ASX:AU1 · 29 December 2021 Price sensitive

Experienced industry Exec Geoff Lucas appointed MD & CEO

Download the PDF

Preparing the document viewer…

Read the announcement as text
ASX Release
29 December 2021

          Experienced industry executive Geoff Lucas
            appointed Managing Director and CEO
HIGHLIGHTS
   • Current Group CEO Geoff Lucas appointed Managing Director and CEO of The Agency Group,
       effective 28 January 2022.
   • Mr Lucas has significant executive experience across several industries, including success growing
       an Eastern seaboard real estate group
   • Appointment reflects The Agency Group focus on further growing its market share in Australian
       eastern states markets with its unique business model
   • Company founder Paul Niardone appointed Executive Director, focussed on continuing to grow
       Western Australian business, national growth of emerging SLP business, expansion of financial
       services division and advancing a range of technology focused Proptech opportunities.

National real estate company The Agency Group Australia (ASX:AU1) (“The Agency” or “the Company”) is
pleased to advise of the appointment of current Group CEO, Mr Geoff Lucas, to the position of Managing
Director and CEO, effective 28 January 2022.

Mr Lucas, who has held the position of Group CEO of The Agency since 23 March 2021, has significant executive
experience across several industries, including two periods with listed real estate company McGrath Limited
(CEO from 2018 to 2020 and COO from 2008 to 2016).

The Agency Chairman, Mr Andrew Jensen, said the board together with founder and current Managing
Director, Mr Paul Niardone, identified that given significant opportunity for further recruitment and growth in
the east coast markets, it was important for the Managing Director to be based on the eastern seaboard.

“Geoff’s appointment as Managing Director and CEO comes at a time when we are focussed on rapidly
increasing our business on the East Coast, having successfully established The Agency Group in Western
Australia, where we have a market share of approximately 5%,” said The Agency Chairman Andrew Jensen.

“With Geoff’s vast industry experience, we are confident he and our leadership team will be able to
successfully drive this growth,” he added.

Mr Lucas noted there was significant opportunity in the Australian Residential Real Estate market, where the
annual commission pool is approximately $5.6 billion across a highly fragmented industry.

“Substantial growth opportunities remain across the Eastern Seaboard for an increased presence, and I look
forward to leading The Agency’s team as we continue to grow into new geographic regions,” said Mr Lucas.

With a young family Mr Niardone was unable to relocate, however importantly he will remain an integral
member of The Agency executive team, being appointed Executive Director. He will have responsibility for
continuing to grow the market leading Western Australian real estate business, driving the expansion of both
the financial services division and Sell Lease Property (SLP) real estate business to a national offering, and
advancing a range of technology focused Proptech opportunities.

“We are immensely grateful to Paul for the vision he had to create The Agency Group and the integral role he
played in building the Company into such a successful national company,” Mr Jensen said.

“Paul has steered The Agency through both highly successful and challenging times. He has built one of
Australia’s leading real estate firms with over 340 agents nationally, selling 4,964 properties in Fy21, worth
$4.8 billion Mr Jensen added.”

Having founded The Agency Group in 2016 and overseeing the building of the company to be one of Australia’s
largest vertically integrated real estate services companies, achieving annual commissions of over $80m and
record earnings before interest tax depreciation and amortisation (EBITDA) of $4.75 million in FY2021 , the
board is confident Mr Niardone can successfully drive the national growth of both the emerging SLP real estate
operation and financial services businesses, which have good market penetration in the Western Australian
market but is not yet present outside of this market.

“Having overseen the growth of The Agency brand nationally, we look to the key role Paul will play in
overseeing the national growth of our SLP brand, together with the role he will play in driving financial services
and a range of technology-based initiatives,” Mr Jensen added.

The remuneration and key employment terms of Mr Lucas’ employment are as detailed in the ASX
announcement dated 23 March 2021.

Refer to Annexure A for the material terms of Mr Niardone’s employment agreement.

                                                      ENDS

Announcement authorised for release by the Board of The Agency Group Australia Limited.

If you require further information, please contact:

 Investors                                                Media
 The Agency Australia Ltd                                 Chapter One Advisors
 Paul Niardone                                            David Tasker / Colin Jacoby
 T: +61 08 9204 7955                                      T: +61 433 112 936 / +61 439 980 35

                     Annexure A: Material Terms of Employment Agreement
The material terms of the employment agreement between the Company and Paul Niardone are set
out below:
 Position                      Executive Director

 Commencement Date             28 January 2022

 Salary package                $390,000 Plus superannuation on a total employment costs basis (to be reviewed
                               annually), plus annual Director fees of $48,000.

 Performance based bonuses     The Company at any time during the Term pay a performance-based bonus of
                               50% of (Total Employment Cost) over and above the Salary.

 Short term and long terms     The Company will invite the Executive on the same basis of other directors to
 incentives                    participate in a short term and/or long-term incentive plans whether involving the
                               issue of shares, options, rights or other incentives to the Executive to remain at
                               the Company and achieve the Company’s targets. Any such incentives will be
                               governed by the relevant plan or scheme adopted by the Company.
 Leave provisions              In accordance with applicable legislation.

 Equity issues                 Subject to the Company obtaining the approval of Shareholders pursuant to the
                               ASX Listing Rules and the Corporations Act at its annual general meeting for the
                               financial year ended 30 June 2021 to be held on 24th January 2022, the
                               Company will grant the Executive (or his nominee) the following Performance
                               Rights under its Performance Rights and Options Plan:

                                - 8,000,000 Class A Performance Rights; and
                                - 3,000,000 Class B Performance Rights.

                               The Shares issued upon conversion of the Class A Performance Rights and
                               Class B Performance Rights will be voluntarily escrowed for one (1) year from
                               the date of issue of the Shares.

                               The Executive (or his nominee) will enter into a voluntary restriction deed with
                               the Company for the Shares issued upon conversion of the Performance Rights
                               prior to the issue of those Shares.

                               Milestones
                               The Performance Rights will vest and convert into Shares on a one for one
                               basis on achievement of the following milestones (each, a Milestone):
                               (i)         Class A Performance Rights: 24 months continuous service by the
                                           Executive to the Company from closure of the Company’s 2021
                                           annual general meeting.
                               (ii)        Class B Performance Rights: upon achievement of one of the
                                           following (as verified by the Company’s auditor):
                                      (i)        recruitment by The Agency (WA) and the Company’s SLP
                                                 Model of 85 Agents by the financial year ending 30 June 2024;
                                                 or
                                      (ii)       achievement of GCI of $50,000,000 for the financial year
                                                 ending 30 June 2024 by The Agency (WA).

 Termination                   The Company may terminate the employment without cause, or Mr Niardone may
                               resign from the employment, with three months’ written notice to the other party.
                               The employment agreement also contains summary termination provisions
                               considered standard for an agreement of this type.