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SCHOOLBLAZER LIMITED AGM Information 2025
65751_rns_2025-02-12_e179e481-3d25-4bb4-b26c-e46ec1c9a7a5.pdf
AGM Information
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HANCOCK & GORE
13 February 2025
Company Announcements Office
Australian Securities Exchange
AGM PRESENTATION
Please find the attached presentation to be made by the Company at the 121th Annual General Meeting of Hancock & Gore Limited (HNG) which will be held today at 2.00pm (Sydney Time).
This announcement has been authorised for release to ASX by the HNG Board. For more information, please contact the Executive Chair, Sandy Beard on 0412 308 263.
ABOUT H&G
H&G is a diversified investment company with a focus on active management and driving shareholder returns through investing in a broad range of opportunities across Private Equity, ASX Listed Equities, funds management and real property, debt funding and other alternative investments. We seek to become a trusted partner of choice that aims to solve our partners' problems, identifying and pursuing opportunities that benefit all parties.
HANCOCK & GORE LIMITED (ASX: HNG) ACN 009 657 961
Level 11, 68 Hunter Street, Sydney NSW 2000
www.hancockandgore.com.au
121st Annual General Meeting
13th February 2025
One Perfect Day
HANCOCK & GORE
Hancock & Gore Ltd (ASX: HNG)
HANCOCK & GORE
Agenda
- H&G Overview
- 2024 Results Highlights
- Merger with Schoolblazer
- Global Uniforms Overview
- H&G Investments Overview
- Group Objectives
- Proxy Results
HANCOCK & GORE
3
Overview of Hancock & Gore
H&G is a diversified investment group with Global Uniform Solutions as its key operating business
Operating Businesses
Quality wholly owned companies in aligned partnership with operating management.
Shareholder returns derived from dividends, investment growth from organic earnings and growth supported by H&G investment banking strengths including M&A support.
Current asset:
- “Global Uniform Solutions” (Mountcastle + Schoolblazer)
Investments & Treasury
Investment strategies aimed at delivering enhanced risk adjusted returns and identifying new operating businesses.
Current key assets:
- Disruptive Packaging
- Fixed Income Portfolio
- Listed Portfolio
Evolution of portfolio – enhanced and simplified (gross assets)
Performance highlights for the full-year ended 30 September 2024
Financial highlights
| £ | $5.1m
Underlying Net profit after tax
Up 13% on FY23 | £ | 1.8cps
Underlying Earnings Per Share
Down 10% on FY23 |
| --- | --- | --- | --- |
| £ | 2.0c
Dividends per share
Up 33% on FY23 | £ | 31.4c
NTA per share
Up 2% on FY23 |
| £ | $7.3m
Revenue excluding fair value gains/losses
Up 5% on FY23 | £ | $8.4m
Wholly owned investee EBITDA
($16.6m Pro-Forma for Schoolblazer merger completed post year-end) |
Operational and Strategic highlights
| £ | Moved to 100% ownership of Mountcastle
Note Mountcastle was accounted for as an investment with H&G’s P&L reflecting dividends received. Mountcastle achieved $8.4m EBITDA (unaudited) during H&G’s financial year |
| --- | --- |
| £ | Merged Mountcastle with Schoolblazer to create a global uniforms platform (Global Uniform Solutions)* with school wear segment leadership positions in UK, Australia and New Zealand – Pro-Forma FY24 Revenue of ~$109m and EBITDA of ~$16.6 million |
| £ | Executive enhancement with Schoolblazer team joining Global Uniform Solutions Chairman Steve Doyle, new CEO Joanne Goldman and other key Mountcastle appointments to build on the platform |
| £ | Continued realisation of the investment portfolio and repositioning to liquid and income-based investments which can be realised and reallocated to the highest returning assets |
| £ | Continued growth of Disruptive Packaging with capital raise completed at 55% premium to H&G entry price and acceleration of US market penetration |
*Working corporate name (not brand / customer facing)
HANCOCK & GORE
Merger of Mountcastle with Schoolblazer was H&G's key achievement
- ☑ Creates a global uniforms platform with school wear segment leadership positions in UK, Australia and New Zealand
- ☑ Creates a 100%-owned operating business generating c.$109m FY24 revenue and c.$16.6m FY24 EBITDA before synergies
- ☑ Combines two high calibre, deep and proven management teams with global experience, led by Mountcastle Chairman Steve Doyle, Schoolblazer Chairman Tim James and Global CEO Joanne Goldman
- ☑ Combines two highly complementary businesses to create an integrated wholesaler-retailer with omnichannel retail delivery and ability to service all segments of the market (private and public; primary, secondary and K-12; value to premium)
- ☑ Schoolblazer is the clear leader in the UK private school wear market and has 15+ years of growth runway on current trajectory in that segment (i.e. excluding public schools)
- ☑ Move into school wear retail in Australia by both Mountcastle and Schoolblazer through an aligned approach represents a considerable growth opportunity
- ☑ Strong capability and pipeline for continued domestic and international M&A with optionality over capital structure
HANCOCK & CORE
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Global Uniform Solutions is led by a high quality & experienced team
H&G now owns an established global platform with brands, channels and personnel to drive growth
Leadership team – owns c.22% of H&G
HANCOCK & GORE
H&G Investments
Portfolio excluding Mountcastle as at 30 September (gross assets)
- Listed
- Unlisted
- Fixed income
- Cash
HCF transaction and further simplification of H&G activities
H&G announced a non-binding indicative proposal to acquire all of H&G High Conviction Fund (HCF)'s assets in exchange for shares in H&G at an issue price of $0.30 per share on 13 January 2025. H&G is the investment manager and owns 20.4% of HCF.
The strategic rationale for the proposed acquisition includes:
- Continuing simplification of H&G structure and activities, and commitment to bridge the gap between value and price in HCF portfolio
- Increases H&G balance sheet equity by approx. $20 million of strategic liquid assets with the objective to generate returns over time in excess of 15% per annum
- Increased balance sheet flexibility to support Global Uniform Solutions growth
- Wind-down of funds management activity simplifies H&G structure and cost base
- HCF's core portfolio holdings and shareholder register meaningfully overlap with H&G's
The transaction is progressing and targets completion around the end of March or early April subject to regulatory timelines.
Key Highlights:
- Disruptive Packaging remains H&G key unlisted asset: FY24 consolidated group revenue was A$30m, up from reported FY23 revenue of A$8m (or pro-forma A$25m including acquisitions made during FY24), with normalised EBITDA of A$0.8m.
- FY25 has commenced strongly with 1H revenue of $22m up 40% on FY24 and importantly YTD US revenue of $7.5m up over 100% on FY24.
-
Early in 2024 Disruptive completed a ~$9 million growth capital raise at a 55% premium to H&G entry price (H&G recognized a $2.8 million unrealized fair value gain in FY24 as a result). The company is assessing further opportunities in 2025 to accelerate its push into the US$7 billion North American packaging market.
-
Shareholding in H&G High Conviction Fund increased from c.7% to c.20%
- Fixed income portfolio continued performance at c. 12% IRR on short-dated maturities
- Note: Cash balance of $16m used to finance upfront consideration of Schoolblazer acquisition post-year end
HANCOCK & GORE
HANCOCK & GORE
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Group Focus for FY25
H&G
- Continue simplification strategy towards a flexible and liquid balance sheet alongside Global Uniform Solutions
- Strengthen the balance sheet to facilitate deferred consideration payments relating to Mountcastle and Schoolblazer transactions
- Recently announced HCF proposal is a key step towards both objectives above
- Generate returns and realisations of non-core illiquid assets to ensure investment activities profitably complement and support Global Uniform Solutions
- Work has commenced on consolidation of accounts for the FY26 year to provide greater visibility of Global Uniform Solutions performance
Global Uniform Solutions
- Execution focus for Mountcastle's ongoing back to school period in Australia and New Zealand - on track through to January
- Schoolblazer continuing UK growth - secured 19 new schools for the 2025 back to school period
- Initial rollout of Schoolblazer model in Australia, targeting contract wins for FY26 back to school period commencement
- Cohesion of team and development of global strategy with recently appointed Global CEO Joanne Goldman
- Global ERP enhancement leveraging Schoolblazer's in-house Seraph technology to facilitate group wide efficiencies
- Continuing to assess M&A opportunities, global pipeline remains strong
H&G expects to provide a detailed update on the combined school uniforms business progress and strategy at the FY25 half-year update
Important notices
Not investment advice
The information contained in this presentation is not investment or financial product advice (nor tax, accounting or legal advice) nor is it a recommendation to acquire securities in HNG. This presentation does not and will not form any part of any contract for the acquisition of securities in HNG. This presentation has been prepared without taking into account your investment objectives, financial situation or particular needs. Before making an investment decision you should consider whether it is a suitable investment for you in light of your own investment objectives, financial situation and particular needs, having regard to the merits or risks involved and seek appropriate advice, including financial, legal and taxation advice appropriate to your jurisdiction and circumstances. This presentation and its contents are provided on the basis that recipients will not deal in the securities of HNG in breach of applicable insider trading laws.
Financial information
This presentation contains certain financial information that has been presented in an abbreviated form insofar as it does not include all the presentation and disclosures, statements or comparative information as required by the Australian Accounting Standards, the International Financial Reporting Standards (including the interpretations of the International Financial Reporting Interpretations Committee) and other mandatory professional reporting requirements applicable to financial reports prepared in accordance with the Corporations Act. The financial information provided in this presentation is for illustrative purposes and is not represented as being indicative of HNG's (or anyone else's) view of its, nor anyone else's, future financial condition and/or performance. All dollar values are in Australian dollars ($ or A$) unless otherwise stated. A number of figures, amounts, percentages, estimates, calculations of value and fractions in this presentation are subject to the effect of rounding. Accordingly, the actual calculation of these figures may differ from the figures set out in this presentation.
Company information
HNG's historical information in this presentation is, or is based on, information that has been released to ASX. This presentation should be read in conjunction with HNG's other periodic and continuous disclosure information lodged with ASX, which are available at www2.asx.com.au.
Third party information
Certain market and industry data used in connection with this presentation may have been obtained from research, survey or studies conducted by third parties, including industry or general publications. The HNG Parties have not independently verified any such market or industry data.
Historical information
Past performance information in this presentation is given for illustrative purposes only and should not be relied upon as, and is not, an indication of future performance.
Forward looking information
This presentation contains certain forward-looking statements, guidance, forecasts, estimates or projections in relation to future matters (Forward Statements) that involve risks and uncertainties, and which are provided as a general guide only. Forward Statements can generally be identified by the use of forward-looking words such as "anticipate", "estimate", "will", "should", "could", "may", "expects", "plans", "forecast", "target" or similar expressions and include, but are not limited to, indications of, or guidance or outlook on, future earnings or financial position or performance of HNG, the outcome and effects of the Equity Raising, and the use of proceeds from the Equity Raising. HNG can give no assurance that these expectations will prove to be correct. You are cautioned not to place undue reliance on any forward-looking statements. None of the HNG Parties represent or warrant that such Forward Statements will be achieved or prove to be correct or gives any warranty, express or implied, as to the accuracy, completeness, likelihood of achievement or reasonableness of any Forward Statement contained in this presentation. Actual results may differ materially from those anticipated in these forward-looking statements due to many important factors, risks and uncertainties including, without limitation, risks associated with future capital needs, general economic uncertainty and other risks detailed from time to time in HNG's announcements to ASX. HNG does not undertake any obligation to release publicly any revisions to any "forward-looking statement" to reflect events or circumstances after the date of this presentation, except as may be required under applicable laws.
HANCOCK & GORE
HANCOCK & GORE
MR. SANDY BEARD
EXECUTIVE CHAIRMAN
0412 308 263
www.hancockandgore.com.au
HANCOCK & GORE
