Lords Group Trading (LSE:LORD) — Annual General Meeting

0:01 Good afternoon, ladies and gentlemen, and welcome to the LORDS GROUP TRADING PLC Annual General Meeting. Questions are encouraged. They can be submitted at any time via the Q and A tab that's just situated on the right hand corner of your screen. Please just simply type in your questions and press send. I would now like to hand you over to the Board from LORDS GROUP TRADING. Gary, good afternoon, sir. Good afternoon, and thank you for the introduction. Well, good afternoon, ladies and gentlemen, and welcome to twenty twenty six Annual General Meeting of LORDS GROUP TRADING. I'm, Gary O'Brien, as you've just been introduced, and I'm the Chairman of the company, and I'll be chairing the meeting this afternoon. Thank you, everybody, who's joined us in the offices of Bursons today and, and everybody who's joined us on on Investor Meet. I'd like to start by, first of all, introducing you to everybody in the room. I've got on my left hand side, Shankar Patel, group CEO, here, I think we're all aware of.

0:55 Stuart Kilpatrick, to my immediate right, chief financial officer, followed by Sheena Mackay, who is an independent non executive director for the group. And last but not least is Andrew Harrison at the very end, again independent non executive director. Just a bit of housekeeping for people who are in the offices here today, which is if the alarm goes off, But listen to what the fire instructors tell you to do and follow instructions accordingly. Now before turning to the formal business of the meeting, there was a release yesterday, a trading update that we released yesterday at 11AM. What I'd like to do is actually read through that. I'll find it. I will probably actually do it. He brought it to him.

1:43 Should have that. Looking forward. Thank you very much. So it's all prepared there. So, anyways, it was released yesterday at 11AM and it reads as follows. Against this backdrop, sorry, trading conditions across the group's market remain challenging with ongoing macroeconomic uncertainty and geopolitical tensions continuing to weigh on market confidence and activity levels. The latest builders' merchant index reported that the builders' merchants like for like volumes in quarter one twenty six were 8.1% below prior year competitors, while our higher selling prices result in the like for like revenue being 3.2% lower.

2:34 The Heating and Hot Water Industry Council reported boiler volumes of 4.2% below the prior year levels of quarter one in 2026. Against this backdrop, group revenue in the first five months of the year was $195,000,000 In 2025, it was $196,300,000 That's, however, with the addition of four new branches since the beginning of 2025 and the acquisition of CMO in June helping to offset the impact of the subdued charge of markets. Merchanting experienced a slow start to the year with prolonged wet weather in January and early February affecting trading activity. Conditions improved subsequent months, resulting in revenue being 4% lower at the end of May twenty twenty six.

3:24 The division sought where appropriate to recover higher fuel and product costs from supply chain pressures and geopolitical developments in The Middle East, while maintaining a disciplined approach to operating expenses. Plumbing and heating did not benefit from the exceptional levels of demand experienced in the prior year to March 2025, when customers brought forward purchases ahead of an industry wide price increase. As a result, revenue at the end of May was 14% below prior year comparisons, although broadly in line with May 2024. The division also experienced softer market demand reflecting subdued levels of consumer spending on discretionary heating upgrades, only partly offset by increased demand for spares.

4:15 The strategic review to reduce the distribution network from seven locations to four was implemented at the end of March and that is expected to realize annualized cost savings in the region of 1,400,000 CMO continued to progress well with revenue at the end of May being 7% ahead of the prior year comparator. Following the acquisitions of a loss making business from prepack administration, supplier productivity has been restored, customer refunds reduced to industry norms and operating expenses lowered, resulting in positive EBITDA during the first five months of 2026 by CMO. Looking forward, the Board's expectations for the year remain unchanged and it is closely monitoring the potential impact of the ongoing softness in trading as experienced earlier in this as expressed, I should say, earlier in this statement.

5:13 To counter this backdrop, the group continued to prioritize customer service excellence, gross margin, tight control of operating expenses and effective working capital management. When market conditions improve, we expect a disproportionate improvement in profitability driven by the operating leverage across both of our branch network and digital platforms. That ends the release that was sent out yesterday. Now a copy of that is actually available on the company's website or on the London Stock Exchange page for LORDS GROUP TRADING. Now Stuart, Patrick and Shankar Patel did do a trading performance review on the May 20 of this month of this year, which was open to all shareholders and it was done on the investor meet platform.

6:13 I don't propose therefore to go through a general presentation as opposed to deal with the formal events for the AGM. But if anybody wants to, they can actually view that presentation on the investor meet platform. Now once we've conducted the formal business of the AGM, we will have a Q and A session, which will allow anybody who wants to ask any questions to submit them either in person or through the Investor Meet platform. And if you and you can see that there should be a section there for you to submit your questions on the screen. Before we proceed to the formal business of the meeting, the notice convening the Annual General Meeting setting out the resolutions was posted to all shareholders on 05/26/2026.

7:10 Accordingly, the requisite notice of the meeting has been given and therefore I'm going to take that as read assuming everybody agrees. Right. In which case voting. For this meeting, in accordance with best practice, all resolutions will be voted on a poll. I'm directing that the votes be conducted in a poll in accordance with article 19.8 of the company's Articles of Association. Poll cards were provided on arrival to those eligible to vote and I will cast the proxy votes held by me in the poll. If shareholders are present today and want to change their vote, can fill out a poll card and give it the adjudicator, the scrutineer I should say.

8:03 We've appointed as the company's registrar MUFG, corporate markets as scrutineers for the day. Ordinary resolutions require a simple majority and special resolutions require 75% or more to pass. On seeing all of that, I will now go through the formal resolutions. I should point out that we currently hold proxy votes or I currently hold proxy votes of 91% or in excess 91% in each case. So starting with resolution number one, the annual report and accounts for the year ended 12/31/2025 have been circulated to shareholders together with the auditor's report thereon.

8:52 I would now like to propose a passing of the first resolution, which is proposed as a no ordinary resolution. The resolution reads to receive the annual report accounts for the company for the financial year ended 12/31/2025 together with the director's report and auditor's report on those accounts.

9:13 I'll just read through all the resolutions, we'll come back to the voting at the end. Resolution two, I now propose the passing of Resolution two, which is being proposed as an ordinary resolution. It reads to declare a final dividend of 0.2p per ordinary share for the financial year ended 12/31/2025. This will be paid on the 07/06/2026 to all shareholders who are on the company's registered members at the close of business on the 05/29/2026. Resolution three, I now propose a single resolution, again an ordinary resolution, reads as to accept the directors' remuneration report for the financial year ended 12/31/2025 as set out in pages 57 to 63 of the company's annual reports and accounts.

10:14 Resolution four, I propose the passing of Resolution four which is an ordinary resolution to re elect Andrew Harrison as the Director of the company, the gentleman to my far left far right I should say. Resolution five, I now propose passing his passing of resolution five as an order resolution to to reselect Stuart Kilpatrick as the director of the company. Resolution six is to select Sheena Mackay as the director of the company. Resolution seven, which I'm gonna ask Shankar very kindly if he would do so. And propose a passing of resolution seven, which is being proposed as an ordinary resolution to reelect Gary O'Brien as director of the company.

11:04 Thank Fantastic. And resolution eight, which is, again, an ordinary resolution to reelect Shankar Patel as the director of the company. Resolution nine, which is again an ordinary resolution, is to reappoint Grant Thornton UK LLP as auditors of the company to hold office until the conclusion of the next general meeting at which accounts are laid before the company. Resolution nine. Resolution 10, again another order resolution is to authorize directors to determine the fees payable to the auditor. Resolution 11, again an order resolution that the directors be authorized to allot equity securities with the limits set out in resolution 11.

11:57 Resolution 12 is a special resolution that subject to resolution 11, the directors be authorized to allocate equity securities for cash as if section five sixty one of the Companies Act twenty zero six did not apply within the limits set out in resolution 12. Resolution 13, again another special resolution that's subject to resolution 11. And in addition to 12, the directors be authorized to allocate equity securities for cash as if section five sixty one of the Companies Act 2,006 did not apply within the limits set out in Resolution 13.

12:44 Final resolution, Resolution 14, again another special resolution is to empower the directors to make market purchases of the company shares. Right, I've now proposed all of the resolutions as set out in the notice and I now declare the poll open. If there are any cards, please pass them to the scrutineer who's sitting on my right hand side. And I'm seeing that All of those votes will be now registered. They'll be available to actually pick up bills on the company's website conclusion at of the meeting.

13:35 Okay. That concludes. I don't need to declare the votes as you've got them, do I? Okay. I'll listen to him, and then he will actually gonna do an RNS announcement afterwards. Okay. That's fine. So this concludes the formal business of the meeting. And I'm now going to hand back to Investor Meet, the company host, to assist us with the Q and A session. Thank you very much, guys. Ladies and gentlemen online, please do continue to submit your questions just by using the Q and A tab that's situated on the right hand corner of your screen. Please just simply type in your question and press send and that will come through to the board. Thank you. Stuart, can I pass to you and ask you, is there anything that might fall in the presentation? Thanks, Gary. We have one question so far, which is as follows.

14:27 There's usually a statement regarding trading to date. Has there been an upturn? As Gary set out at the beginning of the meeting, there was an AGM statement which he read out at the start of the meeting, and that is available on our website and from the stock exchange. I can refer you to that trading update, if I may. Any other questions? Okay. So simple way at AGM from the question point of view. So thank you all. Thank you for your participation. There is no further business. And we have the meeting closed and thank you for your attendance. Thank you very much. Thank you very much, guys. On behalf of Board of LORDS GROUP TRADING PLC, we would like to thank you for attending today's annual general meeting. That now concludes the meeting. So good afternoon to you all.