Lagardere SA (MMB) Earnings Call Transcript & Summary

We're going to wait just a few more minutes because, I mean, because people were still waiting to be let in. So we will wait just a little bit more, and then we will be able to start. Just like in attendance getting when you have people coming, I mean, as a player, you're a little bit embarrassed. What can disturb me? Just 1 or 2 more. Please [indiscernible] then we can start. Let's wait for everyone to be in. Great. Well, first, I would like to welcome you [indiscernible] because, as you may know, this venue belongs to the group and it's managed by [indiscernible] who has been working hard in the past few years, and he's doing better with the Casino de Paris, a wonderful and beautiful venue in Bordeaux and other incredible venues. This is your home than ever because this is your company, but it's also your venue. I would like also to tell you again how delighted we are to have you on site finally after 3 years of general assemblies that were quite peculiar, especially for us. And before I start my presentation, I would like to introduce to you different people like -- whom you may not have met before. Mr. Pierre Leroy. I know you need no introduction. And he is General -- Delegate General Director and also CEO of Hachette Livre. And it's quite significant, as you may have seen from the results, probably know when -- who's right next to him on his right. She's our new General Secretary. You may have seen her face in the previous general assemblies. We also have Sophie Stabile, whom you may have seen online. She is the Financial Director of the group. She will give us a detailed presentation later on. We have Véronique Morali, who has joined the Board meeting as part of the Lagardère proposals, and she is also a member of the Audit Committee as well as the ad hoc Committee, which is really important because it is the committee that presented the evaluation and the feeling of Lagardère regarding the takeover bid for -- with Vivendi. But we will get back to that later on. And on her left, we also have someone who is probably familiar to many. Virginie Banet was proposed to the Board a few years ago. She is in charge of relationships with the investors. And she's also President, and this is why is -- she's the Chair of the Nomination Compensation Committee (sic) [ Appointments, Remunerations Committee ] and CSR, and she will be taking the floor later on. And before I start my presentation, as you may already know, we will legally open this assembly. Pierre Leroy have the floor.

Good morning, ladies and gentlemen. I would like to give you just a few facts which will guide us throughout this event. The general assembly is chaired by Mr. Arnaud Lagardère as CEO. We have 2 [ tellers ], the 2 shareholders that have the highest number of rights and who have accepted. So we have from Vivendi SE with Caroline Le Masne de Chermont. She is in charge of CSR and legal compliance at Vivendi. We also have Lagardère Capital, represented by myself. The CEO and -- President and [ teller ] nominating Mr. (sic) [ Ms. ] Pauline Hauwel as the Chairperson for this general assembly. I would like now to give you the figures for this assembly. 91 million -- over 91 million shares, so 79% of the shares are held by people who are present today. And the 91 million shares are represented in this room. We don't have the exact figures, but at least it is the number of voting shares that we have represented in this room. We can, therefore, validly deliberate since the quorum is required at 20% for the ordinary meeting and 25% for the extraordinary meeting. Mr. Lagardère will begin by giving you a presentation on the situation of the general strategy of the group. Mrs. Sophie Stabile will then take the floor. She's the group's Financial Director of the group, and she will give you a presentation and will comment on the accounts for the past financial year of the group's financial situation. Then you will hear a summary of the different reports that will be presented to you by the statutory auditors with Mazars and Ernst & Young and other firms represented by Mr. Simon Beillevaire, Mr. Romain Maudry and Sébastien Huet, who are here on the first row -- here in the -- so front row of the room rather. You will then receive a presentation of the work of your -- the Board of Directors and its committees by your -- by the two committee chair people. So [ Verig Moen ] and [ Viersni Beny ]. We will then move on to your questions, which we will enter in an exchange Q&A session, which will last about 45 minutes. Finally, we will vote on the 18 resolutions submitted to you, made available at the entrance, as we do each year, as is the case everywhere. We have -- so we have the Notice of Meeting. That's the first document that you have received with a summary of the group's activities and results. You also have part of the statutory auditors' reports as well as the text for the draft resolutions of the -- on which you will be asked to vote shortly with a description of the purpose and reasons behind the resolutions. We also have the universal registration document, which is actually an appendix to the management report included in the Notice of Meeting booklet. So this document is really a snapshot -- comprehensive snapshot of the group in all its aspects, activities, accounts, legal operation, financial operation of the organization, corporate governance and nonfinancial performance declaration. And this document includes all the elements of the annual financial report that listed companies must produce. We do hope that the content and quality of these documents will satisfy the attentive shareholders that you are. And by the way, I would like to seize this opportunity to thank all of the group's employees who have participated in the preparation and drafting of these documents because it is no mean feat to collect all this information. I will now ask Mrs. Pauline Hauwel, secretary of the meeting, to give an inventory of the documents on the desk. And it's a bit laborious, but she will also give a summary -- a presentation of the agenda which appears in the Notice of Meeting, after which Mr. Lagardère will take the floor again for a presentation.

Thank you, Pierre, ladies and gentlemen. First, I would like to confirm that all the documents that must be sent or made available to the shareholders have been sent in the deadlines met -- within the deadline set by the legal provisions rather. Some of the documents have been submitted today and put on the desk for the meeting, including the Articles of Association of the company, the Notice of Meeting published on the 18th of February 2022 in the Bulletin des Annonces Légales Obligatoires, the Notice of Meeting published on the 4th of April 2022, the convening letters sent to the statutory auditors, the reports drawn up by the statutory auditors and the report drawn up by the independent third-party organization on the declaration of nonfinancial performance, the Notice of Meeting brochure, the universal registration document. The meeting is called to deliberate on the agenda published in the Notice of Meeting. The full agenda on -- of the agenda -- the full text of the agenda rather is on Page 28 of the notice of meeting, which you can consult in your voting -- on your voting tablet. You will -- I will give you a summary of the agenda. This meeting is being held in a hybrid format. The agenda includes 16 items falling within the competence at the Ordinary General Meeting and the 2 items falling within the competence of the Extraordinary General Meeting. Firstly, the ordinary items include: the approval of the annual and consolidated accounts for 2021; the allocation of the company's results and distribution of dividend; the approval of the regulated agreement; the ratification of the co-option (sic) [ co-optation ] for Ms. -- René Ricol as a member of the Board of Directors; the approval of the remuneration element (sic) [ amount ] paid or allocated to the executive directors for the financial year 2021; the approval of the remuneration policy for the Chairman and Chief Executive Officer and Deputy Chief Executive Officer for 2022; the approval of the remuneration policy and the overall annually -- annual remuneration of the Board of Directors; the authorization to be given to the Board to trade to (sic) [ in ] the company's shares; and finally, the power for formality. I would like to thank Mr. [ Jérome Longley ] also because he managed this venue and all the other venues. We also have Constance Benqué, who's in charge of the Lagardère media, including our radio outlets, [ Press ] JDD, Paris Match and ELLE International, so licenses for all the ELLE magazines. We have Pierre Leroy, who's with Fabrice Bakhouche for Publishing their customers and who's charge of Travel Retail, who's probably in the same position as Mr. [ Longley ]. He's been suffering these last few years or he is waiting for us to be able to open up the window to show the potential of this company. And we will see it later on, but the potential is here. We also have employee representatives, all the members of the Board of Directors. And I should have started with him, but we also have Arnaud de Puyfontaine, my friend who is here, Arnaud de Puyfontaine. A quick presentation in 4 parts, and I will conclude with the Vivendi takeover bid. And the highlights of 2021, there are several highlights. First, the group has changed status. I have mentioned it during this assembly. But in 2017/2018, I said that if we could find peace in the shareholding situation, we could consider a change in status. And we are now a different company, and we will get back to that later on. We also had the takeover bid with Vivendi, which was a highlight striking event for the future of the group. And we also have - -had -- of course, we're not the only group to have had a great performance in 2021, but we had a lot of headwind, but we also had back wind, and it was very good for some sectors, including Publishing for 2021. Very good results. I won't detail everything because Sophie will give you more details on this, but the result which is back in a positive trend. And also free cash flow here, which is substantial, much higher than in 2019. And this has allowed us with the Board of Directors' agreement and you, your vote because you will vote on this, too, for a dividend of EUR 0.50 per share. And we owe this to different elements but also to other branches. And I wanted to show you the evolution of the result because this is the indicator that we have been following up on forever. And we wanted to go back a little bit more because if we look at our past history, 2021 is extraordinary, so record year. But when you look at the margin, you -- because the margin is -- has skyrocketed. Now, of course, I need to celebrate to thank -- congratulate all the men and women of this company, the new management as well, because it has allowed us to unlock and unleash a lot of potential. But of course, the market as well because, we need to be honest, the publishing market has been buoyant during the down period. And I hope that Pierre Leroy and Fabrice can confirm that I think that the new readers that we have been able to acquire during COVID who did not only watch Netflix during that period, I think that these new readers that we have acquired will keep reading even if we do see anyway a small decline in this -- in the figures and more inference than elsewhere actually. This figure here is related to the Twilight trilogy, which started around that year and which has boomed for Publishing. But of course, because there was -- there were movies -- four movies on The Twilight Saga which led us to incredible profitability, but you could see that we were around 9% and 11%. And here, we have made a huge leap forward. It's incredible. And we need to continue. And I will get back to that later on, but 2022 is not looking as favorable as 2021, but we do believe that the results will still be very positive. I just wanted to give this information to thank the Publishing teams. Now one quick comment because during these past 2 years, I did not express myself much, first because I was not necessarily allowed to, and then I let the jealous people and the bitter people take the floor and then I let the journalists sometimes spit their venom. But I would like to go back on one thing that we heard here and there that the media has talked about and that the activists also said. They said that the empire was shrinking. That is true, but this is done on purpose because around the -- yes, 2000, we were a conglomerate, not as General Electric. So remember, it was our model. It was technology. It was banking and media. We had banking as well. But we decided to restructure because conglomerates were not fashionable were not trendy anymore. And now General Electric has about 3 to 4 large operational units that are all almost leaders in the world. And we already knew at that time, at the beginning of the years -- of the year 2000, we could not continue to develop all these activities that you see here because we didn't have the financial resources and we knew that we needed to focus on different sectors. The creation of [ ADS ] was already an anticipation of our exit from technologies because we were selling the control that we shared with the French and German government to exit [ ADS ]. It was something that was planned. Of course, it's a shame that Jean-Luc Lagardère is not here today to say this, but he would have said the exact same thing. And at that time, we knew we needed to focus on different items. And in 2004, 2005, we decided to focus on Publishing. It was not obvious because at the time, remember, just like music, and Vivante showed the contrary, but people were saying that publishing and music were done. I think that it's quite the contrary. It's a sector of the future. Travel Retail was also a challenge because the operational unit of Dag, Jean-Louis Nachury at the time, was mainly about press distribution and Travel Retail. It was tiny. So we really came from nothing, from scratch. But because we have know-how, but we've really started from a very low level and we have this set press and radio that a lot of people are coveting and we believe that this is a sintering of one mapped JDD, we want to keep these brands. And we will. By the way, [indiscernible] has entered the group in 1994, at the time when we only had high-technology activities and no media. So this asset is slightly different within the group. So this is what the group looks like, more focused but much stronger. And we have the means and resources, and I will get back to that later on, thanks to Vivendi to develop. We have the means to develop and to make sure that Travel Retail and Publishing, which are already global leaders in the world, we want to be second and maybe leaders in the near future, even if we know that the leaders in these two branches are huge -- became huge players. And to quote a punchline in [ Buzzword ], we still have Publishing. That is our driving force with great growth these past few years. We're very robust, present in many countries. We have, of course, a lot of books in French, in Spanish and in English. We have another driving force even if it was not so powerful these past few years, Travel retail. And I have a few slides later on to show you that even if we've had a few difficult years lately, it is a very promising sector. The media with Constance Benqué and [ Jérôme Longley ], we have venues as well, the licenses, radio outlets, TV outlets. You may know because you -- I'm sure you listen to -- you probably listen to the media and you read the news. Europe is in a dire situation. We want Europe to get better. It will take the time it needs. But we are working on it. Constance is working on it. It's not easy especially because no one is helping us. It's obvious. But we don't know who will be the winning media outlet -- radio outlet in the future. But we are convinced that it will be us. Now Sophie will get back to what you see here on this slide, but we can see that for the revenue and the turnover, we're doing extremely well. Now some competitors are doing almost as well, but then we have the result. This is incredible. This is not only thanks to the market, it's also because we've been working on our costs. We've been trying to rationalize our expenditures. We've been focusing on what works best. And here, free cash flow. I was talking about free cash flow -- the record free cash flow of the group. It's not only, but mainly, it comes mainly from Publishing because over EUR 240 million up compared to the previous year. Let me continue. Here you have figures that are really high for this industry. I don't think that we've ever had figures that high and results that high, but this is across all segments, all the business lines where we are present. We do have comics and mangas that are doing well. I'm not sure we have a lot of manga readers in the room. I do read them not because I have to but because I'm actually intellectually curious about mangas. And it works really well. Our comics friends, which is something that is very French, very -- or -- we have a lot of Belgian authors, so this is doing really good. Comics are doing well. And this is something that I would like to note. This is quite interesting because at the beginning, when I -- the -- friends from Vivendi, I apologize. I'm the one speaking on your behalf. But a lot of people said, well, we don't see what's the synergy between Publishing, TV outlets, et cetera. They're just saying it's, come on, just synergies, but it's not. It doesn't make sense. But we defended that strategy. But we didn't have the power. We didn't have the potential of Vivendi. But we knew that there were synergies because we know that TV outlets need scripts, need authors, and we have seen it with the example of Lupin, but others, The Witcher in England, a show that was very, very successful. And we were the ones who published the book in the U.K. It was very, very helpful as well. And we had a lot of -- so for the revenue but also for the results because this is backness. Lupin was, of course, written a long time ago, but we benefit from it. So the relationship and the synergy is something that does exist. It's a strategy that we are implementing on a daily basis that we want to continue to work on. This is not just something random. The union between Editis and Hachette Livre will happen. We need to carry it out. But right now, it's slightly difficult and we can't really do it right now. So this is what I wanted to say for Publishing. This is what we have in our wish list. This is what we want to do for the coming years. Now I won't detail everything. I won't comment on everything. But hey, you have small markets -- related markets that will be the future of Publishing. Of course, the future is not only about e-books or hard copies, it's also about board games, video games. It's a lot of different and educational video games that make Publishing more and more robust. And in the coming weeks, coming months and coming years, there will be debates probably on the content -- on this concentration. I've had this debate. And I know our friends from Vivendi have had to explain themselves in front of the Senate, but we shouldn't be mistaken. We should not confuse the enemy. The enemy is not the French competitor. They are our competitors -- they are competitors, but the enemy is elsewhere. The enemy is actually large American groups or sometimes our customers, which is Amazon. So it's difficult sometimes to, well, to fight a customer. But they're more than just a customer, they're also an enemy. And against an enemy, we need to be there. We need to be forceful. We need to have the right results, the market shares in France and abroad. And this is our duty as a company through Hachette, and Vivendi has the same with Editis. We have ambitions that go beyond the French ambitions that we have. We have European and global ambitions. Of course, this does not question the freedom of expression and freedom of writing whatever they want for our authors. But these are just slogans to -- that I'm saying to avoid making an operation which wouldn't be a good operation. It will be a good operation for friends, for authors and for the global market. We have two flagship groups, Vivendi and ourselves, that are fighting for this. Now continuing on Publishing before I move on to Travel Retail. We see the evolution of the market. We still have a lot to do. Fabrice and Pierre are aware of this. Even if we've been able to do a lot of work, we need to continue to work on our costs. We need to attract more and more authors, incredible authors, and translate some foreign books and foreign authors, distribution and publishing -- and distribution -- distributing foreign publishers. We need to improve our distribution tools. So we have good results, but we need to work even harder to maintain those results. And let me tell you that our Publishing teams are working really hard behind the scenes, and I'm sure that Pierre Leroy would be happy to answer any question you may have. Travel Retail. Travel Retail did contribute to the 2021 results. They have improved drastically the very tough results from 2020. Now let's take a look at the turnover, plus 33%. It's quite important, quite significant. Now the result, -- we were missing just a little bit to be -- to have a positive result. We also have an internal plan that our Travel Retail teams are working on which is called LEaP, and Sophie Stabile is in charge of it. And the goal is to make savings for about EUR 100 million. It's not easy. This is -- EUR 100 million is not easy to find. So it's a very long work that was started a few years ago. And this is the conclusion. This is a good news here. Despite the situation in which -- in 2020 when it was still bad with tourism, we still have positive cash flow, which is outstanding. This is why I'm saying that Travel Retail has contributed with a EUR 480 million swing, if I may say. So it's incredible. What are we expecting from the future? Now it's hard to say. We have outlooks and you have events. I mean we see the news that it's not looking great with the Ukrainian situation, Russian situation. Now it will just create this very negative feeling, especially for -- in the tourism sector. And on the -- in red, you have domestic flights. And in gray, you have international flights. And you can already see that in 2022, we will reach almost -- we will have caught up with 2019. This is only for domestic flights. This is thanks to China but also -- and -- above all because, as you may have seen, China is struggling a little bit because they have zero COVID policies by which every time they have one case, they just go and lock down. And the U.S. You're -- you probably know that country. There are a lot of issues with the U.S. But they are -- they have this capacity in the U.S. to pick up, to stand back up. And domestic flights have recovered very quickly, and this has been very beneficial for us because we're very present in the U.S. So here, we have traffic -- air traffic back to the levels of 2019 almost. And we will catch up in 2023 and full year 2024 hopefully. And let's cross fingers for the future. Here -- you have the same table here showing you that we're getting back to the 2019 -- end of 2019 figures. Around -- we're 1% away from 2023, and full year 2024 we will catch up with the figures in 2019. Now of course, these are our outlooks, but we need to work with these because we need to be able to anticipate, we need to be able to react when the recovery happens. But we are following up on this trend because we think that it's quite accurate. This one's a bit about all of the driving force that we have with Dag. We have different growth [ engine ] that are going to come into play, especially with the Aéroports de Paris, which has now gone to a bidding process, if I may so. We are -- have been a partner of ADP for 20 years, but -- therefore, we have got to know each other. We have cohabited and we hope that we're going to be able to continue to do so. We're going to do everything in our power to allow this to happen. We are a French company. Yes, we have a global aspect, but we are a French company. Aéroports de Paris is a Paris-based company. Therefore, we think it would make sense for us to work together. We're going in very confident. However, we are very demanding with regards to what we expect from ourselves, and we want to ensure that the bid that we put forward is better than our competitors', which -- but we don't yet know who is going to come up against us. But this will be clearer in the upcoming days and weeks. And then the digital aspect. What is the weakness of a company such as our own is that we don't always know what the trajectory of the tourists will be. Therefore, when you -- when you're going to book your holidays, you're not going to call -- holler and say, I'm going to want to buy bottle of water at this shop at this time at this airport. Therefore, what we're doing structurally -- from a structural point of view is quite difficult. However, we are making digital investments, and we are looking to forge alliances with partners who will be able to help us in this endeavor. Let me move to our other activities now. We have good revenue. A little bit -- there wasn't that much of an impact from COVID. A lot of investments. As you can see, this made the difference in 2020, especially with publicity because it was very difficult, as you say. And then the first thing that you get rid of in times such as crises is marketing and publicity, which is what you can see here. We can see a little bit of this here. And then mechanically speaking, we can also see this on the screen, the biggest -- EUR 21 million, EUR 34 million. They're not huge because we can compare this with former figures that we had. But it doesn't mean that we're not looking to improve them. This is -- I mentioned this earlier. This is due to [ Eurobond ]. But I think that we are really confident -- relatively confident with our other activities. So there you go. This is our road map. For Publishing now. Maybe we will have acquisitions, important acquisitions that will need to be made. We also think that there will be opportunities. I will come back to what I mentioned with [indiscernible]. We would be a lot more comfortable without [indiscernible], it goes without saying. There are other opportunities that maybe could go over the EUR 1 billion mark with investment that could be done. And we would have to maybe make different current investments. And I can tell you that our internal teams are excited by this idea. Why? Because we don't want just to sit on our laurels. We want to go one step further. We want to increase our market share for Publishing. And it is feasible for Travel Retail now. As you know, we're waiting. We have quite a few, call it, tender. I spoke earlier about ADP, but it is not the only one. We have other ones in France. And we are grappling with the market and we are going out for a combative -- with a combative spirit. And this is going to pay off, I think. And you who are here as shareholders, you -- the figures speak for themselves, and I'm sure that you've been following the stock market. The upside, as you know, what are the opportunities that we can have for the group is for our stock and perhaps if we look at how we restructured Travel Retail. We haven't yet come out at the other side. We haven't -- this hasn't yet been integrated into the stock market. But please be patient. We are patient. We know that things will turn on -- will go the right way. The wind would turn. But we also are very looking forward to setting sail. We have a lot of work that will take time. And this time, we're not going to be making the same mistakes as before. So each time that there is a concept or a format that's not working, we stop what we're tendering on the head. Now I think that we need to be just a lot more patient. I think that rather than want to see results straight away, what we should do is roll out these new strategies and give them the time and the resources for them to flip by themselves, and this is what we'll begin with -- all about. I also had the opportunity -- and I spoke to the Senate about this. I want you to keep this in mind because you -- I want you to be proud of the different assets that we have. Let's not forget that when France Inter came -- and I'm not saying that France Inter doesn't have great teams because they do. But let's not forget that they have been on the national [ trajectory ]. They have 660 emitters (sic) [ transmitter ] and Europe 1 only has half of these, which explains why they don't have as many listeners as [indiscernible], for example. So 2 different radio stations, 2 different capacities and 2 different listening bases. But this is not accepted anymore. We've decided that we... [Audio Gap] contribute. Travel Retail as well. We have News as well, and everyone is going to try and help and put in their efforts, especially those you have in front of you. We have been able to reduce central costs and overheads. We're going to be -- to continue with this. We've got about EUR 35 million, which is half of the costs that we had with -- and from this point, we are going to continue to decrease them, maybe not indefinitely because obviously, there are costs that we simply cannot get rid of. However, if we want to reduce the EUR 35 million without having a negative impact on the group or the group's growth, we will need to maybe restructure the corporate side of things. But this is not on the agenda just yet. We are looking at primary suitors. We are cruising. The trajectory that we have is very satisfactory. And I would also, once again, like to take the opportunity to thank all of the different teams, your team and -- for their tenacity. And let me now move on to our corporate social responsibility strategy. This is not a punishment. This is essential. We need this. Why? Because not only is this important with regards to the environment, it is one of the 4 axis that we're placing -- that we've given priority to but also men and women that could attract talent. We have youth, and they're completely right in doing so, but when we have young graduates that are looking to penetrate the market, the work market, the [ need ] market, they're looking at what are the CSR protocols in place, what is gender parity like, what are the salaries like, what are the environmental commitments like. You can see the four different work streams. They're the same for any company, and this is what we're going to be looking at in particular. I'm not going to comment on this because I know that Virginie Banet will probably do it more specifically during her presentation. But what I would like to show you is this. Let's have a look at how -- let's look at the spread of CO2 emissions within the group. They're mostly coming -- this isn't inquisition because I know that you also have an ambition for 2023 to zero carbon, zero carbon 2023. But obviously, 59%. Publishing, a little bit. This is from paper manufacturing. But once again, and a quick digression here, I was quite taken aback to see a study recently talking about emissions, and the equivalent of 1 book is equal to 200 e-books. Therefore, if just basic math, 1 e-book consumes 200x more than 1 paper book because we've got the cloud, because we've got service. Because we've got all of this digital aspect, it is actually highly consuming level polluting, therefore saying that you want to be more [ digital ] friendly or eco-friendly by looking at e-books is not actually the case. Next, we are going to work on Travel Retail. And by 2023 and the full year of 2024, we will be on track. And then I expect we are going to be even better than this. We've also got the plastic side of things. That is reduced, which is wonderful. And then here, food waste that, as you know, maybe you don't know, actually, that Travel Retail feeds because we also have foods and services. We don't just provide services. And when we have food waste, we try and recycle some of this food. We give them. We look at food banks, we look at charities. And this is all part of our corporate social responsibility strategy and things that we must do. We have been able to win the different bids. I'm not going to come -- go into the details of this, but for this societal point of view, it's very important. We've done a lot of -- we've made a lot of progress in gender parity. We have a Board that will be laid out for us by Pierre later on that is wonderful. We have actually got more women than men. We have a Managing Board at slightly lower, 44% of women compared to 56% of men. And same with our operating units. We have been working very hard. Publishing was something that was very traditionally gendered. Travel Retail as well. Travel Retail -- once again, I'm not calling you machos, but you got a little bit macho. But we've been able to find a solution to this. And we're seeing that this is less and less the case. But we're on the right track. We're doing well. And sometimes, we've even better than well, which for you is a learning that is very important. And let me finish now on something that -- let's talk about Vivendi, and I'm going to comment there. We've got the letter and we've got the price. Pauline now -- will be talking to you about that. That's because it's quite complicated. And with regards to what Vivendi has put forward, it is very protectionist that they're looking after the Lagardère shareholders. And therefore, it was very well put together. I'm going to -- and I will be finished on this for my part of the presentation. I will talk about mindset here and, in particular, what we speak about being small carriers of loyalty towards Lagardère because you are, and just as we are as well and Pierre Leroy, we are here to protect and we are also here to help and protect the legacy that Jean-Luc Lagardère leaves us. Therefore, we need to ensure that we're on the right track, and we need to feel comfortable in our own skin. And every quickly, I imagine that you know the story that the founder of this operation was -- so in March 2020, so this is when this idea came to be -- I believe it was one of the first lockdowns. I think the lockdown was on the 7th of March, if I remember well. [ Franco ] was made. You may have seen it's nothing, but actually, I was part of this, and I was with Vincent Bolloré himself and I asked him to help us out. I said that we needed help in the next general meeting that was meant to take place in March. And you know that there were -- we were fighting against Amber Capital. And if I hadn't had asked for this help, Vivendi would not be a shareholder. All this because I want to comfort you in a friendly -- it's authentic, it's genuine with regards to Vivendi working with us. And from this point, I'll let things go just as I should have. You understand I couldn't take a step -- I couldn't be paused because I had to take a step back. Why? Because according to French legislation, the synergy growing about 30% of capital, you have to have a "[indiscernible]," which is what we're doing now. Therefore, the distribution of Vivendi shares meant that we, myself and Vivendi, have to look at this together. Vivendi had the means to do so. There were no difficulties here. But for me, it was a little bit more difficult because I didn't have the financial means. And that's why I took a step back. This was a little bit ambiguous. And all of this was -- and people started to think that it wasn't amicable. But it is. It's completely amicable. [indiscernible], his children, [ Monique ] and [ Serena ] and the management of Vivendi with Arnaud de Puyfontaine and other people that are not here today, but I see them often, I'm not going to be seeing them very often, but all of these people were part of the takeover bid, and they honor the memory of Jean-Luc Lagardère. It was not a hostile takeover. It was an amicable takeover. And if I can talk about our circle of friends, Amber Capital. If we had gone down that path, I think that we'd all be screaming and shouting today. And this wouldn't have been in our best social interests because we wouldn't have been able to develop ourselves like we have. I am extremely grateful towards Vivendi, and I want you to understand this now regardless of any of the comments you may hear in the future. What will this allow us to do? Because it's an amicable takeover bid, I'm not going to come back to this. We know it's amicable. They're going to help us. Vivendi has committed to us, I believe. And this is why I'm going to remain a shareholder of the group with my 11%. If I can increase to 15%, I will. I quite like the 15%. It's a very round figure. I believe in Vivendi as well. I truly believe and they believe as well that we will be able to develop the group. We haven't ever been in such a good position from an activity and financial power point of view than we are now with Vivendi and financial influence. It would be such a shame to miss the vote. This is a unique opportunity that is presented in such a vote. Then we have a group that is a global group. We have a European culture. And I would also say that we have a French culture. Let's not forget this. We are a French group, and we have a whole plethora of opportunities at our fingertips: different acquisitions, different measures. And then it's simple. This is why I think that, once again véronique will go into details during her presentation, we created an ad hoc Committee that expressed their opinion -- they emitted an opinion with regards to the takeover bid. I'm going to finish my presentation on -- with -- talking about Hachette and Editis, bringing together these two entities, which is a wonderful opportunity for the group. Once again, we're not going to be treading on anyone's toes. We're not going to annihilate French creation. These comments are exactly the same as those -- as I read -- we read in 2003 and 2004. These people like step records. These same people who are making these comments in 2003, 2004 a couple of months later completely changed what they said. No, this is not what I meant. We think that this would be very good. We'd like to buy a couple of your assets. It is a game. It's a game of cat and mouse. It's not always simple or easy, but we are progressing. And it is with Vivendi that we're going to be able to just say we're not going to be negotiating or discussing anything. Vivendi will be doing this for us and for them as well. And I believe that they're acting in the best interest not only of Vivendi but also for Lagardère. I have no doubts about it. I can see just how much Lagardère is important to them. Therefore, there are no discussions. We don't need to be anxious. And we are also here to protect our social interests, of our employees for Hachette Livre. Hachette Livre will not be affected. We -- we're talking about decisions taken in Brussels all for -- by Vivendi. Vivendi and ourselves, we are committed to you and to your grades. What I wanted to say in nutshell is that prior to giving the floor to Sophie Stabile, who will go into further details, and we'll come back for any questions that we have. And if you have anything -- if anything wasn't clear enough, please don't hesitate to come up to me. Sophie, to you.

Thank you very much. Good morning to all of you, dear shareholders. I'm pleased to present the results of your group in 2021. To begin, let's talk about the key figures for the past year, then I would detail the performance by activity. And finally, I will be presenting the group's results and financing element. In 2021, as Arnaud mentioned, Lagardère delivered a robust performance in a market environment that remained, as you know and as we all know, that was very disrupted. The pandemic had a very different impact on our two main business segments. For Lagardère Publishing, 2021 was a record year with growth, profitability and free cash flow reaching historic levels. Conversely, for Lagardère Travel Retail, the environment remained affected by the considerable slowdown in air traffic. In this context, we were particularly vigilant in terms of our cost discipline, our operational excellence and our agility. Arnaud mentioned that on a corporate level, we were able to reduce our costs considerably, and this -- by EUR 16 million, and this is in line with targets set at the end of the year. From a financial perspective now, we were able to reduce our net debt by EUR 198 million over the course of the year, putting us in a very strong financial position today. Let me now take a closer look at our activities, and starting with Lagardère Publishing. This year, in 2021, Lagardère Publishing achieved exceptional like-for-like growth of 8.1%. And when I'm talking about like-for-like growth, I'm obviously excluding the effects of changes in group structure and also the exchange rate, disposals and acquisitions. Performance was driven mainly by a buoyant publishing market within the pandemic. And in particular, there were two segments that were growth drivers, this being the illustrated and general literature. For illustrated, we had the 39th comic book and Asterix and the Griffin. And we also had, for general literature, two authors, but there were lots of others. We've got Musso and we also had J.K. Rowling for -- aboard. All geographical areas experienced growth in 2021 and significantly so. However, we had the strongest growth in France, plus 14%, and this thanks to the boom in the comics and manga markets, which were, as you know, fueled by the culture parts that allowed for different individuals to have access to books during the pandemic. Sales in the United Kingdom and the United States also increased, and this by 3% and 4%, respectively. And overall performance was driven by all different distribution channels both in physical shops but also online. Let's now look at the profitability of Publishing. Lagardère Publishing's profitability reached an all-time high, Arnaud mentioned this, of EUR 351 million, and this after a combination of different factors. To begin with, we have business growth in all segments and all regions. We had a favorable sales mix driven by a high list -- level of backlisting such as -- as in Lupin or Bridgerton, which, once again, were boosted by the fact that these two books were adapted on Netflix. In addition, profitability benefited from all the different efforts to reduce marketing, travel and overhead costs, and this was -- these were efforts that were deployed by all of our different teams. And there was also the limited effect of the paper price increase in 2021. Let's now maybe look at Lagardère Travel Retail. for Lagardère Travel Retail, 2021 was a year of gradual recovery with grief -- growth rather in group sales outstripping that of air traffic. If you think of like-for-like, we had growth of 34.3%, and air traffic wasn't the same. However, sales for 2021 were still down compared with 2019, and this by 46%, this penalized by the level of air traffic, which remains at very low levels, down 59% compared to 2019. That said, for this business line, Lagardère Travel Retail, was able to benefit from improved domestic air traffic in the United States and in China. And in 2021, your group continued its strong development in China, in particular the fact that it is the first industry leader of this sector to launch operations in the duty-free resort in Hainan. Hainan is a favorite destination for Chinese holidaymaker. If we're to look at Europe now. Traffic picked up in the summer but plateaued later in the year, and this due to the different COVID variants that cropped up. Revenue for Europe, excluding France, remains down 50% compared to 2019. Let's move to our cost structure. Lagardère Travel Retail continued over the different years and were able to improve efficiency in 2021. Low flow through, which is the primary indicator that we've been following over the course of last few years, was at 11.8% and reached an excellent level, especially if you'll compare this with our competitors'. But what is flow through? It means that for each euro of reduced turnover, operational teams were able to save EUR.089 of costs, which means at least EUR 0.89 were able to be variabalized. I'd like to thank the different teams that have had a wonderful performance in order to achieve this flow through. And to achieve this performance, we concentrated our efforts on renegotiating concession contracts, adapting the opening of sales outlets to keep pace with changes in air traffic and, obviously, cost control. All of these efforts have enabled Travel Retail to achieve total cost savings of EUR 1.7 billion, exceptional performance come -- by the team. If we think about the recurring EBIT for 2021, it was EUR 81 million, which is an improvement of EUR 272 million compared to 2020. We are, therefore, well on our way to continuing our recovery. And finally, as Arnaud mentioned, the LEaP plan, which is our performance improvement plan that was presented last year, is also on track. And I would like to remind you that we are looking to achieve EUR 100 million in additional operating profit compared to 2019 for the same level of turnover. Let's look at the other activities of the group. We have EUR 242 million, up 6.9% on a like-for-like basis. We have presales that grew by 2.9% driven by above-market [ advertising reports ] both by Match and Journal de Dimanche. [indiscernible] slightly, and this due to a decline in audience, particularly as a result of the development of working from home. We also note the good performance of ELLE licenses, up 19%. I'd say we were able to benefit from the easing of restriction. We also have international advertising operations and revenue diversification. Overall, recurring EBIT before associates with minus EUR 21 million, up EUR 26 million compared to 2020. Lastly, we've got the corporate costs, which have been considerably reduced by -- they have been down by EUR 25 million compared to 2019, reaching EUR 45 million at the end of 2021. Let's now move to the group's main figures. As you can see, recurring EBIT has improved significantly. In 2021, it will amount to EUR 249 million and this time due to different efforts that we've made across all of our businesses. Earnings before interest and tax also improved, thanks to three main factors. As we can see, we have a return to breakeven of the companies accounted for by the equity model, and this is both for Travel Retail and Lagardère Publishing; the reduction of impairment losses in Travel Retail concessions; and also capital gains on asset disposals for Lagardère Publishing. All this means that we can now report adjusted net income of EUR 62 million compared with a loss of EUR 330 million in 2020. Let's now turn to the group cash flows. We've got cash flow for the period that's positive EUR 456 million. There were three elements: we've got a high level of operating cash flow; we have a strong financial discipline of the group, marked by control of investments; and we also have a strong decrease in working capital. If I think about investments, we have EUR 269 million in financial investments, and they mainly concern the acquisition of Workman Publishing. This is an American publishing group, mainly publishing books for young people as well as practical books. And this acquisition enables your group to consolidate its position in the United States. If I think about disposals, EUR 89 million in 2021, including the disposal of Lagardère Sports and other activities, the sale of holdings in Gulli and Glénat at Lagardère Publishing. What about the group's financial situation now? Your group's liquidity is strong and in 2021 amounts to EUR 2 billion, of which there are 2 elements, the first being EUR 937 million in cash and EUR 1.1 million in fully undrawn credit lines across the group. In line with our agile and prudent financial strategy, the group has issued a new tranche of bonds for EUR 500 million maturing in 2027, which has allowed us to reimburse our state-provided loan of EUR 465 million at the end of 2021. And I'm also delighted to announce that we have successfully renegotiated the extension of our syndicated credit line from March 2023 to April 2024 with a possibility to extend to 2026, which will allow us to lengthen the maturity of our debt. And to conclude, the remarkable level of cash flow allowed us to increase our financial leeway. As you can see from the graph to the left of the slide, net debt is down to EUR 1.5 billion, and this will allow your Board of Directors to propose a dividend of EUR 0.50 per share to this general meeting. Please be assured that we are fully focused on the financial management of your group and that we are continuing all of our efforts that we have undertaken this year. Thank you very much for listening.

Thank you, Sophie, and thank you for your applause. Following the results and the financial situation, we will give the floor to those who are in charge of looking at the accounts. I will now give the floor to Mr. Sébastien Huet representing the statutory auditors Ernst & Young and Mazars. They will talk about the five reports that they have had to draft during this year.

Dear shareholders, on behalf of the statutory auditors, Ernst & Young and Mazars, I would like to report on our work and recap the different items in the reports drafted for this assembly. The reports have been made available to shareholders and, accordingly, with the law. You have the list of the reports and you have all the texts in the set of documents that was handed to you. We intervened in all entities of the group abroad and in France. The controls that we have carried out took into account the specificities of your group in terms of activities, organization and internal audit. The work that we have carried out led to a synthesis that was presented to the Board of Members and Audit Committee as part of the annual results of Lagardère SA. The audit's key findings as regarding the debt related to the participation given the high amounts in the P&L and results of the group and the decisions made by management. According to our diligence -- due diligence, we can approve the accounts without reserve. With regards to the annual results, we have looked at intangible assets and we have taken into account management's decisions and the uncertainties used in the different hypotheses. We have also looked at the Lagardère Publishing turnover given the importance of returns, the assessed amounts and the different estimates used in the calculations. We also took a look at the lease situation given the COVID context. In our report, we have 1 technical observation on the consequences of the application of the second amendment of IFRS 16 standard related to lower leases -- lower lease prices in relation with COVID-19. In our report, the conclusion is that we approved the consolidated results of the group. As for regulated agreements report, we talked about a new regulation with our team, agreement between Lagardère SA and Vivendi SE. This agreement is the legal framework allowing both companies to exchange the necessary information in order to create the different regulatory notices as part of -- and the foreign investment as part of the takeover bid initiated by Vivendi. Our report also includes the 2 previous conventions approved by your assembly as part of transaction protocols with Amber Capital LLP and Amber Capital LGA Italy as well as the assistance convention with Lagardère management. We've also drafted the different reports. According to the law, however, that's to free share system offered to management of the group as outlined in Resolution 17 and 18. These -- according to our report, we don't have any specific conclusion to make. Ladies and gentlemen, thank you for your attention.

Thank you very much. Thank you for being so meticulous as always. As we have been doing for the past few years, I will now present to you the work carried out by the Board members -- the Board of Directors, rather. And I will talk about the Board itself. And then Mrs. Morali and Banet will talk about the committees' activities, the ones that they're heading, and they will give you the detail of the work carried out by these committees. Since June 2021, the company has changed its governance. We now have a Board of Directors and 2 permanent committees, the Audit Committee and the Compensation, Nomination CSR Committee, headed -- managed by Ms. Morali and Mrs. Banet. The Board of Directors was created in June 2021. Arnaud Lagardere was nominated as CEO, and I was nominated Deputy Secretary General. By the way, I should have said it, but this is the first general assembly that we hold in this particular governance system. The Board of Directors has created also an ad hoc Committee, so an exceptional committee which will last until it is done with its mission, following -- so it was created following the announcement of the takeover bid. This committee is managed by Mrs. Morali. There are 12 members, 2 administrators representing the employees. They are here in the front row on the left-hand side and 1 center who has a counseling role. 66% of the members are independent, 55% are women. So we are in line with the asset media regulation -- recommendations, rather. These rates are actually significantly higher from the ones that we see in the SBF 120. Our committee has a wide range of competencies, financial skills, CSR skills, and we have also heads of companies. And we have different business that are presented, thanks to our respective experiences. So we know competitive environments. We know what -- we can easily interpret forecasts for the future. Throughout the first quarter of 2022 and the last quarter of 2021, the Board has had a lot of activity. The committee has met 8 times. We had about 97% percent of attendance, and I think it's a very good rate. Now when it comes to the activity and the finance of the group, the Board of Directors has reviewed the 2020-2024 strategic plan, approved the budget 2021-2024. Well, we have approved the 2021 accounts. We have approved the financial reports as well as the universal registering document, which you have available. We have also decided on debt. And in terms of CSR, the Board of Directors has also nominated the members of the committee. It has selected a new statutory auditor in order to replace Ernst & Young in 2023. The Board of Directors has also allocated free shares and performance-based shares. It has also approved the 2022 compensation and remuneration policy that will be submitted to approval for today. It has also approved the CSR road map and it has also included the replacement for Mr. Oughourlian as part of the Board of Directors, but this will also be submitted to your approval later on. As part of the takeover bid initiated by Vivendi, the Board has approved the Clean Team Agreement necessary for the agreement as part of the process in light of the EU policy. And we have also nominated an independent consulting firm, and we have expressed a favorable opinion to the offer, takeover bid published in March 2021. I will now give the floor to Mrs. Banet and Mrs. Morali to give more detail on the different works of the committees.

Ladies and gentlemen, I will talk about the work of the ad hoc Committee, which I chair. For the Audit Committee, as you will see in a second, it's almost optimal because we have 100% women. But I would say that it's a pioneer representativity, and I think it represents really well the CSR efforts that we have been putting into place. And so here, you have the Audit Committee. You have myself, Virginie Banet, who's also the Head of the Remuneration Committee. We have Valérie Bernis and Fatima Fikree. This committee represents an independent rate of 75%. We met 5 times since June 2021. And which was when the committee was created, so at the same time as the new governance of the Board, as described by Mr. Leroy. 100% attendance, again, this is something that I would like to congratulate ourselves. I am an independent chairperson, I hope so at least, and the experts that we have, so the members of the committee represent a financial expertise and a proven track record. So I would like to thank all the different stakeholders the Audit Committee has been working with as part of its mission, I would like to thank the financial department with Sophie, but also the internal audit accounting department, risk compliance, internal audit, legal departments and the department that is in charge of the relationship with the investors and the statutory auditors because everyone helps us and as part of our mission -- traditional missions as Audit Committee. During its work, the Audit Committee has analyzed the annual and quarterly accounts in 2021. The review of the budget plan for 2022-2024 and the financial reports published during 2021. Everything is, of course, quite traditional, but I have to remind you of it. The committee has also reviewed the financial information system. The treasury and cash flow system, we have been exemplary. We have also looked at risk mapping the self-assessment campaign results for internal audit compliance and general audit, legal litigations. And it sounds a bit boring, but let me tell you that this is essential for the group to function. We have also looked at the remuneration of the statutory auditor. And as Pierre said, we have recommended the replacement of Ernst & Young at the end of that term. At the end of each meeting, the committee has been following up on the different KPIs, thanks to Sophie Stabile, including costs and free cash flow, which are in performance indicators that are extremely under scrutiny. And that allow for the very good performance of the group, as you may have observed. With regards to the ad hoc Committee now, as Pierre Leroy said it, it was a committee that was created for a temporary period, since December 17, 2021. The goal of this committee is to give recommendations to the Board as part of the takeover bid initiated by Vivendi. As you may see here, you have the members of this ad hoc Committee. The ad hoc Committee, so we have Arnaud Lagardere, who is the CEO; and Pierre Leroy is [ censor ] without voting right. We have Pascal Jouen, Nicolas Sarkozy; Pascal Jouen, being the representative for employees; Valérie Bernis; and myself. This committee is made up of 50% women, 80% independent -- of independent members. It met 8 times between December and March, 90% attendance. Again, I'm an independent Chairperson and Pascal represents the employees as part of this committee. This committee, as we have already said, it had in the first place, a mission, which was to select an advisory firm and independent firm, as included in the regulation for listed companies. We have been discussing with this independent expert. We have been able to ask a lot of different questions on their methodology. We have also been able to follow-up with Pauline and Pierre, the interactions with the different entities of the group, that they're supposed to give all the documents that they need in order to express their recommendations as independent expert. We have also examined and analyzed their takeover bid initiated by Vivendi. And we have also discussed with Arnaud de Puyfontaine, who acted on behalf of Vivendi, who answered all the questions that we had, and we have been able to express our comments as well and questions and recommendations. And you have probably noticed that in the meantime, Vivendi has increased its offer, and we have also looked at the process with regards to [indiscernible] and the competitiveness -- competitivity where the interactions with the group committee were really important. And finally, very recently, we have expressed an opinion to the Board of Directors for the Board of Directors to make a recommendation on the takeover bid by -- with Vivendi and Lagardère SA. Virginie, you have the floor.

Ladies and gentlemen, I would like to talk about the proposal of the commission on CSR remuneration and nomination. So we have 5 members, 4 that are independent members, Laura Carrere and Véronique Morali; and President, Nicolas Sarkozy; and myself. Noëlle Genaivre is the representative for employees who joined us at the end of the year. We have held 3 meetings and 2 in 2022, and we have had also different people who have joined us during our work. So the committee met 3 times, like I said. These meetings were attended by Pauline Hauwel, Group General Secretary and Secretary of the Committee and for matters falling within their areas of responsibility with the various CSR and our human resources correspondence working within the group. In terms of sustainable development, the committee reviewed the group's CSR policy, the main social, societal and environmental risks and opportunities and the main areas of nonfinancial communication. The committee had also received a presentation of the group's carbon footprint and trajectory. This last assessment carried out, the entire group confirms that most of the group emissions, so 96% of the more indirect emissions, Scope 3, for which the establishment of a reduction trajectory requires a prior detail analysis, which will be carried out by the group in 2022 under the supervision of the committee, because these indirect emissions are really important for us. We also reviewed the process of preparing nonfinancial information and examined the ratings obtained by the company. The second element that we worked on is the remunerations. We've been working on different elements. First, we -- the committee drew up proposals for the 2022 remuneration policies for the Board of Directors and the company's executive directors. We have worked for that with an external consultant specializing in this area, the [indiscernible] firm, which formulated various areas for improvement. The committee also validated the application of the remuneration polices approved at the previous general meeting. The application of these policies and the proposals for new policies for 2022, approved by the Board of Directors on the 16th of February 1, 2022, which were -- which are detailed actually in chapter 2 of the 2021 universal registration document and are now submitted for your approval under the so-called say-on-pay resolutions. Still concerning the remuneration of the company's Executive Directors, the committee validated the implementing of a new supplementary pension plan for the benefit in accordance to -- with the remuneration policy approved by the last general meeting. With regards to other remuneration elements, the committee proposed the terms and conditions of new free share and performance share plans granted by the Board of Directors to the group's managers and employees in September 2021 and March 2022. Finally, as the Board of Directors has taken note of high expectations of the group's employees in this respect, the committee will examine in 2022 the other appropriate methods that could be implemented to develop the company's employee shareholding. This is something that is very important to the group. Finally, in terms of the governance, the committee carried out an annual review of the composition of the Board of Directors and its committees in terms of diversity, experience and independence of their members. And in this context, the committee noted that the compensation of the Board and its committees was very satisfactory, in line with the recommendations of Afep-Medef Code and with best practices actually higher than SBF120. The committee also reviewed the nondiscriminatory and diversity policy, particularly with regards to the balance representation of men and women in the management bodies. And here again, the committee was pleased to note that the group trends is balanced as well above the legal requirements, also well above the external markets with 43% of women and Group Executive Committee and 44% of them by the end of 2021. Finally, the committee reviewed the succession plan drawn up for the members of the [ committees ] of Lagardère SA and the branches. The committee will launch the first annual evaluation of the composition organization and operation of the Boards and its committees in the second half of 2022 after a full year of operation. And finally, with regards to the composition of the Board and its committees, the committee recommended to the Board, the appointment of Mrs. Noëlle Genaivre as a new member of the committee in December 2021, having noted in particular her long professional experience within the group and her previous merits within the group committee and Lagardère stakeholder panel, which were sources of strong knowledge of the group's business expertise in CSR, both of which are invaluable for the committees' work. In February 2022, the company also recommended to the Board of Directors, Mr. René Ricol as an independent member to the Board of Directors replacing Mr. Joseph Oughourlian. Thank you very much.

We have a 30-minute Q&A session. So over to you, if you have questions or comments, feel free to take the floor. We have numbers. So we will start with #1, #1.

My name is Jean-Francois Delcaire. Here on behalf of AMG Discovery funds. We own 91,000 Lagardère shares. First, I would like to say congratulations on how you were able to manage your balance, your costs also in the past few years because it was not easy. So well done. I have 3 questions and 1 recommendation. First question. I'd like to talk about Travel Retail. Could you tell us a little bit more about the trends in terms of quality, not quantity, but quality in the past few weeks for Lagardère Travel Retail? This is the first question. Now second question, I read in the independent expertise report related to the takeover bid that the company had received an offer for Publishing last year. I'd like to know a little bit more about this offer. Who made this offer? I think it was for EUR 80 million. And what was the Board's reaction to this offer? That was my second question. The third question is a strategic one. I'd like to talk about the future of Lagardère Travel Retail within the group. And I would like to ask you, Mr. Lagardere, what are the chances that in the midterm, this activity stay -- this activity to stay within the group? Finally, my recommendation, this is to the compensation remuneration Nomination Committee. I would like to recommend to the Board to make sure that they detail the performance criteria, which you said that they were really demanding, but they were not detailed in the 15th -- 16th and 17th resolution. So on the free share plan, so it's a shame that this criteria are not detailed even if I do trust you when you say that they're demanding. But I think that in the future, it would be better to detail them. According to ASG, we would like to oppose this resolution given the fact that we believe that there's a lack of information and lack of detail, unfortunately. Thank you for your attention.

Thank you for your questions. And I will give the floor to Dag, maybe, later for answers. So get ready. There is a roving mic in the room. He will be able to answer on this. He will be able to go in front of everyone.

And as a road map, and to make it easier for him, I'd like to talk about Lagardère Travel Retail. As part of the agreement that we have, and this is also his desire, we want to make sure that we keep the integrity of the group based on its activities, including Lagardère Travel Retail, even if Vivendi doesn't have any travel retail activity in its portfolio. Vivendi sees that it's a great interest. It's beneficial for it, especially in light of the recovery. You talked about midterm. But I think we should look at short and midterm, so 2 to 3 years, and let's look at 2023, 2024. I believe that it would be really silly of us to do anything. It wouldn't make sense actually on an economic standpoint and a financial standpoint to do anything, to change anything. Now in the future, my idea, but this will be submitted to approval to the Board, but I want to keep this activity beyond the midterm because I believe that there will be a huge -- because travels will change a lot, as you may imagine. We think that we are better prepared than others to these changes and evolutions. And we think that we're well positioned to access different opportunities in different countries that are really important for us that go beyond France, beyond the U.S., beyond China as well. You probably guessed what I was talking about. I believe we have 5 and 8 years of very buoyant years ahead of us. Of course, it's incredible. It would be crazy to say that we know what's going to happen in 5 or 8 years, of course. But that being said, this is the term that we're looking at, 5 to 8 years. But of course, this is a question that you are more than welcome to ask Vivendi because they need to believe in it. Of course, I'm not the only one deciding. They need to believe in Lagardère Travel Retail, and we will do everything that it takes to convince them, of course. But I do think that at least for this midterm period, it would be good to keep this activity back. On the activity of Travel Retail, well, we have a lot of different activities and the results change. The financial results really depend on the different variants. This last few months of the year were really low because of Omicron. We will have the first figures of the first quarter next month. So globally speaking, we know that the U.S. results are really good. It's really contributing to the group's revenue and the European travels are actually picking up. Unfortunately, China is closing down a lot of airports, a lot of point of sales. But this is actually compensated by the Hainan Island where activities is really -- are really good. So it's, again, very many in, but the results are quite positive actually, better than what we had anticipated.

Thank you, Dag. Another question and an offer that was made to Lagardère. I don't want to talk about the figure that you mentioned because it's not public. You seem to have your own information, so be it, but I won't comment on that figure. However, what I can say, and I can talk about that shareholder, it was an offer. It was concerning LVMH -- it was not LVMH, but it was the [ Arnault group ]. And I would like to say one thing about this -- to this family, a family that has supported me in a dire -- when I was in a dire situation. It was not the same type of support as of Vivendi. It was a personal support because it was through my own holding and they've helped me keep a little bit of leeway. And I would like also to talk about some information that -- and rumors that we hear or hearsays. Some people say that they have their own resources and reliable resources. I did not call Mr. [indiscernible] my respect. Of course, for support, I only asked Vincent Bolloré to support us. And Vincent Bolloré is the one who asked if I needed help. And Mr. Arnault helped me on a personal standpoint. He is a -- he has approved all the agreements and the integrity of the group, including the 2 newspaper outlets that you're talking about. We are keeping all our assets. So he has approved the strategy because he believes in it. And he seems to have information and to be quite knowledgeable. So it's quite flattering, and everything is going quite well. So I won't -- I don't think it's necessary to say that there's competition here and there because it's pointless. Pauline, do you want to take the floor for the criteria?

Talking about performance action plans now, we have a -- big parts of our shareholders who are interested in this. We've looked at the same performance conditions as for the CEO. These are detailed in the referential document that we sent to you prior to our general meeting. Nothing has really changed. I can remind you of the criteria if you want. We have a 3-year period that has been set, and we've got accumulated free cash flow for the 3 years for our acquisitions. We will support CSR, [ compensational ] responsibility, and this is important for our takeover bid. We know that there has been an automatic bid on 2023. So we have decided to substitute an internal criteria of -- with operating margin. And there are 3 different CSR. We've got 30% for performance. And then once again, the committee decided for more visibility to use exactly the same criteria as those that are conditioning the annual variable, which is an environmental variable with an objective to reduce our greenhouse gas emissions for Scope 1, Scope 2 and Scope 3, including travel of our employees, be this from work to home or abroad. We're looking for the top 300 of the group, and this will be in line with the different policies that we elaborated last year. And then we also have an objective to assess our suppliers who are considered to be high risk and this with objectives that are coherent with a 3-year time frame. Once again, a lot more objective than what we initially set for ourselves.

Thank you very much. So we haven't changed our plan. We'll see. We'll see. Yes, #6, the floor is yours -- or #5, apologies.

A few years ago, I asked you questions during our general meeting. And I was asking about consolidated accounts, our acquisitions, our goodwill, our conventions. And you actually gave a very strong response. I'd like to thank you for that. I also mentioned -- and I'm really looking for a comment. I don't have a question, per se. I also told you that we -- that I was going to be writing a book about [Foreign Language]. I'm Catholic. You said that you were going to be writing a book about this. And you listened to me. And 4 years later, [indiscernible], so the publishing house who wrote this book, they have written about [Foreign Language] and the government of [ Isi ]. It's a beautiful title in French. And you said that you wanted to become a global leader for publishing. You spoke about comics. You spoke about Asterix and the Griffin. You spoke about lots of different mangas and comics and also the value. We spoke about good conduct. We spoke about values. And I don't understand why you, you're very -- you're a wonderful group. I don't understand why you didn't take the initiative to publish the book about [indiscernible]. This person was the Secretary General of Public Powers. He also finished his career within the French government. And I don't understand why Lagardère Publishing or why Hachette decided not to publish his book, and he went elsewhere. And I know that he's not a best seller yet in France. But internationally speaking, on the global market, it is wonderful. And I think it's good for our group. It's good for Lagardère, and it's good for other groups, too.

Yes, for this comment, I'm going to be very simple. I'm Catholic just as you are. But obviously, with regards to our company, I have to be secular because we live in a secular country. And therefore, there is one thing that I just want to pick up on that you mentioned, and there's something that I cannot take on. You said, why didn't you take the initiative to publish this? I don't agree with this because initiative to publish doesn't come from us, it comes from the editors. It's not me who decides which books we're going to be publishing. Therefore, unfortunately, maybe we missed the boat. Sometimes, I can't be the one deciding which books are going to be published and not. Jacob is a wonderful publishing house. We love this publishing house in France. We know that they've actually come in -- or had a couple of run-ins with the law in France and in Brussels as well with the European Commission. But this is a publishing house that is -- has a lot of success. And if you think that actually this publishing house kept us opposed, yes, that's fine, but I don't agree with what you mentioned. What you need to take away is that I personally don't look at publishing. I'm not the one choosing the books that we're going to publish or not. I don't receive scripts. I don't receive chapters. I don't call publishers saying to them, you need to get this book or this book or this book. My father never did this. I will not be doing this as the Head of the Lagardère Group, and Pierre Leroy does not do it either even though he is a big fanatic of literature. But I thank you for your comments and for your loyalty as well. #1, you have the floor.

4 years ago during the penultimate Investor General Meeting for Lagardère, I asked this question to the former manager of [ Elle ]. And I asked you, where will the group be in 10 years' time? And you said, and this is not a verbatim, but you said, I want a group that will have 2 drivers of growth. We will have Publishing, and we will have Travel Retail. We will do everything we can to mobilize the financial and human means so that we're able to ensure sustainable growth. And that's it. 4 years later, and we were still going through major disruption within our company. We changed from a limited holding company to a different structure. And I would like to ask you, Mr. Chair, how do you see the group now? And where will the group be in 5 years? Will we still have these 2 meters of growth or these 2 drivers of growth? Will we still be working within the same scope that we're working now. The Lagardere family and the Bolloré family, will you still be allies and will you still be friends? Please, can you answer these questions? Because in my opinion, this will be a gauge of our stability and integrity with regards to the cultural and industrial legacy that has been left by the founder of this group to us, the shareholders. Thank you very much.

Beautiful questions, beautiful questions and beautiful intonation. I think that in 5 years' time, you're going to be back at the General Assembly quoting what I'm going to say now. But I can say exactly the same thing. Yes, the priority will be to marry the 2 together. We are coherent and we are consistent in everything that we say and do. Publishing, yes, Travel Retail, yes. In the presentation that we've just heard, we had another asset because, as we mentioned, Constance spoke about all of the different disruptions that went in their team. So we'll also talk about a more holistic, sacred view with regards to press and radio. We're not going to leave them to the wayside, even though these ambitions aren't global, but more on a French level. With the help of Vivendi, we're going to be able to be pull our socks on. And I can say exactly the same thing I said 5 years ago with the same conviction. But maybe with a little bit more support, I have more financial means now than I had before, and I am as determined as ever. Why? Because we have a better market position than we did 5 years ago. I think in -- and even where we were in 2018 or '19. Now if we think about the 2 families, Bolloré and Lagardere, yes, we will always be friends, yes, we will always be allies. We've now been together for 30 years. I have known as Vincent Bolloré for 30 years. I actually live a stone throws away from where he lives. Our offices are very close as well. We share a very good connection and this is strictly speaking, but also from a work point of view, a professional point of view, we're very big strong French families. We never turn our back on France. We've always been a French family, Bolloré as well. We never jump ship. Therefore, the same consistency, the same coherence and the same love for France. There are lots of things that bring us together. And I'll see you in 5 years' time, and you can ask that same question. And we'll see if I have held my promises. Thank you very much for your loyalty. Next question, question #4. And then after you, gentlemen in the back, you'll be able to take the floor.

Yes. Ladies and gentlemen, in 2017, there was a complaint for fraud against company X. It wasn't against Lagardère. Lagardère was actually the victim of this. But this was against [ Natus ] and the holding of [ Danilas ] who said that they were a supplier of [ shops ], rather. And they were able to get more than EUR 100,000 out of the group, and they were able to invest this money into their own operations. Despite the fact that I was able to provide the Paris prosecutor's office with a lot of proof and evidence, this never went to court and the supplier was never tried. I know that Lagardère is aware of this. But are you going to file a complaint against this supplier? Or are you just going to turn a blind eye because this is something that could actually prejudice our reputation. We -- do we have a zero tolerance policy? Or are we just going to turn a blind eye?

I didn't know about this. I would like -- I'm just looking at Dag and telling me that he doesn't know this either. No, we don't turn a blind eye to things like identity fraud or theft. It's a principle of ours. I know that my friends around me and all of the different Board members are on the same page. We are very vigilant with this. We have lots of men and women that make up Lagardère group and also that look at things. Thank you for this information with me. Unfortunately, I can't answer the question because I wasn't aware of this, but I will look into this. Once again, I'm so sorry if you -- you said that you asked this question a while ago. Pauline is taking this down, but we will get back to you. I promise we will get back to you. Yes? Maybe a couple more questions before we move on to the voting.

Thank you very much for clarifying all of the different points, and I'd like to thank you for your presentations. We changed statuses. We've gone from an SCA to an SA. And are we going to keep the nominative holding? I am an individual shareholder. And I was quite surprised that I didn't receive an invitation to the meeting. Is this because I'm not a general supplier? Because I know that you had an issue with a supplier. Is that why I wasn't invited?

Pierre, maybe you can take this one, or Pauline? Because this is not my expertise.

For the transformation, no, we haven't changed our nominations. It's just a particularity of Lagardère and how we work. All of our shareholders are nominative. It's not a constraint at all and the statutes could change in the future, but there are no changes now as it does, supplier or not supplier. And this has also allowed us to have the full year holding period rather than what's simply in [indiscernible]. Arnaud, what's the second question? I don't think I can answer this.

Yes. Yes. You should have received this because we have nominative shareholding. So you should have received this. Maybe it was just an issue with your address or maybe we don't have the right e-mail or the right postal address, but we can check this.

I would also like to thank all of the different banks who have supported us actually. You mentioned a couple of them that maybe we can talk about [indiscernible], who has always supported us, come rain or shine. And we know that even when we're in financial difficulties, when the world is going through tumultuous financial periods, our French banks have always been very loyal to us. I know that some of the different bank representatives are in the room with us, and I would like to thank you for this. We've been able to navigate through very troubled waters. We're able to obtain a state-backed loan that we actually were able to reimburse on the 9th of January in its entirety and this 6 or 7 months prior to its maturity. I forgot to mention this during my presentation, I should have mentioned this in my presentation, but these are actors, that -- or without which we would never have been able to develop our activities during such a complicated time as the COVID-19 pandemic. Dag, I'm sure, will echo my comments later. Maybe we can have 2 or 3 questions before moving to the vote. Yes, #2?

Jean-Claude [indiscernible]. I have been part of the shareholding since last century. Let me come back to the takeover bid for Vivendi, I saw that there wouldn't be a withdrawal agreement following this take over a bit. But is there a minimum number of shares that can be acquired by the Vivendi so that the bid is valid? And second clarification. You speak about the ad hoc Committee, and you mentioned that there were 50% women. But I only found -- I counted them and there are 4 men and 2 women. So maybe I've misunderstood?

No, we don't have this [ headcount ] because they didn't have a deliberative vote. We're very, very vigilant with our gender parity. But you're right. Pierre Leroy, he is subtle, and he actually doesn't have a voting right. Therefore, he's not counted as far as the members of the ad hoc Committee. Yes. So for the bid to be successful, 50% plus 1 share, so that's 50 plus 1. And this means that capital will be achieved prior to voting rates. And once this is confirmed, there will be a second phase of the tender. Was that your -- did we answer your question? We'll withdraw, yes, when we have 80% of capital, the initiator can then withdraw publicly, which means that shareholders who didn't -- who weren't part of the bid are -- they have to displace of their shares. But we have to wait until we have 80%. And as soon as we hit that 80%, the company will remain to be listed on the French stock market regardless of what happened. Yes, #5.

I would like -- has the disappearance of Marks & Spencers had an impact on your activity?

Dag?

Unfortunately, yes. Alas, our teams worked very hard. We were trying to redefine the concept. So those of you don't know, we actually had exclusivity with Mark & Spencers in train stations and airports in France. But because of Brexit, Marks & Spencers can't import fresh produce from the United Kingdom, which means that they've had to unfortunately close most of their stores in France. We were able to sign an agreement with Monoprix. So we've got a similar sort of concept. We've got a hybrid concept. We've kept the nonperishable items from the Marks & Spencer range. We also have pastries and dry products. And in addition to this, we have the fresh produce that is coming from Monoprix. And it's a hybrid approach that we're now offering in the former Marks & Spencer point of sales in airports and train stations. Obviously, during COVID, there were no passengers. Therefore, we didn't really see the impact of this. But now that we have seen a recovery, we've got a great agreement with Monoprix, and we've been able to develop a really wonderful concept with them, all the while keeping some of the branded products from Marks & Spencer.

Thank you very much. We have 3 minutes left for questions. I believe that Pierre, you have a couple of written questions. If there aren't any questions in the room, maybe we should move to written questions because no one else wants to take the floor. Pierre, over to you.

Yes. Moving to the vote of our resolutions. I can tell you that we received a written question from Mr. Christopher [indiscernible]. I'm not sure if he's in the room with us. All this to say is that the question and the answer have already been published on our website. Therefore, you can consult them directly on our site.

As our -- in compliance with our law, let's move onto the votes now. Let me give you the definitive figures for a quorum. For the ordinary part, we've got the number of shareholders that are present, given we've got 40,675,000. We're looking at 91 million shares, which is 80% of the shares. And for the extraordinary figures, that will be relatively similar, 40,666,000. We've now got 91 million, and this also gives us 69.67% for voting shares. We've therefore got quorum, it is enhanced. We are now going to vote. Pauline is going to be reminding you of the voting process.

Yes. Thank you very much. We're going to have a film. This is the first time that we're using the tablets for voting for Lagardère. And if afterwards you have any questions, you can jump in. [Presentation]

As resolution, we've got approval of the annual accounts and consolidated accounts for the financial year ending 31st of December 2021. Voting is now open. [Voting]

Voting has closed. And the results are on the screen, 99.9% approved. Next resolution, approval of the consolidated accounts for financial year ending 31st December 2021. Voting is now open. [Voting]

Voting has closed. Results, approval of 99.99%. Thank you. Third resolution, allocation of the company's income and the distribution of dividends. The vote is now open. [Voting]

Voting is closed. And 99.96% approval. Fourth resolution now, approval of a regulatory agreement referred to in Article L 225-38 of the Commercial Code. Voting is open. [Voting]

Voting closed. Results, approval, 99.9642%. Fifth resolution, ratification of the co-optation of Mr. René Ricol as a member of the Board of Directors. Voting is open. [Voting]

Voting is closed. Mr. Ricol was ratified, 99.893%. Well done, Mr. René Ricol. Next, resolution information referred to an Article L 22-10-9 of Commercial Code relating to the remuneration of corporate officers. Voting is open. [Voting]

Voting is closed. Result, 99.9714%. Seventh resolution, approval of the remuneration and benefits paid during or awarded in respect of the 2021 financial year to Arnaud Lagardère. Voting is open. [Voting]

Voting is closed. Approval, 99.9145%. Thank you very much, says Arnaud Lagardere. Eighth resolution now, approval of remuneration and benefits paid during or awarded in respect to the 2021 financial year to each of the executive and nonexecutive corporate officers. Voting is open. [Voting]

Voting is closed. Approval, 99.178%. Thank you. Ninth resolution, approval of the 2022 compensation and benefits paid during or awarded in respect of fiscal year 2021 for Thierry Funck-Brentano. You can vote. [Voting]

Closing the vote. Approved at 98.56%. Tenth resolution, approval of the compensation and benefits paid during fiscal year 2021 to Mr. Patrick Valroff who was the Head of the Supervisory Board until the change in status. You can vote. [Voting]

Voting has closed. Approval. It is approved better than me. The percentage is better than me. Mr. Valroff, actually, I would like to thank him for the transition between the previous status and the current status. It was really difficult legally speaking. So we owe him a lot. He was the first -- we owe him to the first and to the last Chairs of this committee. So thank you very much for everything that you have done for the company. Approval of the 2022 compensation policy for the Chairman and Chief Executive Officer -- or CEO, rather. The vote is open. [Voting]

The vote is closed. 99.95% approval. Approval for the 2022 compensation policy for the Deputy Secretary General. The vote is open. [Voting]

The vote is closed. 98.94% approved. Thank you. Thirteenth resolution, approval of the 2022 compensation policy for the members of the Board of Directors. The vote is open. [Voting]

The vote is closed. 99.68% approval. Fourteenth resolution, approval of the total annual remuneration of the members of the Board of Directors. Vote is open. [Voting]

The vote is closed. 99.662% approval. Fifteenth resolution, authorization to the Board of Directors for a period of 38 months to grant free performance shares of the company -- or rather authorization to the Board of Directors for a period of 18 months to treat in the company's shares. Vote is open. [Voting]

The vote is closed. 99.880% approval. Authorization to the Board of Directors for a period of 38 months to grant free performance shares of the company to employees and managers of the company and its affiliates. The vote is open. [Voting]

The vote is closed. 99.695% approval. Seventeenth resolution, authorization to the Board of Directors for a period of 38 months to award free shares of the company to employees and managers of the company and of related companies and groups. The vote is open. [Voting]

The vote is closed. 99.680% approval. Eighteenth and last resolution, powers for formalities. The vote is open. [Voting]

The vote is closed. 99.901% approval. Thank you very much for your attention. Thank you for voting. Thank you very much. I will see you again next year and in 5 years again.

Thank you, and welcome to everyone. Be proud of your company.