Welcome to Close the Loop's first half '26 investor presentation webinar. My name is Daniel Ireland from Data IR, and I'll be hosting the call today.

I'll introduce you to Executive Director and CEO of Australia and South Africa, Kesh Nair, and Chief Financial Officer, Marc Lichtenstein. There is a Q&A function that enables attendees to put forward questions, which will be asked at the end of the presentation.

I'll now hand it over to Kesh to take us through the presentation.

Thank you, Daniel. Welcome, everyone.

Thanks for joining the call today on Close the Loop's results briefing for the first half of FY26. As Daniel mentioned, with me we've got Marc Lichtenstein, our Group CFO.

Marc will generally cover all the financial results, and I will talk more on the business overview and strategy, and then we'll look at business outlook, and Daniel will facilitate with the questions towards the end. Moving on to the next slide, Daniel.

Our business overview, essentially our business is made up of two key divisions: the resource recovery and packaging. The resource recovery division, we have two key services: the ITAD and recycling.

ITAD services, and ITAD stands for IT asset disposition, this is where we collect end-of-life products like laptops and desktops, and we put it through a refurbishment process to increase its value recovery, and then we sell the products through our wholesale and e-commerce channels. Basically, the better the grade of the laptop, the better profit we get from these assets.

In addition, we also have specialized zero waste to landfill recycling services in Australia, Europe, and America. This is largely around the printer consumables, but we also recycle cosmetics and soft plastics with the zero waste to landfill commitment as well.

Moving on to packaging, our key value drivers in the packaging space is we're a one-stop shop for FMCG customers. We provide a full scope of services from product design all the way through to product manufacturing.

Our products range from reusable and flexible packaging, as well as we do bulk bags for the agriculture and construction industry as well. Along this, we've got R&D initiatives that are focused on smarter packaging design to help our customers with circular economy and help them achieve their ESG strategy.

Overall, we're a company that creates commercial value and sustainable value for global customers with our unique resource recovery and packaging solutions. Next slide.

Thanks, Daniel. Looking at the results for the first half, we achieved a revenue of $92.3 million, which represented a 2% uplift compared to previous reporting period.

This performance was largely underpinned by our packaging division showing 18% solid sales growth in South Africa and across Australian operations. In terms of our profit, we showed a statutory loss of $26.9 million.

This, however, included $23 million of write-down of intangible assets, which Marc will talk more in detail in the presentation. However, if you exclude the write-downs and the one-off costs, the group delivered a underlying net profit of $2.5 million.

Compared to last reporting period, we achieved $5.7 million. The key variance here is primarily driven by softer volumes in our ITAD business and also receiving a unfavorable product mix, which increased our factory processing times.

The more time we spend on it, we had less margins, as well as it created freight adverse pressures in our sales channels, ultimately creating a downward pressure on our EBITDA. However, looking at what the variance and how the business is performing, the business did a strategic review and did some divestments of Alliance Paper and O F Flexo business.

This was to alleviate our financial burdens and really focus on our core competencies and businesses that are driving higher margins and better cash results, and really gear up the group for proper sustainable growth. In terms of our banking loans, the group has continued to comply with our covenants throughout this financial year, and based on our forecast, we believe it will continue to comply with the covenants in the remainder of the year.

Thank you, Daniel. Just the next slide.

Our Mexicali facility continues to increase its throughput and provide labor efficiencies. This helps us reduce our direct costs as well as help with our production scale.

In terms of getting higher margins in the business, the ITAD sales teams are focused on marketplace channels. This is to capture premium assets with high margin.

This helps us to yield better returns, but we also looking into wholesale channels where the slower-moving products have lower margins, but we're able to sell them at a quicker rate, which helps us with the cash cycle and cash conversion. In the print space, we've had some really good wins in Europe by onboarding new contracts with key OEMs, and we've got a pretty strong pipeline of onboarding more OEMs further down the track.

Our Australian operations also have been quite robust, showing good organic growth. We've had a increase in our cosmetic sector, as well as onboarding new OEMs to join new programs such as refurbishing for cartridges.

Thank you, Daniel. Packaging division, well, this division is financially very strong.

The strong performance has largely been driven by the increase of premium demand in flexible packaging, as well as innovative carton solutions from South Africa. We're really good at maintaining our cost base in the packaging space, as well as increasing our sales, and this allows us to successfully have good operating leverage, which in turn improves our NPAT performance.

It's a great business in terms of cash generation. It's also very good in terms of scalability, and we're looking to expand into new markets such as New Zealand and South Africa for not only our flexible products, but also our bulk bags, and we believe we can achieve this in the coming year.

I'll now hand it over to Marc to talk about the financials.

Thank you, Kesh. I want to focus on this slide because this really tells a great part of the story for the performance of the business over the last 6 months.

You can see in the first box that revenue is up 92.3, 2%, but this is from our continuing operations. That's as Kesh has touched on, the growth in the packaging business been hampered a little bit by the resource recovery business, which hasn't performed as well as we would have liked.

Nonetheless, in spite of all that, our gross profit is up to $32.2 million. It's up 10% to the previous corresponding period, and our margin's up.

These are really positive numbers. This is a real change and a move in the right direction.

Our EBITDA, slightly down compared to the previous period. Packaging has grown and the EBITDA percentage is slightly down, and as Kesh touched on, it's the product mix in the ITAD space.

As we get into more of the ITAD and more new areas, we've seen that there's been some sort of margin pressure or costs associated with undertaking some of that work. Then the net profit before tax is a negative $28.6 million, and I'll talk to this.

This really is as a result of the intangible assets that we wrote off. What we're required to do at each reporting period, we're required to do a discounted cash flow of the future cash that will be generated by each business unit to determine if the intangible assets are overstated or not.

If they are overstated, then we are required to make an adjustment, which is the impairment. In this reporting period, we undertook a review of the performance across all the businesses, but the business in the US, our ISP business, it has had some soft results in recent times, and that then influences the discounted cash flow that we're required to make.

What that meant was that the carrying value of the intangible assets was overstated by approximately $15 million US or $23 million Australian dollars. We've had to make an adjustment.

When you get to making the adjustment or a reduction, you have to write off $23.2 million, which is what we did in this reporting period. At the same time, over and above that, we also have the impairment or the amortization of the intangibles, and that is something that's happened on a year-by-year basis.

As we go to the next slide, you'll see that on the next slide, please, Daniel, that the adjusted NPATA, and what that is is really looking at our net profit after tax, and then we add back the impairment. We add back the 23 $23.2 million, as well as the amortization of the intangible assets, and this is the assets that were came about as a result of the business combinations.

That is customer relationships, internally generated software, and brand names. There was an expense of approximately $6.2 million during the current reporting period as well, which is really a book entry.

When we add back the impairment and the intangibles, we ended up with an underlying net profit after tax and amortization of $2.5 million. This is still lower than the previous corresponding period, but this shows, essentially, the business is profitable, and the business has done well.

We've touched on the growth in revenue. I want to stress that the revenue is from continuing operations.

Discontinued operations, that's the Alliance and the O F Flexo business where we exited during the period, that revenue and the impact of that has been stripped out of the P&L, and that comes through as a line item where you can see there's a loss from discontinued operations in the reporting financial statements of $5.7 million. Some of that is the cleanup of the balance sheet.

Some of that loss will reduce in the future period because we have right-of-use assets where we no longer have or expect to generate income from having a lease, but because we still have a liability to the landlord, we don't write off the negative side. It's a bit of a one-sided adjustment.

This will clear itself out as we go through in the second half, and so that loss from discontinued operations will decrease in the second half. I've touched on the gross profit and the positive result in the gross profit, both from a total dollar value and a percentage perspective.

Our EBITDA has been good, and one of the things, for example, in the EBITDA in our packaging business, our packaging revenue was up 18%, but EBITDA from packaging was up 27%. That's because we're a volume-based business.

As we put more revenue through the funnel through the top, it flows through to the bottom line. Any growth that we get through the packaging business certainly flows through to the bottom line, which has been really positive.

One of the other factors for increasing the gross profit as well has been that we've been able to manage the margin pressure across the businesses. We've seen some price rises and some changes in the costing base in some of the businesses.

All of this has led to the increased gross profit percentage across the group. Our net finance costs increased quite substantially during this reporting period.

That's because we breached the covenants that we spoke about previously in the previous reporting period. As a result of breaching the covenants, we're required to pay interest at a slightly higher rate.

That's what's caused the increase in the finance costs, and I'll talk to that a little bit as well because there's been an impact for that in the cash flow, which we'll talk to when we get to the next slide on the cash flow. Daniel, if we can talk to the balance sheet, please, on the next slide.

The key change in the balance sheet, obviously, I've touched on the intangibles being amortized. There's also some intangibles that were written off for the O F Flexo business as we exited that.

There weren't any intangibles associated with the Alliance Paper, given that we paid $1 for that business when we acquired it some years ago, but we had to put in quite an amount of working capital. The other key point on this balance sheet is that the bank debt, if you recall, because whilst we complied with our bank covenants at 30 June, look, we were issued with a deed of amendment and a waiver after the reporting date, we were required to carry all our debt as current in the 30th of June balance sheet and financial statements.

Because we signed the waiver after the reporting period, but during this existing reporting period, effectively signing it in August, that means the moment we signed that, all the bank debt reverts back to its original position. The original position is the split between current and non-current.

The other large amount that makes up the borrowings in the current amount is the convertible notes, and I can talk to the convertible notes a bit later on, but the convertible notes is where the current amount of borrowings is, and that relates to the original ISP acquisition. Our receivables has grown, and the receivables is growing because we've had a much stronger second half or Q2 as opposed to Q1.

What happens there is, obviously, revenue going up, but we haven't received all the cash. Similarly, when we get to the cash flow, you'll see that we had to make some investment into the business, into the working capital in the business.

As we've indicated, our inventory is decreased. Alliance Paper carried quite a lot of inventory, but also we've been able to process products through the ITAD business a bit quicker during this reporting period.

The net debt is really a focus area for us. The net debt has actually gone up slightly.

It's not because our borrowings went up. Our borrowings actually came down during the period, and net borrowings came down by almost $4 million during the reporting period.

It's the fact that we used the cash, because net debt is borrowings less the cash on hand. We still have $24 million of cash on hand.

We have the ongoing support of our bankers, and so we've got ample cash to manage the business going forward. Because we used cash and we burnt cash during this period, albeit not a lot, our net debt amount went up, but actual borrowings went down.

If we look at the cash flow statement on the next slide, please, Daniel, and you'll see that there was money used to pay for suppliers, and we ended up with a negative operating cash flow. One of the issues with exiting the businesses that we did in Flexo and Alliance was that there were costs incurred to divest these non-continuing assets or these non-continuing businesses, but we only received the funds from them in January.

The reason for that was some of the funds there were conditions subsequent. Whilst the deals were settled, the money was held in escrow, and we had to comply with the conditions subsequent.

The timing didn't help us when we complied with them just before Christmas, but couldn't get the money released until the 2nd of January. There is an improvement in our operating cash position as we go into particularly January and February, for that matter.

As we said, CapEx, there's not a lot of CapEx that's required to be made in the business. There's certainly not a lot of ongoing CapEx that's required to be made in the business.

There was the last bits of the Mexicali facility where we spent some money. There was also a little bit of money spent in our Close the Loop plastic recycling business in North America.

Going forward, there isn't a huge amount of CapEx that's required to be spent across the business. I've indicated in previous market updates that most of the CapEx has been spent on these businesses.

It now comes through in repairs and maintenance. The life expectancy in the resource recovery of a lot of equipment is up to 20 years.

You might replace a motor here or a conveyor belt there, but as long as you're doing your standard maintenance, you get 20 years' useful life out of the equipment. It's not like that Close the Loop has to go and invest huge amounts of money in the future in CapEx.

As we win more programs, and we've touched on winning programs in Europe, there's a little bit of CapEx that might be required there, but we're talking in $50,000 to $100,000 in bits and pieces of equipment, which is normal for a business of this scale. It's not like we have to go and spend $2 million on a huge new processing line.

That's quite important. As we talk to capital management, strengthening the balance sheet, that's very important for us as a group, as management.

Our debt reduction remains a key priority for us. We continue to assess non-core businesses within the group seeking divestment opportunities, should they present themselves.

If we deem them to be non-core, anything like that would be used to repay debt and reduce debt. As I've indicated already, we have a significant cash balance, $24 million in the bank.

That gives us the freedom to operate the business. We continue to have the long-term support of our group financiers, and that's evident by us having the covenants waived when we breached the covenant at 31 March last year, and the ongoing support of our financiers and entering into the deed and the waiver.

That's very important for us. In terms of where the cash has been used, I touched on the interest paid.

You can see there in this line item interest paid is almost double to what it was last year. We ended up making three of the quarterly installments in this 6-month period, we paid the June installment in this period and we paid December early, making our bank very happy.

Not so much, our cash flow statement not so happy. That's where some of the money has been used.

Obviously, the payment down of the debt as well, where you can see that coming through in this period, where there's a lot more in payment for borrowings, that you'll see the $1.9 million. That's really where a lot of the money's been used, and as I said, the cash paid to suppliers for the discontinued operations, where we had to foot some of the bills upfront, and then we got reimbursed or have been reimbursed in January and February as a result of some of that.

I'm sure there'll be plenty more questions in relation to the financial statements and the financial results. I can see there's quite a number of Q&A questions coming through.

I'll answer many of the specific questions as we go through, and I'll now hand back to Kesh to go through the final slide.

All right. Thank you, Marc.

Thanks, Daniel. The first half of our FY26 has been a critical stabilization period where the strategic review of businesses has been very integral.

Making decisions on divestments is really important and is going to be important moving forward to ensure we've got a strong financial support for our sustainable growth. We are focused on our core businesses that are really cash-generative because we need to look at key areas of business where we can reduce our debt and strengthen our balance sheet.

We're going to actively be working on this. Also, on the revenue side, we're looking at strengthening our sales team in packaging because we know packaging drives a lot of cash into the business, and that helps us with our financial performance moving forward.

A lot of the attention will be placed there to make sure we've got the right people in and the right areas, and also we've got the tools for the sales guys to expand into regions such as New Zealand and South Africa moving forward. Just to finalize the slide and go into Q&A, we've really refocused and got the right strategy in place where we are well grounded, and we're looking to emerge to be more resilient and be a more growth-orientated business moving forward.

Over to you, Daniel.

Thanks, Kesh. We'll now go over to the Q&A, where we have quite a few questions.

The first question we have is, what are the new jurisdictions entered into in Europe, which were exited? I'll start with those two to start with, there's a few more.

The new jurisdiction, we've set up a company in Italy, and we're in the process of setting up the collection program for our pan-European collection program in Europe. We've also scaled back the collection program in Spain.

Spain was generating reasonable revenue, but not very profitable. Then the third piece is also in Germany, where we've got a new OEM that's joining the program, which will then improve the profitability of the German operations as well.

There was no revenue growth in Europe over the half, why not? Have the operations in Europe now scaled?

No, they have not. We've scaled back the Spanish operations during the half, but the Italian operations actually haven't come online yet during this reporting period, neither has the impact from Germany.

We've also picked up quite a bit of work in the UK, where we haven't been able to access that until most recently, and really in the second half, where we've won the contract, but we had to put in place a number of government requirements because of Brexit, where we needed bank guarantees and the like to be able to ship product from the UK to Europe because it's deemed to be a waste product.

In previous presentations, it was forecasted the full effect of the Europe operations would materialize in the current financial year. Now it has been pushed back to FY27.

What has been the cause of the delay, and what does management think about this?

We've won a number of new contracts in Europe, but the timeline for them to come online has taken longer than anticipated. Some of it also is working with the OEMs to make sure that they have the funds in their budget process.

Some of them have 1 1 31 March year-ends, and so they need to get to the 1st of April, where that built into their budgets the additional spend for some of the services that we've been awarded. It's certainly FY27 is when we expect to see some of the programs coming on.

Some of these things just take longer than anticipated. We've seen this before in other businesses units in the group, where you win a contract and it takes a long time to unwind the existing relationship.

Similarly, it works on the other end for us as well, once you get the contracts, they're quite sticky. I don't know if you want to add anything to that, Kesh, in terms of our experience.

Essentially, these kind of programs have a ramp-up phase, and they're at the mercy of the returns of the market. Transitioning from different suppliers when we win contracts takes time.

It could take 3 3 to 6 months, sometimes more depending on how big the customer is. The business is actively focusing on increasing those engagements so we can get the returns quicker.

Okay. To Asia, the company has not disclosed any particulars of its ITAD or resource recovery operations in Asia.

What is their nature? Isn't it the case that Close the Loop only has ITAD facilities in North America?

There has been no disclosure of commissioning of facilities in other locations.

That's for you, Kesh.

I can answer that. We have ITAD physical facilities North America, in Belgium, as well as Australia.

The operations in Asia, we're using third-party partners over there to grow our Asia-Pacific program, and these programs will run like that for quite some time in Asia-Pacific till we see increased volume and commercial viability to decide whether or not we can set up our own facility in Asia.

Okay. With ITAD, Close the Loop has been forecasting for a year and a half now that ITAD is subject to temporary headwinds, due to resolve within the coming months.

The deterioration of business has taken place over an extended period now. This would suggest the deterioration should not be framed as temporary.

Can you make some comment on that?

Yes. In relation to the ITAD, we've certainly taken on a number of new programs.

We're seeing increased volumes over more recent months after a lull. We're starting to see a pick up in that business, but it wasn't necessarily reflected in the first half of this financial reporting period.

Certainly the performance of that business has been stronger in the last couple of months, and certainly January and February.

Can you make some comment on the 30-days return service? What has happened here, and is there a prospect of recovery?

What's the status of the HP contract? If you can provide some comment on that.

The HP contract, our relationship with HP's never been stronger. There was a round of restructuring, if you like, at HP, but as a result of that, we've come out, and we have a relationship now, talking to our US team literally last week to say that our relationship with HP is as strong as it's ever been.

There was a period of time during the reporting period where the guys were concerned, and there was a lot of upheaval and a lot of change at HP, but that all seems to have been put to bed. As a result of getting a stronger relationship, the guys are confident of being able to pick up new opportunities going forward.

I know they've picked up in the last few weeks, whilst not in this reporting period, but certainly in the last few weeks they've picked up some nice one-off programs from HP in that 30-day return space.

Can you make comment on the reduction in inventory? It's been minimal after the backlog during the Mexicali commissioning.

Is Close the Loop going to make better progress against this backlog in the next half?

The answer to that is yes. It's taken us a period of time.

We said in the announcements to scale the facilities. We've indicated that the Mexicali facilities ramping up.

For example, it might take them an hour to do a laptop. As they get more knowledge and know-how, as they get more efficient, as they do more, that laptop might take half an hour to do the same process.

It's a matter of increased learning through the process. It's not like we've bought the facility, we turned it on on day 1.

We did certain tasks in the beginning, we've added more products, we've set up the paint booth and other services that we're now offering out of that facility. Each time you offer a new service or a bit of an improvement, it takes time to build the knowledge and know-how to get the efficiencies.

It's taking time. That's not unique to Close the Loop, any business.

There's not many businesses where you just drive your car off the showroom floor at 200 km/h. It takes time.

What's inflating the cost of doing business, the release mentions, and then follow-on from the release mentions new OEMs and customers more than offsetting a drop in cartridge take-back in the US, which services does this relate to?

That relates to the print consumables. There's a couple of new OEMs that the guys have won out of our Kentucky facility.

There's some revenue associated with that, albeit not very much in this half. There's more that will come in in the second part of this financial year, as well as going into FY27.

Generally, Kesh, you can probably talk to this better than I can in terms of the take-back of cartridges and what's happening in the markets.

Yeah. With the cartridge market, we're looking to scale up and get more returns and increased program through the customers.

Just to answer the question, there's another question that is inflating the cost of doing business, I think was the first question to that question, Daniel?

Correct.

Just to touch on that, what increases the cost in the ITAD business is the time it takes to process lower-grade assets. If we get a laptop that has scratches or screen is damaged, then the time taken to fix those things is much longer compared to receiving a laptop that doesn't have those damages, we're able to turn around quicker and the direct cost is lower.

That's really what's driving the cost. As Marc mentioned before, we just started, we can't take off at 200 k's per hour.

There's a learning process where we have to put in automation and get better at these fixes and repairs for the laptop to be able to reduce the cost and increase the margin. Yeah.

I have a question via email. Were there any proceeds from non-core assets?

What other non-core assets are being reviewed for disposal?

There were no proceeds received in this reporting period, so that's the first question. The second question, what other assets are being considered, that's not in the public domain.

The business is still working through, as we've indicated, our strategic review and will update the market once we're finalized through that process.

Okay. On data center decommissioning, Close the Loop has in the past expressed a desire to get involved in this area, given the huge growth.

Has Close the Loop gained any traction in this area? Can you provide more detail?

Yes, I can answer that, Marc.

Sure.

In the Australian core operations, we have got data commissioning programs with some key clients. We're looking to scale that in other areas.

This opportunity actually came from our ITAD business in America, and we're actively working to increase the volumes. However, it's very cyclical.

These jobs, the data commissioning in data centers happen once every 3 years or once every 5 years based on the turnover of the assets. We had an influx last year, we're expecting lower returns in the following years, and it will increase again on the third year.

While we're doing that, we're trying to expand our customer relationships and find opportunities in Europe as well as America.

A general question: Close the Loop is burning cash half-on-half with a debt burden. Is there any realistic prospect that the company can return to trading levels, for example, at least the 2024 levels, whereby it could achieve positive cash and pay down principal?

Yes is the answer, otherwise we wouldn't be in the business at the end of the day. We're adamant, and you can see by the improved performance of the packaging business, we've indicated through the announcements that the packaging produces strong free operating cash flows.

We have continued to pay down debt, we haven't missed any debt payments or repayments. That's why I made a comment in the presentation that I actually just said that borrowings have decreased from $85 million to $81 million over the 6-month period, and it was $88 million this time previously, in the previous corresponding period.

The debt is decreasing, it's just that we've utilized some of the cash. We're confident that the business will produce free operating cash flows in the future that will put us in a stronger position.

In fact, over the last quarter, whilst not reflected here, but certainly over the last 3 months of trading, we've seen our cash improve and produce positive cash outcome for the group, across the group.

I think that answers the next question: 'Over what period is such a recovery expected, if this is still possible?'

I think I've answered that, Daniel.

Yep. Then just a follow-on to that, 'Marc, in the last half, the company predicted a return to robust profitability in the US ITAD business in the current financial year.

What are your reflections given the first half, which doesn't have that robust return to profitability?'

That's a good question. It's taken us longer than anticipated, and also what's happened is that our new CEO in the North American business has had to get the processes and procedures right in place for the operations to convert our stock into cash quickly, to get the processes and move some of the processes that have been done in our Southlake facility in Dallas, Texas down to Mexicali.

There's been a number of changes that have been made in the back end. It hasn't reflected to date in the financial results, but the building blocks have been put in place by the new CEO and the new team in North America to allow the business to perform better in the future.

We have another question. Your packaging revenue is up, but it looks like your profits are down.

What's the reason for this? Why is the company spending more?

I said before in my update that revenue in packaging was up 18% and EBITDA was up 27%, right? That's the true measure of the performance of the business, right?

Revenue's up and EBITDA's up in that segment.

What has happened to your plan to move to a non-executive member of the board who has the ASX experience and who is looking after the shareholders?

You want to answer that, Kesh, or want me to answer it?

Oh, we both can answer. I'll start off.

We're actively doing a strategic review now of the entire business, and part of that process is to look at non-executive directors for the business, and we will start that process after the strategic review is completed, which we hope to do in the coming months. I'm sure Marc will be in the forefront of handling the communication protocol for that.

I don't know if you want to add more to that, Marc?

Just one further point, spot on, Kesh. As a board under ASX corporate governance reporting, we're required to maintain a skills matrix of the skills that each of the directors are bringing to the board.

Part of the strategic review is to look at the skills matrix. Where are the shortfalls?

Where are we missing? Do we have a finance person?

Do we have a sales and marketing person? Do we have a packaging person?

Do we have an ITAD person? Whatever might be in the skills matrix.

Creating the skills matrix is the first step, we're working through that, and then we go back to market and find a director that can complete or fill in some of the gaps that we've identified through the review process.

What has happened to the cost-cutting exercise? Can you talk to that in more detail?

You want me to talk to that, Kesh, or you want me to go?

We touched on it earlier. I think, in terms of cost-cutting for the group, we're really looking at divesting underperforming businesses.

That's where we can really save cash and remove the financial burden on the business. As we continue to do the strategic review, we'll make further changes if and when necessary.

I have another question here from email: What is the value of the proceeds to be received in the second half from the non-core divestments? Sorry,

what is the level of proceeds?

The proceeds, correct, yeah.

It's approximately about $1 million in the second half. Up to.

Okay.

The half-year accounts suggest both tranches of the USD $15 million convertible were exercisable at the company's option. Can you confirm if this is correct, and also provide an update on how this is expected to be dealt with, given we are only a couple of months from expiry?

I can talk to that. There's two convertible notes of $7.5 million US dollars each.

One of the notes is convertible at the discretion of the company in cash or shares, with share price set at 74 cents a share. The second note is convertible at the discretion of the noteholder into cash or shares.

Naturally, the noteholder would want cash rather than shares at 74 cents. We are going to be working with the noteholder to determine and renegotiate to obtain a positive outcome for all parties.

The noteholder is a major shareholder who is aligned with the strategic direction of the business. It's something that we'll be working on over the coming months to get an outcome that's best for all shareholders.

Has the US ITAD business lost any customers or programs since being acquired?

No, it has not.

Will amortization of non-current assets discontinue going forward post-impairment?

No, that's not correct. The way that amortization works is when you amortize the intangibles, the impairment is set off against the goodwill.

The goodwill is not amortized. The goodwill just is subject to impairment testing at the end of each reporting period.

The first step you do is, for example, if we're carrying $10 million worth of goodwill and there's an impairment charge of $15 million, the full amount of $10 million of goodwill is written off. Then the balance of the $5 million of goodwill in this example would be apportioned based on the ratio between the customer relationships, brand names, and internally generated software, and there'd be an additional amortization over and above the normal amount that's written off each period.

There will still be amortization going forward because whilst we wrote off all the goodwill associated with the ISP acquisition, we didn't write off all the intangibles associated with brand names, customer relationships, and internally generated software, albeit the cost will be lower.

What has driven the improvement in gross margin?

I think we've touched on that already, Daniel. Product mix, price rises in some businesses, product mix in some businesses.

There's no one magic bullet, there's a number of steps we've taken across the group to improve gross margin. The one thing I didn't touch on is, the more of that Mexicali can process, we've indicated before that would also improve our gross margin across the business.

That's something I hadn't touched on and had overlooked.

Where do you expect growth to come from in the second half? Has the business effectively bottomed in terms of earnings during the first half?

Kesh, you want to start, and I can finish?

Just following on from the presentation, we believe we see the biggest growth right now based on our past performance is from our packaging division, especially in terms of generating cash and increased profit margins. We're looking to expand that to countries like New Zealand and South Africa, yeah, in the coming year.

Yeah. Then I think the question is, has the business bottomed?

I'm not sure what do you mean by that. Every business can improve.

We expect our business to improve, otherwise we wouldn't be in the business, essentially. I'm not sure what the question is really trying to get at, never mind.

Apologies.

Net debt has increased due to costs with divested businesses. How come you've sold the business units?

What about the money you sold the business units for?

I think I've answered this one already. As I said, the funds were received in January for the business that we sold, but we incurred costs through the sales process, where funds were only received in January to offset some of the costs, it's a moment in time at 31 December.

Yeah. That's where we stand with that one.

Will the business generate positive cash flow in the second half and the full year overall?

We expect it to generate positive cash flow in the second half, absolutely. Whether that's sufficient to offset the first half, it's a matter of timing.

At the AGM in November '24, there was a change in the board. The share price was in the mid-20s.

Can you just talk to what's been achieved over the last 15 months to rebuild confidence for shareholders?

I can answer that, Kesh, best you answer it, but I was on the board at that time, so that's why I chuckle when I see this question because I was one of the people that came off the board and the share price has gone down. Now I say that tongue in cheek, but certainly as Kesh indicated, we're going through a process through a skills matrix to look for appropriate non-executive directors in due course when the time is right, they'll be appointed to the board.

Kesh, I don't know if you want to add anything to that?

No, apart from I think the key point I have been working on I guess over the last 6 months is the strategic review to increase the shareholder value. That's obviously a focus on a daily basis.

In terms of business turnaround, we're looking into just the areas where we've got higher margins and cash generation, and that's why I guess the divestments is key at the moment and also to focus on our sales growth in packaging space.

What is the utilization level of the Mexicali plant? How much revenue can the facility generate at full capacity?

I can answer that one quickly. The Mexicali facility is currently only running on a single shift, obviously you can run it on three shifts and you can triple your capacity.

It's not so much the capacity, it's about having the feedstock to run through the facility. It's about winning enough ITAD work and winning more work that's profitable, that can be done profitably, rather than just filling the facility to run it at 120% utilization.

It's really got to be profitable work that you're doing in the first place. It's running on a single shift, there's plenty of capacity in the business.

Another question for you, Kesh. In light of the recent financial performance challenges, could you outline the strategic direction for restoring momentum?

Yep. I think that was covered in the outlook slide.

The key focus areas for the business is to ensure first off that we are reducing debt for the business and creating a better balance sheet. The easiest way we can tackle that is looking at the high-performing businesses and promoting growth in those areas, as well as making sure we've got really good cost controls moving forward, which in essence will strengthen the balance sheet.

Turning the balance sheet increases our equity, as well as increasing our earnings per share. All in all is to protect the shareholder interest and also increase the value proposition of our shareholders.

Do you have an absolute or EBITDA margin target for the resource recovery business?

The answer is no, there's no absolute. At the end of the day, and I've said this before in previous updates, we pay the bills with dollars, not percentage points.

As long as we're getting more EBITDA through the business, that's got to be beneficial for all shareholders. For example, analysts always ask me, 'Marc, your gross profit margin's gone up to 34.4%, can it go up, can it go down?'

I said, it's not relevant what the percentage is, it's relevant what my gross profit dollars are, and in this case, it's the EBITDA dollars. It's the EBITDA dollars that are most important to us, not the percentage.

Would I rather continue to run the business and get new work that can generate me, say, 8% EBITDA, but it's still profitable and still flows through to the bottom line, making an overall contribution? Or do I say I can't do it because it's only 8% and we can only do 12%?

The percentage is a bit of a misnomer. It's got to be looked on each case-by-case basis of what you're doing as you grow the business, rather than saying you've got an all-out target number.

Can you talk about the convertible note, how have discussions with Sammy regarding this been going? Second, do you have any outlook, especially in regard to cash collections and cash flows going forward, despite the positive adjusted NPAT cash flows, negative cash flows will this continue with the debt balance, you've answered a lot of that already.

I've certainly answered the question on the convertible notes as I said before, I'm not going to repeat the answer there. The second one is cash collections and cash flows going forward.

It's really a comment rather than a question because it says negative cash flows will continue to increase net debt, that's correct. I'm not sure what the question is here, Daniel.

Yeah. What concrete actions have been taken to restore shareholder value in the near term?

I think Kesh has answered that when he said we've undertaken a strategic review, and as we complete the strategic review over the coming months, further market updates and announcements will be made as and when required. We're acutely aware of our continuous obligation requirements.

We need to keep the market informed as we make changes and as things happen, and we'll continue to do that. We've certainly complied with our continuous disclosure obligations to date, and we don't see that changing.

When there's something to tell the market, we'll tell them.

After the lower EBITDA in the first half, what gives you confidence that the business can return to historic profitability levels, and within what timeframe do you expect this to happen?

I don't think we can put a timeframe on, because we're going to be held to that, we're not going to go on the public record and say it's going to be X or Y because there's no winners. It's like asking to give a forecast.

We know what happens in the market if you give a forecast. If you achieve it, you get a tick and nothing happens; if you don't, the share price gets decimated.

It's a similar situation here, we're not going to say we're confident that the business will grow, continue to grow, but we're not going to provide guidance in any shape or form because the downside significantly outweighs the upside.

What is the current rate of interest and any penalties applying to your bank debt? Is there any offset for cash?

We actually have a negative carry because the bank debt carries interest, and we've indicated it in the half-yearly review report, round about 11%, whereas the cash on hand on term deposits, it's at 4% or 5% on term deposits. There's a negative carry associated with the debt.

One of the parts of the strategic review is, should we be taking the debt that's sitting in the term deposit and paying down core debt, because there's a net saving for shareholders, and that's going to be in the best interest of shareholders. If we don't have a better use of the funds which can generate a greater return, then, forgetting weighted average cost of capital and everything else, if it's not making us 11%, then we better give the money back to the bank.

That's a simple way of looking at it, but that's the reality, and that's part of the strategic review that we're going through.

Got another question on covenants, breaching covenants, how close are you? I think you've provided comment on that, but any more detail you want to add on that, Marc?

No, only to say we've complied with all the covenants in this reporting period. It's not relevant how much or how little, and I couldn't tell you off by heart anyway.

What are the main trends in revenue and margins expected into the second half?

For packaging business, we expect continued growth in the packaging business. If the margins stay the same, that's a good outcome for us.

Certainly, we've won a number of new contracts across the group. The question is, how much of that we're going to see in the second half of this year and how much of it is an FY27 story.

There's a lead time for what we do across the different businesses, whether it be packaging or resource recovery, there's a lead time. Yes, we sign a contract, but we don't always see the revenue for up to 6 months.

Even then, even if you think about packaging, you've got to make plates and cylinders. In the case of resource recovery, they've got to unwind some existing relationships.

It takes a period of time. The positive story here, the messaging here is that we've been successful in winning new customers, new contracts, and that bodes well for the future of the business.

I can't say it's going to be a magic wand that's going to switch on on the 1st of March or this second half. It's over a period of time, and that's the key messaging here is that there's positive things happening, there's good things happening in the business, but it takes a bit of patience.

The HP contract subject to expire in October '26, have you had discussions regarding the renewal?

There's ongoing discussions with HP all the time. We don't see that.

Historically, when contracts like this have renewed, they've really just extended the date rather than go through a whole renegotiation. It's still too early to go through that process, but as I said earlier in the call, our relationship with HP is as strong as it's ever been, we're pretty confident and we're not concerned about that date at this junction.

Can you provide more comment on the Mexicali facility, is it now fully operational, what's the spare capacity, and what's the utilization level currently, what's that expected to be going forward?

I think we've answered that question already, Daniel.

Yep. Okay.

Synergies, are there synergies between packaging and resource recovery divisions? How do they increase Close the Loop's value proposition?

Do

you want to talk to that, or you want, Kesh?

I can talk to that. The key synergies between the two divisions is our ability to in the resource recovery division collect end-of-life soft plastics packaging, and then convert that with our toner product into an asphalt additive called TonerPlas, which increases the performance of roads.

This is also a great sustainability story that the packaging customers are after, they want a story around how well do we neutralize carbon and how well do we have these processes that can offset negative environmental impacts. Having the resource recovery division there to be able to collect soft plastics packaging that our packaging divisions create for their customers and turn it to a environmental sustainable product, that's essentially how it increases CLG's value proposition.

Also, it allows us to go after some of the larger contracts with bigger Tier 1 customers that have stronger ESG goals. I don't know if you want to add more to that, Marc?

No, that's good.

Okay. That's all the time that we've got for questions today.

I want to thank Marc and Kesh for their time on the call. Appreciate your time this afternoon.

Thanks very much.

Thank you, everybody, for attending and the support.

Thanks, everyone.