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SHINE JUSTICE LTD AGM Information 2015

Oct 21, 2015

65787_rns_2015-10-21_2961e8a8-47bc-4171-be3c-a2f98136e52e.pdf

AGM Information

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Shine Corporate Ltd (SHJ) Chairman's Address and Managing Director's Presentation

In compliance with the listing rule 3.13.3 please find attached are the following documents that will be presented at the Annual General Meeting of Shine Corporate Ltd. The meeting commences at 1:00pm (EST) on 22 October 2015.

    1. Copy of Chairman's Address
    1. Copy of Managing Director's Presentation

John George Company Secretary

Shine Corporate Ltd Level 6, 30 Makerston Street Brisbane QLD 4000 22 October 2015

For more information

Simon Morrison, Managing Director - Shine Corporate Limited 07 3837 9435 Daniel Wilkie, Chief Financial Officer - Shine Corporate Limited 07 3837 9431

CHAIRMAN'S ADDRESS SHINE CORPORATE LTD ANNUAL GENERAL MEETING 22 OCTOBER 2015

Before Simon presents his summary of the Company's performance over the past year and the outlook for this year, I would like to make a few observations of my own regarding the key factors affecting the performance of the business and the Plaintiff litigation sector more broadly.

I would also like to reflect on a couple of factors that set us apart from some of our competitors. First of all, Shine has a strong balance sheet and relatively low levels of debt to service. We could take on more debt but choose at this time to take a more conservative approach to balance sheet management.

Related to this, we manage our work in progress and cash flows very carefully. We closely monitor all active cases on a day-to-day basis and they are appropriately reflected in our accounts.

Secondly, and just as importantly, we don't bet the farm. Our investments in making acquisitions, in developing new systems to better support our operations or expand our service offering are modest, affordable, manageable and add value for our shareholders.

We have also invested judiciously in our people to build an even stronger, commercially focussed senior management team. Courtney Petersen was recruited into the position of CEO of Shine Lawyers, managing the core operations of the company. As well, we have a new CFO with Top 50 company experience who, together with two new and well credentialed and experienced executives recruited into the important areas of marketing and human resource management, have added depth to our top team.

I have enormous confidence in Simon and his leadership team as we continue to consolidate current operations and expand into new geographies and new service offerings in the area of compensation based law.

Last year, I made the observation that the industry has been evolving and consolidating by acquisition and merger. This trend is continuing and Shine will continue to be part of that evolution, as it takes advantage of the scalability of its systems and processes.

Importantly, we will do this in a very measured way, ensuring there is cultural alignment, risks are well understood and manageable, the strength of our balance sheet is not compromised and we can add value for our shareholders.

On this point, I wish to advise that the Shine Group yesterday acquired Best Wilson Buckley, a firm specialising in family law matters based in Toowoomba and Brisbane. Shine has been practising Family Law for some time through the prior acquisitions of Shannon Donaldson and Sciacca's Lawyers.

Simon Morrison will outline the detail of the acquisition and how it supports our strategic expansion plans both in terms of our emerging practice areas and through its synergies with our existing personal injury business.

I would like to make special mention of Stephen Roche who remains part of our team as a consultant to the board and senior management team on key strategic issues. As well, he remains a major shareholder and will remain active in creating wealth for all shareholders as we seek to right wrong by delivering professional services in support of our clients.

I thank Stephen for his continuing contribution to the Shine Group as a consultant to the Board, and for his continued commitment as a major shareholder.

Once again this year, the board has been solidly engaged in the governance of the company with over 26 regular meetings of the board and board committees and a further 6 unscheduled meetings. As well, the board has participated in separate meetings with the executive on corporate strategy.

We have all witnessed the change in economic conditions both in Australia and the broader global economy. Companies large and small have had to deal with this economic variability and with the somewhat fluid political landscape at both State and Federal level.

Whilst these conditions require us all to be vigilant in the management of our enterprises, for those who have positioned themselves well, both financially and operationally, these conditions can also present commercial opportunity.

You can be assured that the Board and management of Shine remain diligent in positioning the company to take advantage of these opportunities as we consolidate and grow our business and seek to ensure the company delivers on the expectations of its shareholders, clients and other stakeholders.

I will how hand over to the Managing Director.

SHINE CORPORATE LTD 2015 ANNUAL GENERAL MEETING

Simon Morrison Managing Director 22 October 2015

AGENDA

  • Introduction
  • FY15 Achievements
  • FY15 Results
  • Key Operational Drivers
  • Business Improvement Initiatives
  • Acquisition update
  • Reform update
  • FY16 Priorities

Group Holding Company

  • 6 law firms and other interests
  • Our Values "Right Wrong"
  • Decentralised national operation
  • Continued clear vision and systems to grow
  • Broadening our footprint
  • Domestic and international opportunities

1 Member of the Shine Lawyers International Alliance (SLIA)

Shine Lawyers Firm

Shine Law Firms

Emanate•Townsville, Roma and Brisbane –land owner compensation
Stephen Browne•WA Personal Injury Firm•Strategic & Complimentary with Bradley Bayly and ShineSciaccasLawyers
•Qld based Personal Injury Firm and strong union networkBradley Bayly Legal
•Catastrophic & personal injuries, medical and professional negligence•Strategic & Complimentary with Stephen Browne and Shine
Best Wilson Buckley•Specialist Family Law Practice•Toowoomba and Brisbane

Other Interests

  • RWWNZ NZ joint venture specialising in disaster recovery claims
  • Partnership with Erin Brockovich in the United States managing enquiries and assisting claimants seeking legal remedy where appropriate

KEY HIGHLIGHTS

Strategy •Continuedfocus on inch-wide, mile-deep growth in plaintiff-based litigation•Continued diversification of geographic spread of core PI business and enhancement ofcapability across emerging practice areas•Measured approach to acquisitions –consistent with strategy, manageable and valueaccretive from day 1
Results •Strong result in challenging yearfor core PI business with changes to QLD workcover andaggressive marketing by competitors•Group statutory revenue of $150.9M, up 30.4% on prior year•Statutory EBITDA of $44.0M,up 28.7% on prior year, in line with guidance•StatutoryNPAT of $29.6M, up 33.3% on prior year•EPS of 17.2c, up 20.3% on prior year
Operatingratios •GroupEBITDA Margin of 29.3% in line with previous year•Emergingpractice areasrevenue growth of 90.8%to $33.7M•Gross operating cash flow of $13.0M,43.8% of NPATNormalised net operating cash flow of $11.5M, 37.6% of normalised NPAT1•
Dividends •Final dividend of 1.75cps, unfranked•Total dividend of 3.75cps,unfranked•Payout ratio 21.8%

1 Normalised NPAT is statutory NPAT plus acquisition costs of $1.4M and normalised NOCF is after adding back tax payments of $1,116,000 refunded in July '16 following the successful ATO tax ruling.

FINANCIAL RESULTS

Measure FY15 FY14 % change to PCP
Revenue1 $150.6m $115.5m ↑ 30.4%
Statutory EBITDA $44.0m $34.2m ↑ 28.7%
Normalised EBITDA2 $45.4m $34.2m ↑ 32.7%
Normalised EBITDA margin2 30.1% 29.6%
Normalised NPAT3 $30.6m $22.2m ↑ 37.8%
Normalised Net Operating Cash Flow4 $11.5m $11.4m ↑ 0.9%
Dividend5 3.75 cents 3.5 cents ↑ 7.1%
EPS 17.2 cents 14.3 cents ↑ 20.3%

1 Revenue excludes Interest Revenue

2Normalised EBITDA is after adjusting Statutory EBITDA for Acquisition Costs of $1,399,890

3 Normalised NPAT is after adjusting for Acquisition Costs (after tax) of $980,000

4 Normalised net operating cash flow is after adjusting for tax paid in FY15 refunded in July '16 as a result of the successful ATO private ruling

5 Full year FY15 dividend of 3.75 cents (1.75 cents final dividend and 2.00 cents interim dividend), compares to the FY14 full year dividend of 3.50 cents

BALANCE SHEET

Asat ($M) 30Jun 15 30 Jun 14
Cash and receivables 29.9 20.1
WIP and disbursements 239.3 172.0
PP&E andintangibles 46.2 13.5
Other assets 0.7 1.2
Total Assets 316.1 206.8
Trade payables 26.8 16.4
Borrowings 21.7 17.3
Other financial liabilities 26.2 -
Current anddeferred taxliabilities 56.5 46.3
Provisions 8.7 6.9
Total liabilities 139.9 86.9
Net assets 176.2 119.9

Strong balance sheet:

  • Net WIP and disbursements increased by $67.3M reflecting both organic growth ($36.0M) and acquisitions during the year ($31.3M at 30 Jun)
  • Trade and other payables includes disbursement creditors of $16.7M in FY15 and $10.3M in FY14. These amounts are only payable to third party suppliers upon success of the respective cases
  • Other financial liabilities represent deferred and contingent consideration payable to vendors over a period of between one and three years. It is anticipated that these amounts will be financed
  • Large deferred tax liability relates primarily to WIP
  • Low gearing ratio

KEY OPERATIONAL DRIVERS

PersonalInjuryRevenue $116.4MEBITDA $32.7MEBITDA Margin 28.1% EmergingPractice AreasRevenue $33.7MEBITDA $11.2MEBITDA Margin 33.2%
•Strong performance for the year•Three new branches opened in NSW and Victoria•Broadened footprint in QLD and WA •Strong performance whilstcontinuing to deliver onour strategy of diversification of the portfolio
•Challenging external environment-Intenselycompetitive market with aggressiveadvertising spend by competitors –impactspipeline of new cases-Tort Reform -change to QLD workcoverlegislationwith impact previously estimated of$2.50M NPAT •Widened geographicfootprint•Added Insolvency practice area•Significant high-profile High Court win onasbestosrelated matter
•Strong contribution from Stephen Browne to theGroup result •Strong contributionfrom Emanate practice to theGroup result

BUSINESS IMPROVEMENT INITIATIVES

SHORTTERM MEDIUMTERM
Continue focus on improvingrecoverability and optimisingbusiness model Deliver best-practice, agilecompany-wide platform to supportgrowth and achievement ofbusiness objectives
Underpinned byOur core purpose and valuesThe Shine WayOur expert and caring people

ACQUISITION UPDATE

  • Acquisition of Bradley Bayly effective 1 June 2015 (completed 14 August 2015) significantly strengthens presence in WA
  • Acquisition of Best Wilson Buckley leading specialist in the family law sector in Queensland. Strategic expansion into new and emerging opportunities
  • More prospects in the pipeline
  • Continue to focus on damages-based loss recovery 'Inch wide, mile deep' strategy:
    • o Widen geographic footprint
    • o Continue to grow Emerging Practice Areas
    • o Take advantage of scalable model and systems

REFORM UPDATE

Workcover Queensland

  • o Legislation to overturn previous changes was passed in September
  • o Change in legislation was made retrospective from 1st February 2015
  • o Passing of legislation and removal of 5% threshold will have a small positive impact on results in FY16.
  • o Greater impact in FY17 and beyond

FY16 PRIORITIES AND GUIDANCE

  • Internal focus on improving recoverability
  • Anticipate more growth through acquisitions
  • Improvement in operating cash flows through disbursement funding
  • Continued rollout of transformation project
  • EBITDA guidance $52.0M to $56.0M

QUESTIONS?

DISCLAIMER

This presentation contains certain forward-looking statements with respect to the financial condition, results of operations and business of Shine Corporate Limited and certain plans and objectives of the management of Shine Corporate Limited.

Such forward-looking statements involve both known and unknown risks, uncertainties, assumptions and other important factors which are beyond the control of Shine Corporate Limited and could cause the actual outcomes to be materially different from the events or results expressed or implied by such statements.

Shine Corporate Limited and none of its officers, advisers or any other person makes any representation, assurance or guarantee as to the accuracy or likelihood of fulfilment of any forward-looking statements or any outcomes expressed or implied by any forward looking statements.

The information contained in this presentation does not take into account investors investment objectives, financial situation or particular needs. Before making an investment decision, investors should consider their own needs and situation and, if necessary, seek professional advice.

To the maximum extent permitted by law, none of Shine Corporate Limited, its directors, employees or agents, nor any other person accepts any liability for any loss arising from the use of this presentation or its contents or otherwise arising out of, or in connection with it.