial performance. All references to dollars are to Australian Dollars unless otherwise stated.
To the maximum extent permitted by law, neither Coffey nor its related corporations, Directors, employees or agents, nor any other person, accepts any liability, including, without limitation, any liability arising from fault or negligence, for any loss arising from the use of this presentation or its contents or otherwise arising in connection with it.
This presentation should be read in conjunction with other publicly available material. Further information including historical results and a description of the activities of Coffey is available on our website, coffey.com
Photos owned by Coffey or Coffey employees and permission is provided.
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