AMG Critical Materials N.V. (AMG) Earnings Call Transcript & Summary
May 5, 2022
Earnings Call Speaker Segments
Willem van Hassel
executiveLadies and gentlemen, I hereby open the Annual General Meeting of Shareholders of AMG Advanced Metallurgical Group. My name is Willem van Hassel, Vice Chairman of the Supervisory Board. And in that capacity, I replaced for the time being, our Chairman, Steve Hanke, who due to some communication difficulties is not present at this moment, but we expect him any minute. I would like to extend a warm welcome to all of you who are attending this Annual General Meeting of Shareholders. I realize that this meeting takes place for the third year in a row under special circumstances. Although the coronavirus situation has improved substantially from what it was a year ago, we are not out of the woods yet, in particular, since other regions of the world are still and some heavily like China affected. This has caused us to decide once again to organize this meeting as a virtual meeting, allowing you as a shareholder to participate by video and audio webcast. Again, we truly regret that we are not able to meet you in person this year, and we hope that such opportunity will be available again at the next occasion and we are looking forward to that. The members of the Management Board and Supervisory Board are at different locations, at different continents. The Management Board is assembled at our U.S. headquarters in Wayne, while I am speaking from our head office in Amsterdam. I'm very pleased to introduce to you as speakers during this virtual meeting: Dr. Heinz Schimmelbusch, our Chairman of the Management Board and CEO; Mr. Jackson Dunckel, our Chief Financial Officer; Mr. Eric Jackson, our Chief Operating Officer, all participating from the United States. Furthermore, I am pleased to introduce to you Dr. Donatella Ceccarelli, Chair of the Audit and Risk Management Committee and Member of the Selection and Appointment Committee participating from Vienna; Mr. Herb Depp, Chair of the Remuneration Committee, participating from Montana, United States; Mrs. Dagmar Bottenbruch, Member of the Remuneration Committee, participating from Frankfurt; and Mr. [ Arnold ] Prince, Member of the Audit and Risk Management Committee, participating from Amsterdam. Also present is Mr. Ludo Mees, AMG's General Counsel and Corporate Secretary, who will act secretary of the meeting and sitting next to me here in Amsterdam. Also present at this meeting is our Dutch Legal Adviser, Professor Martin van Olffen of the law firm De Brauw Blackstone Westbroek, who participates from Amsterdam; as well as our external auditor Mr. Johan Schrumpf of the accounting firm, KPMG who was also who sitting next to Mr. Mees here at the table in Amsterdam. Mr. Schrumpf will provide insight into the auditor's report and his audit activities regarding the company's 2021 financial statements. Further, Mr. Bastian Kardol of Computershare and Mr. René Clumpkens from Zuidbroek Notarissen are present at this meeting. Mr. Kardol has administered the technicalities in relation to the electronic voting procedure and Mr. Clumpkens has voted on behalf of the shareholders who have issued voting instructions prior to the meeting. Please be informed that the proceedings of this meeting will be recorded only for internal purposes and use and to facilitate the preparation of the minutes. The official language of this meeting is English. Mr. Mees, can you confirm the number of shares represented at this meeting?
Ludo Mees
executiveThank you, Mr. Vice Chairman. There are 16,115,264 shares represented at this meeting that represents 50.4% of the issued share capital that is eligible to vote.
Willem van Hassel
executiveOkay, thank you. Regarding questions, the following. In connection with the orderly conduct of this meeting, I hereby inform you that as for each specific agenda item, shareholders who have registered as virtual attendee can ask questions about such agenda item by using the operator service following the instructions of the operator. Please state your name when asking a question. Furthermore, shareholders who have submitted a question prior to this meeting will receive a response during this meeting and are allowed to ask follow-up questions if they registered as virtual attendee voting. As explained in the invitation to the annual meeting as posted on the company's website since 24 March of this year, the voting on all agenda items have been completed prior to this meeting. Shareholders who have had the opportunity to vote either by using electronic proxy voting and casting their votes online or by filing a written proxy with the notary Mr. Clumpkens who has voted on their behalf. AMG has used the electronic voting platform administered by ABN AMRO as described in more detail in the Notice for the 2022 Annual General Meeting. For each agenda item that is a voting item, the text of the proposal that has been voted on will be shown on the screen. For each voting item, we will provide you on screen with information as to how many votes have been cast in favor of the proposal, how many votes have been cast against the proposal and how many votes have been abstained from voting. After that, I will inform you whether or not a specific voting item has been adopted. Well, the next item on the agenda is the report of the Management Board for the financial year 2021, including the discussion on the annual report 2021 in case questions have been submitted prior to the meeting. I would like to invite first Mr. Jackson Dunckel, AMG's Chief Financial Officer, to provide a summary of the company's financial affairs and first quarter results. Thereafter, Dr. Schimmelbusch will give a presentation on AMG's activities in 2021 and the strategy and current state of affairs of the company. Mr. Dunckel.
Jackson Dunckel
executiveThank you, Mr. Chairman -- or Mr. Vice Chairman. In my remarks today, I would like to cover a review of our results in 2021 and conclude by touching on some key operational initiatives we undertook in 2021 and year-to-date 2022. On this slide, we have a summary of our financial highlights for the AMG Group as a whole. You can see that revenues increased 29% relative to the prior year, driven by higher pricing and volumes within all 3 segments. These same factors have also favorably impacted 2021 EBITDA, which more than doubled compared to 2020. Additionally, this higher profitability also benefited return on capital employed, which is a robust 11.9% for 2021. We further improved the company's liquidity due to the issuance of shares in 2021, which is also complemented by strong operating cash flows. These increases were partially offset by capital investments and dividends paid to shareholders. On the next slide, you will see a further breakdown of the 2021 financial highlights within our 3 segments. This slide shows a summary of our 2021 financial highlights split between our 3 reporting segments: Clean Energy Materials, Critical Minerals and Critical Materials Technologies. On the top left, you can see full year 2021 revenue increased 29% to $1.2 billion from $937 million in 2020. All 3 segments increased revenue driven by higher sales volumes and prices relative to 2020, and in the case of Critical Materials Technologies due to the beginning of recovery in the aerospace industry. On the top right, AMG's adjusted gross margin in '21 increased to 18%. The positive price and volume momentum in 2021, which drove our revenue increase, also benefited our margins. In the lower left corner, you can see our EBITDA increased to $137 million in '21, which exceeded our guidance of $120 million. This increase was primarily driven by the strong price environment and demand within the Clean Energy Materials segment. In the lower right-hand corner, we summarized our capital expenditures for the year. We spent $178 million in '21 versus $138 million in 2020. The expenditure was driven mainly by our vanadium expansion in the Zanesville, Ohio, as well as the preliminary investment in our lithium hydroxide plant. Yesterday, we announced the results of our first quarter performance. Our revenues increased 53% relative to the same period in '21. This growth was driven by strength across all segments, which experienced price increases and strong volumes throughout our portfolio. EBITDA increased by 93% to $55 million, which marks the seventh consecutive sequential increase from the pandemic low point in the second quarter of 2020. In terms of our net debt and cash positions, we finished the quarter with $308 million in cash, $478 million in total liquidity and $437 million of net debt. We have some more details in the next slide in terms of our 3 divisions. Clean Energy Materials. On the top left, you can see that Clean Energy Materials segment experienced particularly strong results as revenues doubled and EBITDA more than tripled for the quarter compared to Q1 '21. This was driven by higher vanadium, tantalum and lithium pricing. These factors also resulted in a tripling of gross profit year-over-year. On the bottom left, you will see that we continued to invest in these high-growth businesses. Capital expenditures for the quarter were $48 million and were largely attributable to our vanadium expansion. Critical Minerals. On the top left, you can see that revenues within our Critical Minerals segment increased by 47%, driven by strong sales volumes in antimony and graphite as well as higher sales prices across all 3 businesses. However, higher shipping and energy costs resulted in a slight decrease to EBITDA compared to the same period in 2021. Critical Materials Technologies. Revenues increased by $33 million as the aerospace recovery drove increased titanium alloy sales as well as higher metal prices in both titanium alloys and chrome. The Engineering business continued to experience strong order intake with $61 million in new orders, representing a 1.09x book-to-bill ratio. As we detailed in our annual report and in some of the news flow this year, I wanted to enumerate some of our key operational achievements. We enhanced our capital stock proceeds and refinanced our credit facility to allow us sufficient liquidity to fund all ongoing capital projects. We announced an expansion of our spodumene production in Brazil by 40,000 tonnes that will be funded by an advanced payment from one of our customers who also entered into a 5-year exclusive cooperation agreement for the additional capacity. We announced the construction of the first of its kind lithium-vanadium battery for industrial power management applications. And finally, we obtained Supervisory Board approval for the first module of our battery-grade lithium hydroxide upgrader in Bitterfeld, Germany and site preparation is underway with a groundbreaking ceremony scheduled for next week. All in all, we continue to see persistent positive price movement and end market demand across the breadth of our businesses. We also continue to leverage our strong liquidity, capital structure and cash flows to reinvest in high-growth opportunities in our Clean Energy Materials segment, which we believe will leave us well positioned for ongoing growth. Many thanks.
Willem van Hassel
executiveDr. Schimmelbusch?
Heinz Schimmelbusch
executiveDear shareholders, we decided to again have this AGM as a virtual meeting because the regional COVID statistics suggested this was prudent. We very much look forward to return to a personal AGM as the direct interface with shareholders is important and informative for both, be it having a coffee in the hallway before or after the official part. In these volatile times, it is some good news that AMG's share price as of yesterday has appreciated 191% from the drop in COVID year 2020. Year-to-date, we are up 32% contrasting the AEX index, which is down 32 -- 12%. As regards to the year-to-date performance at the Amsterdam Exchange, there are a few stocks ahead of us, but it is early in the year. This reminds us of 2018. For that year, AMG received the award of the Amsterdam Exchange for the best-performing stock. It was an impressive ceremony, receiving the award for AMG, as said to the audience, we hope to see you again. The performance in 2018 was driven primarily by vanadium since our lithium project had just started up and prices in lithium were low. In '22, the vanadium price has turned around, starting at the beginning of the year. Please note that the AMG recycling-based ferrovanadium production has 4 income streams: vanadium, nickel, molybdenum and recycling fees. These recycling fees are not volatile, but I will come back to that later. AMG is increasing ferrovanadium production starting in '22 and in '23 significantly. Our lithium concentrate operation is at capacity and prices have increased substantially, as you can see at the red line. Purely looking at this picture and without even mentioning any EBITDA guidance, we conclude that there is room for a significant upward correction of the AMG stock price. We are committed to work on value creation. We will shortly report on the startup of the new Zanesville, Ohio vanadium recycling operations. The old stuff, 1 of the 2 plant sections has been in trial operations for a few weeks with good results. The second section, the furnace part is due to start up in August. That will be followed by the start of construction in Q3 of what we refer to as SP1+, the project to increase the lithium spodumene production in Brazil. The production of the new plants in Ohio and Brazil is sold under long-term contracts indexed to market prices. As regard to our Critical Materials, return of the aerospace industry as a high-growth market. Prior to COVID, aerospace was our primary users in AMG, which should not be overlooked, while all I -- on this, I will come back to that. Jackson Dunckel, our CFO, has presented to you the financial results of '21, end of Q1 '22. We are looking back at 7 consecutive improved EBITDAs from the low point in Q2 in '20, where COVID most acutely impacted our operations. We are confident our strong financial performance will continue for the rest of '22 and beyond. Given the geopolitical turbulences caused primarily by the war in the Ukraine, let's start with the assessment of what this means for the financial outlook of AMG. As you know, the most important segment as regard to AMG's cash generation is Clean Energy Materials formed in January 1, '21. The most important income stream in this segment are ferrovanadium streams of this segment. Our ferrovanadium U.S. production going to U.S. consumers and spodumene Brazil production going to China. We analyze our global income streams continuously and it can safely be said that 2/3 of our EBITDA is originating from the Americas. That is -- that percentage is rising in '22 and '23 as the production in the U.S. ferrovanadium and in the spodumene in Brazil is rising. As regards to risk management, as I have already mentioned, the production of both product lines is sold under index price contracts to off-takers with outstanding credits. Before I add strategic highlights to the financial presentation, I want to talk about safety, our #1 responsibility. Then I will explain our environmental strategy with regard to Scope 1 and Scope 2 CO2 reduction targets and commitments. I will also touch on in our few extraordinarily important element of Scope 3, namely the emissions from the use of goods sold and our successes in this regard. In presenting the strategy, I will describe the work in progress on our construction sites, a tangible way to illustrate what is going on in AMG. In summary, we are under construction. We have executed an industry-leading safety performance from 2013 onwards, as measured against the NAICS primary metals producer index. At the end of Q1 2022, for the last 12 months, the lost time incident rate was down 22%, while the total incident rate is down 12%. Our real target, of course, is 0 incidents. Zero is reachable. Our lithium plant incident-free period crossing 1,000 days, and that is a mining operation with over 300 employees. Other major operations have an even longer seeable period, such as the chrome operations in Rotherham, U.K., 6 years; and aluminum alloys in Kentucky, 8 years. It is under incident free. Not surprisingly, the EU and American regions generate most of the cases at AMG. We have hardly any hospitalizations, but to our deepest regret, there was 1 fatality. Our report and response system operates daily throughout 33 reporting sites. So now let me move from safety to environmental matters. AMG is committed to reduce its direct emissions of CO2 by 20% by 2030 from the pre-COVID baseline 2019, adjusted for the large new refinery waste recycling facility in Zanesville, Ohio. That is a reduction of roughly 120,000 tonnes per annum. As we have explained elsewhere, we are monitoring our company-wide work to reduce CO2 emissions from the use of our innovative products and solutions against appropriate baselines through the virtual ECORP segment. In 2021, 12 such solutions calculated by the way of a comprehensive life cycle assessment enabled CO2 reduction of 79 million tonnes. In other words, had those products and solutions not been used in '21, 79 million tonnes of CO2 would have been added to the atmospheric CO2 level. That obviously is significant. AMG is committed to increase its enabled CO2 production by 10% per year from '21 levels through 2030. Substantive contributions to this increase will come from what we refer to as circular economy projects. The AMG enabled CO2 reduction occurs when flying a plane. For instance, the turbine plates in the engine are coated in -- coating facilities using proprietary AMG technology, enabling higher operating temperatures versus uncoated turbine plates. Or as another example, titanium aluminides, a material developed by AMG, is used in aerospace turbine blades, replacing heavier nickel-based alloys. Other non-aerospace examples include vanadium alloy steel REBA; replacing carbon steel REBA; and micronized natural graphite insulation for buildings, which replaces standard polystyrene insulation. There is a never-ending innovation list in the lobby. The so-called lobby of AMG's ECORP segment is populated with a lot of candidates waiting for life cycle assessment modification. Before I come to the strategic project presently in execution phase, let me remind you of the capital allocation principles AMG applies to authorize capital projects. We, in investment projects, which are close to our core competency in Critical Materials are supported by strong and reliable long-term trends, can be handled within our accessible resources and have an acceptable risk profile. After all that, the project then has to pass through 2 gates: financial attractiveness measured by contributing to the long-term shareholder value of AMG and environmental attractiveness represented primarily by enabling meaningful CO2 reduction through the use of our products by customers within, of course, a variety of other conditions. To illustrate our growth process, I want to single out 4 areas of strategic priority. There are others. First, this is the vanadium recycling plant in Zanesville, Ohio, is our largest CapEx project to date with total investment volume of over $300 million financed in full by an industrial revenue bond with a 30-year maturity and a low fixed interest rate. We are doubling our capacity in Ohio to recycle spend catalysts and other residues. That will solidify our world market leadership in this circular economy activity. Presently, the Roskill facility, the first part of the new plant in Zanesville has started up and is running stable. It controls 60 tonnes per day throughput. To check things out before going to 100 tonnes per day, the design capacity, the second part of the process, as I mentioned, will start up in August '22. As a reminder, the enabling CO2 reduction impact of our ferrovanadium production in '21, '22 of roughly 3 million tonnes will increase because of the Zanesville investment and will support the AMG commitment to increase enabled CO2 production through 2030. The vanadium recycling operation in Ohio is not the only AMG recycling operation in vanadium. In Nuremberg, Germany, we extract vanadium oxide from gasification ash and in future also from spent catalysts. That links us to energy storage in form of the vanadium rebuilt battery, a stationary battery system to manage the intermittency of solar and wind energy generation. Energy storage, in general, is one of the fastest-growing sectors of the energy transformation of our time. The vanadium batteries are our link to the stationary part in that sector and that's as lithium is linked to the electric vehicles. Now we will show you our Zanesville construction video. [Presentation]
Heinz Schimmelbusch
executiveSo let me mention that this plant you just saw is 1 of 2 plants, which together are by far the world's largest recycling operations for refinery residues and they are setting a new standard of environmental compliance. In Brazil, we are expanding the lithium spodumene production from 90,000 tonnes per annum design capacity to 130,000 tonnes, and maybe we can beat that number. This project is on schedule and is commissioning -- and its commissioning is planned for Q3 '23. It has been partly financed by a customer refinancing. Talking about lithium mining, the International Energy Agency just published a report titled The Role of Critical Minerals in Clean Energy Transitions. It has the graph showing the growth in demand from 2020 to 2040 in multiples, meaning the production of 2020 has to be multiplied by 40 to meet the expected demand in 2040. Second is graphite, by the way, with a multiple of 20. AMG is mining and processing lithium [Audio Gap]. May 11, we will celebrate the groundbreaking of the first battery grade lithium hydroxide refinery in Europe. This is quite a statement. The location of the new plant is Bitterfeld, Saxony-Anhalt, Germany. We have selected the location by the way of a complex analysis involving the distance to the cathode materials' producers, our customers and the availability of experienced chemical industry workforce, among other things. Bitterfeld is the center of what was historically referred to as the Chemical Triangle of Germany, Leuna-Buna-Bitterfeld. Under its Prime Minister for many years, Saxony-Anhalt is an industry-friendly state. We are looking forward to welcoming the Prime Minister at the occasion. Groundbreaking ceremonies are more than a few dark suited VIPs, driving a shovel and trying to make a good impression outside their comfort zone. But much more feasibility studies have been completed. Basic engineering has commenced. Engineering contracts have been signed. Long-term items have been ordered and project management is in place. As has been explained in detail at our virtual Capital Markets Day earlier this year and that's documented extensively on our website, this first plant is a 20,000-tonne battery-grade hydroxide facility, the first of 5 so-called modules planned to be erected at the same location. Essentially, the first model is based on feed from Brazil, and hydroxide production has already placed with customers. We are in extensive negotiations with partners interested in market access and mining and processing expertise. The first Bitterfeld plant with CapEx of about $125 million will be financed from cash flow. That excludes contingencies -- that number excludes contingencies. We now expect the CapEx amount to go up somewhat, given the tightness of the supply lines and increase in raw material costs. AMG's presence in the global race to develop the next generation of lithium batteries, namely the solid-state lithium battery, is based on our ability to attract a world-class team of scientists in this area. The team was carefully curated from top lithium companies globally and recruited based on their industry-leading expertise. We built the laboratory center around this team in Frankfurt, Germany, which includes a pilot plant to be able to have a dialogue with the global solid-state battery development communities of samples. Our offer is promising, and we are in engineering phase of 100 to 200 tonnes per annum demonstration plant to go from samples in kilograms to tonnes of lithium sulfides and solid electrolyte to be a development partner and a supplier of the solid-state battery research and development process is the ultimate destination of AMG's lithium value chain. Another innovative strategic priority at AMG is the stationary lithium vanadium LIVA battery for industrial applications. The history of this innovation started when we were seeking to reduce electricity costs at our processing facilities in Germany and the U.S., which were incurring high-cost electricity caused by volatility of electricity demand, a rapid demand causes penalties. Metallurgical furnace operations typically have volatile electricity demand. In such a case, the standard solution is to install a diesel engine standby power station, which is used to peak shave the outside electricity supply and reduce electricity costs. That solution, however, is CO2 emission intensive. We first looked at a vanadium redox battery for the same purpose. That did not work since the vanadium battery is not able to cope with an operational electricity surge. A lithium battery is able to handle a fast discharge. The result was LIVA, lithium and vanadium battery. It consists of a low-cost vanadium battery combined with a high performance lithium battery. We had to acquire the software know-how necessary to operate such a complex battery. Given the size of the opportunity, we formed LIVA GmbH, which is a separate -- with a separate management and acquired a specialized software company to protect the proprietary operating algorithms. Given the size of the diesel engine market for such industrial solutions, we see a very large potential directed at AMG Engineering customers. AMG Engineering is preparing to serially produce such batteries. The question that, of course, comes to mind when considering this project risk, how are you going to pay for all of this? We currently have $500 million of liquidity. We just recently at the end of '21, refinanced our main credit facility which has a 7-year term. We fixed the interest rate for this entire facility for 5 years using interest rate swaps and will benefit from this cheap financing despite the current trend of dramatically rising rates. Additionally, refinanced the Zanesville expansion using an industrial revenue bond with a low fixed rate and a 30-year maturity. This fixed rate position highlights AMG's exceptional risk management process as we have locked in cheap financing in an uncertain market with dramatically rising rates. Additionally, this favorable financing gives us an advantage against any competitive projects trying to raise funds in the current interest environment. More importantly, we are forecasting robust cash flow generation from operations. We have a strong balance sheet and will maintain that going forward. Our current forecast show that we can finance the discussed expansion projects with cash flows generated from operations. Finally, as mentioned at our Lithium Capital Markets Day, we have extensively analyzed equity options as regard to AMG's lithium business. A variety of top-tier bankers have assessed our lithium assets and have concluded that the IPO value of our lithium business would exceed AMG's enterprise value. This regulatory is, however, somewhat academic since the IPO market presently are practically closed. Given the geopolitical uncertainty, especially the war in the Ukraine, it is impossible to predict when the markets will be receptive again and what the valuations will be then. Therefore, we had to postpone a decision. We have also discussed other equity options with a variety of partners, including the sale of a minority stake in our lithium business. As our present expansion projects can be funded from cash flow internally, such a transaction would be an appropriate way to fund lithium resource development opportunities outside the existing expansion projects. We are very active in this area, and we'll update accordingly. I come now to EBITDA guidance for '22. It is challenging to give EBITDA guidance under the best of circumstances. Presently, the challenges are much more severe given the geopolitical turbulence caused by the war in Ukraine and the continued impact of the coronavirus globally. Our previous EBITDA guidance for '22 was growth $225 million or more. The Management Board decided to replace that with a range. The new guidance issued yesterday is that we believe the '22 EBITDA will be in the range of $260 million to $290 million. We will update this guidance whenever appropriate. Let me come to the medium-term EBITDA guidance. The last medium-term EBITDA guidance was given in 2019 prior to the COVID period. In 2019, we said we will reach an EBITDA of $300 million or more in 5 years or earlier. Being now much closer to the year 2023 and despite the global disruption from coronavirus and global turbulences, we are able to reaffirm that guidance. As a new long-term EBITDA guidance, we will reach an EBITDA of $500 million or more in 5 years or earlier. Importantly, the medium-term guidance is driven by our strong capital investment program and volume growth from that and across our portfolio. That, Mr. Chairman, concludes my remarks.
Willem van Hassel
executiveI would like to thank Dr. Schimmelbusch and Mr. Dunckel for their presentations and especially their medium-term EBITDA guidance. In the meantime, ladies and gentlemen, I'm told that Professor Hanke, our Chairman, has joined virtually our meeting. Because of this, I would like to invite him to take over from now from me and allow our Management Board to respond to the various questions, starting with the questions raised by the VEB.
Steve Hanke
executiveOkay. I'm finally joining you. Allow me to apologize to our shareholders and my colleagues for my late arrival. It turned out that my survival to WebEx was more difficult than the opening a Central Bank vault. I would also like to thank Vice Chairman, van Hassel, for starting the annual meeting in my absence. It does illustrate an important AMG operating principle. Always stay ahead and operate with a margin of safety. With that, let us move to the questions that have been raised by VEB.
Steve Hanke
executiveThe first question, is it on the screen?
Heinz Schimmelbusch
executiveYes.
Jackson Dunckel
executiveAll questions are on the screen.
Steve Hanke
executiveYes. So the first question, the lithium plant in Germany will have to compete in global markets where China is -- also operates. How do you plan to gain a competitive advantage over production in countries where LIVA construction are lower? Our location, that's my response, in Germany gives us excellent advantages. Europe will need 600,000 tonnes of battery-grade lithium hydroxide by 2030. We are currently the only producer or will be the first and only producer of battery-grade lithium hydroxide. We are a mover -- the first mover in this industry. It is important to remember that this product is not a commodity. This is a highly specified, highly purified product. The ability to tailor a product to our customers' needs, attract it to them is a massive competitive advantage. Question number two, AMG is developing a special lithium battery for industrial applications. This is far removed from the core business. Why has this been decided? First of all, it's not far removed from. We are in lithium and in vanadium, and that is a lithium-vanadium battery. So I think it sounds pretty logical. Our LIVA battery system is currently being installed at one of our plants, as described. It is a combination of lithium and vanadium battery designed to save energy by reducing peak charges associated with the large drawdowns of electricity by certain furnaces. The application -- this engineering customer base perfectly fits AMG's Engineering customer base perfectly. Every one of them uses multiple furnaces and will benefit from the LIVA battery. It is not at all far from -- removed from our core business. It is an excellent example of how we innovate and grow our core Engineering business. So essentially, it's not only synergetic to our lithium and vanadium production activities. It's also synergetic to our Engineering business across the segments.
Jackson Dunckel
executiveQuestion number 3. The annual report states that higher costs for energy and transport affected results, but this was not as bad as expected because of hedging and ongoing contracts. What will be the impact on the results when these agreements/instruments have to be renewed in view of the persistently high prices? The effect will likely be passed on to our customers the same way it has been thus far. AMG is a value-added producer of high-purity materials, and we are able to pass most of our price increases through to our customers, albeit with a 1- to 3-month lag. Question number 4, you apply a minimum return on capital employed to new projects. And if so, how high is it? Return on capital employed is one of the many calculations we use to bet projects. However, our key ratio, which we've described multiple times to shareholders on our quarterly calls is total CapEx divided by run rate EBITDA. This ratio must be lower than 5x. Question number 5. Last year, the balance sheet improved. You see in the annual report of the financial policy aimed at a conservative balance sheet. Does this mean that debt reduction is a high priority? I would like to thank you for that comment. Our balance sheet has, in fact, improved. We target to be below a ratio of 3.5x net debt to EBITDA. As of the end of 2021, the ratio was 2.1x. Given that we are in the midst of a large expansion phase, we are not targeting the repayment of debt. Question number 6. Currently, there's a worldwide scarcity of construction materials and construction personnel. To what extent does this impact the various facilities you have under construction or are expanding? We expect it to affect the cost of our -- of the 2 current projects we are currently building, namely SP1+ and our lithium hydroxide facility in Germany. Costs for these 2 projects are expected to increase, those projects still dramatically exceed our targeted returns. Question number 7. The item cost, salary and bonus increased by $11.6 million, and the note state that this is mainly due to variable compensation, excluding equity awards. What is the total item of variable compensation? And why is this item substantially larger than in previous years? You are quoting from Page 81 of our annual report. This increase you note is versus 2020. In 2020, we paid 0 bonuses to all of our senior management and, thus, the increase that you note is exaggerated. In addition, we have increased our workforce by 8% in 2021 versus 2020.
Ludo Mees
executiveMr. Hanke, this concludes the questions of the VEB.
Steve Hanke
executiveOkay. Thank you. Our next item on the agenda is the remuneration report of the Supervisory Board for the financial year 2021. In accordance with governance rules and practice, AMG believes it is important to be transparent on remuneration policy and the implementation of such a policy. Mr. Depp, Chair of our Remuneration Committee, will, therefore, now make a presentation on AMG's remuneration report for the year 2021. I now pass the floor to Mr. Depp. At the end of his presentation, Mr. Depp will respond to questions that have been submitted prior to the meeting by shareholders, which relate to the 2021 report. Mr. Depp?
Herb Depp
executiveThank you, Mr. Chairman. I'm looking for the slides, please. Coverage side. Once again, we must provide a remuneration report in a virtual manner. And hopefully, next year, we can all meet in a great hall in Amsterdam. I am pleased once again as the Chairman of the Remuneration Committee. On Slides 3 through 7, I will explain the remuneration policy, the annual bonus structure, the performance share unit plan, explain the peer group considerations and discuss the components of the Management Board remuneration. On Slide 8, I will explain the annual bonus metrics and waiting on Slide 9. I will show the annual bonus calculation. On Slide 10 through 14, I will explain our pay-for-performance philosophy and how much compensation each member of the Management Board received in bonus and realized pay for 2021 and how the CEO pay compares with our peer group and the overall AMG's performance. Slide 3, please. Remuneration policy, as you may recall, at the 2020 AGM, the shareholders passed or accepted our proposed changes. It is important to note that the committee spent a significant amount of time discussing the new policy with not only shareholders, but with outside consultants and shareholders services companies to ensure our policy meets and will continue to meet the highest standards of existing Dutch and European Union policy. Even today, you continue to stay connected, not only with our shareholders, but also with outside organizations that assist and help provide guidance in this critical area. 2021 annual bonus structure. The 2 key changes to our policy was to reduce the maximum percentage both payout from 300% to 200%. We also added the new category metrics under environmental, social and governance and made this a waiting of 20%. Along the personal targets, this reduced our financial targets weighing down from 40% to 35% each. Next slide. 2021 performance share unit plan. We have eliminated stock options. We have increased the PSU's holding period to 5 years. The Supervisory Board will consider in 2022 whether to add new long-term incentives to the PSUs. These new long-term incentives will be focused on ESG matters, which is consistent with best practice for Dutch and European public companies. We now compare ourselves to our global peers for payouts and, therefore, no PSUs vested if our performance is below the 50th percentile as compared to our peers. Peer group considerations. We have always used the peer group, but the major change to our policy is that we now require that 2/3 of our peers are European companies. Peer group comparison is essential for us to gauge and calculate the company's Management Board performance. Components of Management Board remuneration. This has not changed. As you see from the slide, on the left side, under fixed pay and benefits, the Management Board is paid in a combination of dollars and euros, reflecting the Management Board physical location in the United States, but realizing we are a Dutch-listed company. It should be noted the CEO base pay has not changed since the beginning of AMG. I will explain the annual bonus in the next 2 slides, salary for the CEO and 65% of base salary for the COO and CFO. The performance share units are as outlined on this slide. Annual bonus metrics and weighting. We have divided the bonus metrics into financial and nonfinancial. Under financial, we have cash flow and EBITDA, and both are weighted at 35%. Nonfinancial is further divided into 2 categories: ESG measures and Management Board targets. ESG is further divided into 3 categories as listed on the slide, and each is weighted approximately 6.7% for a total of 20%, while the Management Board targets are weighted at 10%. On the next slide, I will take you through the 2021 results. But on the lower half of this slide is the target bonuses fall below the 50th percentile of our peer group. Annual bonus calculation, financial measures. Our target EBITDA and operating cash flow were set through the budget process and were 1.45x and 2.08x greater in 2021 as compared to our targets in 2020. Our maximums were set at double and triple the previous year's EBITDA and operating cash flow. And even with these increased targets, we achieved operating cash flow that was over twice the target we valued at $90.8 million. That provided an achievement of 200%. EBITDA was strong at $136.5 million, an achievement of 181%. These 2 financial categories were extremely strong because of the long-term strategic decisions made by the Management Board in addition to cost cutting and working capital savings that the Management Board pursued in 2020, which bore fruit in 2021. The exceptional results were also driven by price increases across our portfolio and an early initial recovery of the aerospace industry. Measures. Our lost time incident rate substantially exceeded our and was -- as was our enabling CO2 reduction. Therefore, both categories received a max achievement of 200%. CO2 credits, because of how they were calculated by an outside firm, did not meet threshold and, therefore, did not earn any achievement. For bonus calculation in 2022, we have substituted a CO2 intensity target that is currently used in our sustainability-linked loan, which is verified by a full audit. We are able to substitute CO2 intensity target because a consortium of banks introduced a very innovative sustainability-linked pricing mechanism. And as these calculations are verified by a full audit, we have decided to use this metric. Our individual Management Board's strategic targets were between above and significantly above and earned 175%. When all these measures are multiplied by their weighting, we have a total annual bonus of 178%, which is a tribute to the outstanding performance of the management team during these difficult times, a real credit to our Management Board. Slide 10, bonus results. The salary x the target bonus x the multiplier of 1.78x gives you the actual dollar amounts of 2021 bonus payouts, as you can see on this slide. Management Board realized pay 2021. You can read the categories at the top and see the difference of the total pay in 2021 versus 2020, where not only our company, but our industry lags because of the COVID pandemic. 2021 was simply an outstanding year. CEO earned pay versus stockholder performance versus our peer group. This slide is produced by our outside consultants Mercer Limited. The vertical axis on the left is the TSR performance percentile and the horizontal axis on the bottom is the compensation percentile compared to our peer group. AMG's performance was just below the 50th percentile on the total shareholder ranking, and our CEO, Dr. Schimmelbusch's compensation was higher than 50% versus our peers. As you can see from the yellow circle, directly above the dark blue square, AMG's year-to-date today performance if compensated as of last year would fall into between those 2 lines. Those 2 lines in the middle of the graph depict what CEO pay falls versus performance and is considered fair. Total shareholder performance versus peer group. On the left side of the page, you can see that on a total shareholder return basis, AMG outperformed its peers in 2020 and has again outperformed against peers in 2022. On the right-hand side shows AMG versus its peers -- peer, excuse me, on a total shareholder return basis over a 2-year period, 2020 and 2021, where AMG performed at the 50th percentile of its peer group, the same figure we showed you on Slide 12. Slide, relative performance in proxy adviser metrics. As you can see, we were at or above the 50 percentile in 4 of the measures and below in 3 of the measures. The Supervisory Board wants to express our thanks to the Management Board for an outstanding year. Mr. Chairman, that concludes my remarks. Thank you.
Steve Hanke
executiveWell, thank you very much, Mr. Depp. We will respond to questions that have been submitted prior to the meeting by VEB.
Herb Depp
executiveQuestion number 8. If the AMG share relative to the peer group is at the 50th percentile outcome medium, management already receives 100% of the PSU. Why is mediocrity rewarded? My response, we disagree. We consulted with multiple compensation consultants who advise us that this level of vesting is in line with market practices. Question 9. Two directors are entitled to 2x their annual salary and also an annual bonus when they leave. This is excessive and no longer fits the current spirit of the times and is not in line with the prevailing views and good corporate governance. How do you reconcile this with the pay-for-performance principle, which you strongly cite in the remuneration report? My response, those directors will only receive that severance pay if they are forced to leave the company without cause. This is consistent with pay-for-performance principles. The B part. Will AMG consider amending this in the near future? We've already amended this. It is addressed in our new remuneration policy, which clearly outlines that we will only reward good levers with 1x their salary. The 2 directors you know have contracts that will not be changed since we respect the legacy of long-standing employment contracts. Thank you, Mr. Chairman.
Steve Hanke
executiveShareholders, any questions will be responded to either by Mr. Depp or Mr. Dunckel, CFO of AMG.
Ludo Mees
executiveNo further questions, Mr. Chairman.
Steve Hanke
executiveOkay. Thank you. All questions have now been answered. I now conclude this agenda item and read the voting results. I wish to clarify that this item concerns an advisory vote only and that the outcome of the vote does not affect the validity of the remuneration report or the remuneration for 2021. Ladies and gentlemen, for this particular voting item, we have a total number of 16,115,264 votes cast. Those for, 14,066,595; those against 2,031,275; those withheld 17,394. This means that this agenda item has been approved since approval for the agenda item needs a majority of more than 50% of the votes represented voting in favor. The next item on the agenda is the discussion of the dividend policy. In accordance with Dutch corporate governance code, AMG proposes to discuss AMG's dividend policy, which has been amended most recently in 2021. I would like to now invite Dr. Schimmelbusch to explain the change in the dividend policy of AMG. Dr. Schimmelbusch?
Heinz Schimmelbusch
executiveYes, Mr. Chairman. The dividend policy was lastly amended and discussed at the 2021 Annual General Meeting of Shareholders. In 2021, the Management Board, with the approval of the Supervisory Board, had amended the dividend policy given the intrinsic volatility AMG had experienced in some of its markets. Given that AMG has cyclical elements in its product mix and then it desires to have a relatively consistent dividend payout, the revised policy remains effective and will allow for stable dividend payouts and target gradual increases to restore dividend levels provided that such payouts and possible increases are supported by AMG's liquidity and cash flow generation and subject to prevailing statutory requirements.
Steve Hanke
executiveThank you very much, Dr. Schimmelbusch. Are there any other questions on this agenda item?
Ludo Mees
executiveNo questions.
Steve Hanke
executiveOkay. As there are no questions, I conclude this agenda item. The next item on the agenda is the adoption of the 2021 financial statements. The company's financial statements have been audited by KPMG Accountants N.V., the company's external auditor. The unqualified audit opinion may be found on the page of the audit report -- excuse me, the annual report. Mr. Schrumpf of KPMG will now first give a brief presentation about KPMG's audit activities. Mr. Schrumpf?
Johan Schrumpf
attendeeThank you, Mr. Chairman. And good afternoon, ladies and gentlemen. My name is Johan Schrumpf and the year 2021 was my first year as overall responsible audit partner on the financial statements audit of AMG. And in this role, I succeeded Tom van der Heijden, who was the former external auditor and he rotated off the engagement after a period of 5 years, in line with Dutch auditor independence requirements. I'm very pleased to provide you with an overview of the audit process. I will do that along 5 topics, starting with our reports and the audit, then continuing with materiality. I will cover risk assessment, the group audit and key audit matters. And finally, I will also say a few words about the sustainability report and our role there in. So starting with our audit report and the outcome of the audit process overall. As you can see on Page 136 through 142 of the annual report that presents our independent auditor's report. And overall, it is our responsibility to obtain sufficient and appropriate audit evidence to conclude that the financial statements are free from material misstatements and provided through fair view. And you can find our conclusion in the auditor's report. It's good to note that we perform an audit with a high level of assurance, which is not an absolute level of assurance, which means that we may not detect all material misstatements, whether they're due to fraud or error. The report reflects the outcome of our audit, and we concluded that there is an unqualified opinion on the financial statements, meaning that they provide a true and fair view in line with international financial reporting standards issued by the EU as well as in line with Dutch law and, more specifically, that's a title [indiscernible]. There is also other information in the financial statements. The other information is of particular importance because we compare the other information with the information obtained in the rest of the financial statements audit and we establish that there are no inconsistencies in that other information compared to the financial statements. It's good to note that, that other information includes the report by the Management Board, but also the remuneration report and the sustainability report. That's on our reports. Then moving on to materiality. Materiality is a matter of professional judgment, and we've determined materiality by reference to revenue, of which it represents 0.4%, and overall materiality for 2021 was USD 4.5 million compared to USD 3.5 million in the year before. So you'll note that materiality has increased, which is also in line with the increase in total revenue, which increased from USD 937 million to just over USD 1.2 billion, which was earlier also mentioned in this meeting by Mr. Dunckel. We also report our misstatements found to the Supervisory Board, and we do that for all misstatements in excess of USD 225,000. And it's finally also important to mention that materiality is important for us, on the one hand, in planning the audit, but also in the execution and the assessment of any misstatements that we find. Moving on to risk assessment. The purpose of risk assessment for us is to identify areas in the financial statements that are mostly susceptible to error and areas that are of importance in our overall audit scope. So those that are complex or can require judgment. Risk assessment for us includes a number of topics that also are of particular interest to the public domain, including going concern, fraud and noncompliance with laws and regulations and finally also climate-related risks. For our audit response in that respect, I would like to refer to the independent auditors report where we have further elaborated on that. Then moving on to the group audit. We are overall responsible for the group audit of AMG and a number of topics we audit centrally. And for 2021, this was primarily around goodwill and share-based payments, which was consistent with the prior year. And in order to stay close to AMG's business, we also involve local component auditors in the group audit. For 2021, we have selected 9 components, where we have audited the full set of financial information of that local entity, involving our local auditors. And those components were located in Germany, in France, in the U.K., the United States and in Brazil. Further, we performed specified audit procedures for a number of components for in total in 2021, and you'll have noticed that our overall scoping has slightly changed compared to the prior year in the sense that we added to kind of start-up entities in our overall audit scope, and we removed a more mature stable entity. And by doing that, our total coverage on assets remained in line with the prior year at 92%. Our total coverage on revenue decreased from 97% to 93% and that is primarily attributable to the fact that these new entities in scope do not yet generate substantial revenue. And therefore, our audit procedures were primarily focusing on capital expenditure. In the group audit, we send detailed instructions to all our local auditors involved. And in these instructions, we prescribe the procedures that they need to perform, how they interact with us, how they report back to us their findings and how we exchange information in terms of risk assessment. So we held conference calls with our local auditors at various stages through the audit. And by doing so, we were able to exchange the findings coming out of the audit and come to our conclusion. It's also good to mention that in 2021, we still had to apply a flexible and a hybrid approach, meaning that we had to find the right balance between being present on site versus being auditing remotely in light of the continued restrictions caused by the COVID-19 pandemic. Finally, in the area of specialists, we and also our component auditors use specialists in the audit. And for 2021, specialists that we engaged are operating in the areas of taxation, pensions, the environmental provision, share-based payments and financial instruments, which is overall in line with the audit of the year 2020. Key audit matters. Key audit matters are matters that are of particular significance to our audit. Often, they involve complex areas, where there is a certain element of judgment involved, but they can also relate to significant one-off transactions. In 2021, the key audit matter that we identified is related to revenue recognition on projects and goods sold. And this is similar to the year 2020 when we also had identified this particular key audit matter. Last year, there was also a key audit matter on the valuation of the lithium concentrate plant in Brazil. But as you will have seen, this no longer was a key audit matter in 2021 because of the increased lithium prices, and as a result of that, the improved profitability of AMG's lithium activities in Brazil. For more information on the procedures that we've performed in relation to the key audit matter on revenue recognition, I would like to refer you to the independent auditor's report. Then finally, on other information, the sustainability report. I mentioned before that the sustainability report is an example of other information. It's also an area that is increasingly becoming important also for the public domain and regulatory developments are ongoing in this area, which will, in the future, impact reporting as well as assurance by an external auditor. For 2021, no assurance has been given on the sustainability report. However, it is part of other information and that means that we -- as I mentioned before for other information in general, we ensure that it is consistent with the financial statements and with the knowledge that we've obtained in that audit. That concludes my comments on the audit of the 2021 financial statements. I'm happy to take any questions later on. Thank you for your attendance. And with that, I would like to hand it back to Mr. Chairman.
Steve Hanke
executiveThank you for the overview, Mr. Schrumpf, for your audit activities. Are there any questions on this item from the shareholders?
Ludo Mees
executiveNo further questions, Mr. Chairman.
Steve Hanke
executiveOkay. Thank you, Ludo. In that case, let's go to the voting on this item. We have the number of shares cast 16,115,264. Those voting for 16,091,061; those against 250; those withheld 23,953. I confirm that the majority of the votes cast in favor of the proposal were favorable, and the proposal is adopted. The next item is the proposal to resolve upon the final dividend distribution. In line with the revised dividend policy as discussed earlier, the Management Board with the approval of the Supervisory Board proposes to declare a dividend of EUR 0.4 per ordinary share over the financial year 2021 on August 13, 2021, an interim distribution of EUR 0.1 ordinary shares were effected. This will be deducted from the total dividend distribution making the final dividend EUR 0.3 per ordinary share. The final dividend of EUR 0.3 per ordinary share will be made payable on or around May 12, 2022, to shareholders of record on May 10, 2020 (sic) [ May 10, 2022 ]. The ex-dividend date will be May 9, 2020 (sic) [ May 9, 2022 ]. Are there any questions on this item? I don't believe there are.
Ludo Mees
executiveNo questions.
Steve Hanke
executiveSo ladies and gentlemen, we will go to the voting on this agenda item. The total votes cast were 16,115,264. Those for, 15,712,864; those against, 395,865; those withheld 6,535. I confirm that the majority of votes cast in favor of the proposal and the proposal is adopted. The next item on the agenda is the discharge from liability of members of the Management Board in office in 2021 for the 2021 financial year. Are there any questions by shareholders on this item. I don't believe there are.
Ludo Mees
executiveNo questions.
Steve Hanke
executiveThank you. The total number of votes cast, 16,115,264; those for, 15,404,097; those against, 382,245; those withheld, 328,922. I confirm, therefore, that the majority of votes cast is in favor of the proposal, and the proposal is adopted. The next item on the agenda is the discharge of liability of members of the Supervisory Board in office for 2021 for the 2021 financial year. Are there any questions about this particular item? I don't believe there are.
Ludo Mees
executiveNo questions.
Steve Hanke
executiveLet's move to the voting then. The voting results. Total number of votes cast, 16,115,264; those for, 15,402,577; those against, 383,465; those withheld, 329,222. I confirm that the majority of votes cast in favor on this particular item, and the proposal is adopted. Now let me move on to the presentation by the S&A Committee. During the past year, the Supervisory Board has intensified its efforts to review the composition of the Supervisory Board. Under the prevailing rotation schedule, Dr. Donatella Ceccarelli will reach the end of her term immediately after the Annual General Meeting. The Supervisory Board is very pleased that Dr. Ceccarelli is available for another term, which will be 2 years as she has served 8 years by now on the Board, and the Board wishes Dr. Ceccarelli to continue as Chair of the Audit and Risk Management Committee, given her particular expertise on financial risk management matters and her capabilities in that area, in particular, in view of the highly volatile and unpredictable economic environment AMG is facing in parallel with AMG's ambitious growth agenda that is unfolding over the coming years. I would like now to proceed with the proposed reappointment of Dr. Donatella Ceccarelli as also shown on the screen, which you're all viewing. Are there any particular questions about this from shareholders? I don't believe there are.
Ludo Mees
executiveNo questions.
Steve Hanke
executiveLadies and gentlemen, the total number of votes cast for, those for, 14,878,319; those against, 1,232,489; those withheld, 4,456. I confirm that the majority of votes is in favor of the proposal and that the proposal adopted -- is adopted. And of course, I'm delighted to congratulate Dr. Ceccarelli on her reappointment. The next item on the agenda concerns the reappointment of KPMG N.V. as the external auditor of the company for the years 2022 and 2023. I will now hand over to Dr. Ceccarelli, who is Chair of the Audit and Risk Management Committee, a presentation on this item.
Donatella Ceccarelli
executiveThank you, Mr. Chairman. KPMG was first appointed as external auditor in 2016 for the financial years 2016 and 2017. I was reappointed again thereafter for the years 2018 and 2019, as well as the years 2020 and 2021. The Supervisory Board, upon the recommendations of the Audit and Risk Management Committee and the Management Board, has extensively reviewed KPMG's performance. And as a result, has resolved to propose to reappoint KPMG as external auditor of the company. The Audit and Risk Management Committee has confirmed in its recommendation that KPMG's skills, expertise and level of communication with the Management Board and the Supervisory Board in executing its external auditing duties, all have received high marks. And the committee confirms that this recommendation is free from influence by a third party and that no contractual undertaking that would restrict the resolution of the General Meeting of Shareholders.
Steve Hanke
executiveDoes that end your presentation?
Donatella Ceccarelli
executiveIt is.
Steve Hanke
executiveOkay. Thank you very much. We will now respond to the questions that have been submitted prior to the meeting by VEB. Question number 10 should be on the screen, please.
Ludo Mees
executiveYes. Mr. Schrumpf from KPMG will respond it.
Johan Schrumpf
attendeeYes. Question number 10 is what was the specific reason for reinstating the key audit matter regarding revenue recognition on projects? This question is inaccurate in the sense that revenue recognition for projects has been identified as a key audit matter also in our independent auditor's report in 2021, 2020 and 2019. And as such, it has not been restated, it was already there.
Steve Hanke
executiveOkay. Thank you very much, Mr. Schrumpf. Are there any particular questions by shareholders on this?
Ludo Mees
executiveNo questions.
Steve Hanke
executiveOkay. Ladies and gentlemen, let's move to the voting. The total number of votes cast, 16,115,264; those for, 16,094,947; those against, 16,347; those withheld, 3,970. I confirm that the majority of votes, therefore, casts are in favor of this proposal, and the proposal is adopted. I'd like to also congratulate KPMG. He's done an excellent job for us as the external auditor reappointed. The next item on the agenda is the renewal of the authorization for a period of 18 months as of May 5, 2022, to issue shares, grant options to acquire shares and to restrict or exclude preemptive rights for general corporate purposes and/or for the purpose of mergers, acquisitions and/or strategic alliances and/or financial support arrangements. The full text of the proposals is shown on the screen. The authorization provides flexibility among others, in financing the company and enables the issue of ordinary shares and/or grants of rights to subscribe for ordinary shares in respect of share-based compensation plans for employees and/or to act decisively in the case of mergers and acquisition opportunities and/or strategic alliances and/or financial support arrangements. Are there any questions about this item from shareholders?
Ludo Mees
executiveNo questions, Mr. Chairman.
Steve Hanke
executiveOkay. Thank you, Mr. Mees. Total number of shares cast votes, 16,115,264; those for, 15,708,359; those against, 402,123; those withheld, 4,782. I confirm that the majority of votes is cast in favor of this proposal under Item 8A and that the proposal is therefore adopted. The voting results for 8B are as follows. Number of shares cast, 16,115,364; those for, 15,679,618; those against, 430,722; those withheld, 4,924. I confirm that the majority of at least 2/3 of the votes cast in favor of the proposal under Item 8B and has met that threshold and the proposal is therefore adopted. Let me now proceed to the next item on the agenda. The next item on the agenda is the renewal of the authorization to acquire shares in the company's share capital. The full text of this proposal is shown on the screen. This authorization provides the management board with the flexibility necessary to manage net equity or to enter into financial support arrangements involving the company and to respond to any demand for shares in the company's share capital that may arise at any time. This authorization may, for example, be used if shares need to be acquired to hedge the company's share and option schemes. Are there any questions from shareholders on this item?
Ludo Mees
executiveNo questions, Mr. Chairman.
Steve Hanke
executiveOkay. Thank you. The total number of votes received, 16,115,264; those cast for, 16,094,264; those against 1,916; those withheld 19,084. I confirm that the majority of votes cast are in favor of this proposal, and that the proposal is therefore adopted. Can you put that text on the screen, please? Are there any questions from shareholders with regard to the information displayed on the screen?
Ludo Mees
executiveNo questions, Mr. Chairman.
Steve Hanke
executiveOkay. Thank you. As there are no questions, I would like to indicate that we've come to the final item on the agenda. Before I close the meeting, I would like to thank on behalf of the Management Board and Supervisory Board, all employees and staff of the AMG Group for their dedication and performance, not only during 2021, but also during the first few months of 2022. These have been difficult and unpredictable times, resulting from the recent conflict between Ukraine and Russia and the continuing COVID-19 restrictions that affect global business supply chains and traveling. I would also like to thank all of you on behalf of the Management Board and Supervisory Board for your attendance and your contributions to this meeting. Lastly, I would certainly like to thank Vice Chairman, van Hassel, for filling in for me at the start of our annual meeting. With that, I conclude the meeting for 2022.
Ludo Mees
executiveThank you.
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