Nexans S.A. (NEX) Earnings Call Transcript & Summary

May 11, 2022

Euronext Paris FR Industrials Electrical Equipment shareholder_meeting 145 min

Earnings Call Speaker Segments

Jean Mouton

executive
#1

Ladies and gentlemen, dear shareholders, good afternoon to you, all. I'm very pleased, we are very pleased to welcome you, and thank you very much for being here in Paris today for this meeting. It's a great pleasure for us to meet you again here after 2 annual meetings behind closed doors. In the difficult health environment of past year, our group has focused on protecting the teams and serving its customers. It has demonstrated its ability to build a streamlined organization and exceed its financial targets while intensifying its efforts to reduce its carbon footprint. We will comment on the performance and highlights of the 2021 financial year and how Nexans has been able to deploy the new Nexans operating model that gives it room to maneuver for its ambitious development program. The composition of the Board is also on the agenda with the proposal to renew the term of office of Anne Lebel, Independent Lead Director, whose knowledge of the group and solid experience in management, human resources and the services sector are particularly valuable to the work of the Board in pursuing our road map. We'll also submit for your approval the candidacy of Laura Bernardelli, she was appointed a nonvoting director to the Board in September 2021. She has a very long experience, industrial and financial experience, and she will succeed Kathleen Wantz-O'Rourke. Kathleen has been the Chairwoman of the Audit Committee. And given the new executive function, she had to give up this term of office, and we would like to thank her for her contribution to this Board. Furthermore, we are submitting for your vote, demanding remuneration program that reflects the strategy, financial, social and societal challenges of the company as well as the interest of shareholders. It is fully aligned with the objectives of your group's new strategy up to 2024. Finally, beyond the stock market performance and in line with the more transparent dividend policy implemented last year, which aims to involve you more in the results. We propose a distribution of a dividend of EUR 1.20 per share, and we have the opportunity to come back to this later in the meeting. At the entrance to this room, you found an exhibition illustrating some key data and personalities in the history of electricity, our own activities and the electrification value chain, our corporate social responsibility actions and the Nexans Foundation and corporate philanthropy, in line with the values and commitments of your group. I hope you enjoyed it before this meeting. I hereby declare open the Annual General Meeting of Shareholders of Nexans meeting in ordinary and extraordinary session. In order to facilitate the voting of resolutions and to allow a quick display of the results, we use the electronic voting system, which is fast and secure. Our hostesses have given you an electronic voting tablets at the entrance which contains, among others, the notice of meeting booklet, I invite you to use it. And I remind you that the universal registration document can be downloaded from our website. You can consult each own request from our hostesses. And for environmental reasons and as you know, we no longer printed systematically. Finally, I would like to inform you that this meeting is public, it is fair and recorded for live and recorded broadcast on the Internet. Unless you object, your image may be saved and broadcast on the Nexans website. I'm joined today by Anne Lebel, and is the Independent Lead Director; Chris Guérin, Managing Director; Jean-Christophe Juillard, Deputy Managing Director and Chief Financial Officer; and Nino Cusimano, General Counsel and Secretary General. I would also like to welcome the members of the Board of Directors and thank them for their presence here today: Anne-Sophie Hérelle, Angéline Afanoukoé, Selma Alami, Bjørn Nyborg, Laura Bernardelli, Hubert Porte, José Francisco Pérez, Andrónico Luksic, Oscar Hasbún and Marc Grynberg. Sorry for the mispronunciation on the side of the interpreter. And also present in the room are the other members of the Executive Committee. Jean-Christophe Juillard will introduce to you and some of whom will join us on stage later for presentations. I would like to greet the auditors, Mrs. Juliette Decoux-Guillemot, representing Mazars; and Mr. Edouard Demarcq, representing PricewaterhouseCoopers audit. In my capacity as Chairman of the Board, I will now constitute the bureau of this general meeting. In accordance with the law, the 2 members of the meeting with the highest number of votes and who accept these functions are the scrutineers. According to the information on the attendance sheet, the 2 shareholders present and representing the largest number of votes are Invexans Limited and Bpifrance Participation. We ask these 2 shareholders at the beginning of the meeting if they would accept to act as scrutineers, and they accepted. I therefore propose to choose as scrutineers, on the one hand, Invexans Limited, a member of the assembly having accepted to fulfill this function, represented by [ Guillemot Bogera ]. And on the other hand, Bpifrance Participation, a member of the assembly, having also accepted to fulfill this function represented by Mrs. Anne-Sophie Hérelle. I also propose that Mr. Nino Cusimano, Secretary General and General Counsel of this group be chosen as secretary. The bureau is, therefore, validly constituted. I'll remind you that this assembly is meeting on first notice. The legally required quorum has been reached. A quorum of 20% of the shares entitled to vote for decisions of the ordinary General Meeting resolutions from 1 to 13 and resolution 17, and the quorum of 25% of the shares entitled to vote for decisions on the extraordinary general meeting resolutions 14 to 16. Consequently, the bureau notes that the combined general meeting, having more than the required quorum, can validly deliberate on the items on the agenda, which are the responsibility of the ordinary general meeting and the extraordinary general meeting. This session would be conducted as follows. We'll proceed to the completion of the legal formalities. In a short introductory video, Chris Guérin will review the implementation of the road map for 2019, 2021. You remember what he announced in 2019, the successful transformation of the group and its prospects towards a pure player in electrification. He will provide a performance review and talk about the highlights of the first quarter 2022, including our latest acquisition, the company, Centelsa. Jean-Christophe Juillard will continue the presentation with the commentary on 2021 financial results and the turnover for the first quarter of 2022. This will be followed by thematic presentations. Our focus on the need for upstream and downstream electrification as a catalyst for sustainable transition by Vincent Dessale, activating Nexans' full potential with the presentation of the E3 tool presented by Chris Guérin, then zoom on the simplification of innovation from product solution by Elyette Roux. And finally, the presentation of the new role of the climate administrator by Marc Grynberg. Finally, we'll offer you an update on governance, candidates for the Board of Directors and the remuneration with Anne Lebel, Independent Lead Director, Chair of the Nomination and Corporate Governance Committee and of the Remuneration Committee. Afterwards, we will hear the reports of the statutory auditors. We will then take questions from the floor and from the shareholders who are watching this session live on the Internet, thanks to the chat system set up on the broadcast site. Finally, you will vote on the proposed resolutions. It is noted that the company has not received any request for the inclusion of resolutions or items on the agenda. We have received 2 recent questions not related to the agenda, but we will answer them later. I'll give the floor to the Secretary of the assembly for formalities.

Antonino Cusimano

executive
#2

Thank you. Thank you, Mr. Chairman. All the documents required for this general meeting have been made available to the shareholders in accordance with the law. In particular, you'll find the reports of the Board of Directors in the universal registration document 2021.

Jean Mouton

executive
#3

I now hand over to the Director General, Mr. Christopher Guérin.

Christopher Guérin

executive
#4

Thank you, Jean. Thank you, Chairman. Thank you, Nino. Ladies and gentlemen, dear shareholders, it's a huge pleasure to welcome you here with a bit of emotion, I must admit, because it's the first time in -- after this COVID crisis that we can meet in person. Before returning to what was the structure of the group in 2021, we are going to watch a small video and it's a review of those 3 years. [Presentation]

Christopher Guérin

executive
#5

Okay. So before coming back to what was the structure of the group in 2021, I would like to depart from the usual rule of the Annual General Meetings by talking to you about the news of recent weeks. Indeed, how can we welcome you here in a humane manner without first saying a few words about Ukraine, knowing that we have over 2,500 employees working for us in Ukraine. And they've been living since the 24th of February in the middle of the war zone. Our 3 factories are in the western part of Ukraine, fortunately, and far away from Lviv. You should know that right from the beginning, we set up a crisis mechanism so as to evacuate our teams and their families. We rented hotels in Poland and Slovakia in case of shelling. But a lot of people wanted to stay home as long as the Lviv area was not shelled. So on the first day of the Russian invasion, we have been operating with 85% of the capacity, and we did not prevent anyone from working. So I would like to pay tribute to them because they are extremely resilient in those difficult times. And we wanted to make sure that it was as secure as possible, the working environment. So we did our utmost to help them in their daily life. So I would like to tell you how much our daily thoughts are with them and to remind them through you, Nexans shareholders, that no one in our company will be ever abandoned because our value in one of our 3 values is unity. In Ukraine, our teams and our activities have been in operation 100% of their capacity since the beginning of April. Let's now focus on the 2021 year. As you know, this is the first year after the implementation of our transformation plan -- or the first year of our transformation plan, and I would like to thank the Nexans teams and the Board of Directors and the management, Jean-Christophe, in charge of Finance; and Nino, in charge of the legal matter; and we have David in charge of HR; Jérôme, in charge of innovation; Elyette for marketing; Juan, in charge of the strategy and acquisitions and disposals; and of course, the operational teams, Julien, Ragnhild, Vijay and [ Michel ]. Thanks to them and the whole Nexans team, we did an excellent year. We had a very good 2021 year. And the overperformance of EBITDA and the free cash flow, and we have the better return on capital use of the sector. In 2018, we were far from that. The regular growth of the margin and the financial portion and technical portion will be given to Jean-Christophe, but the keyword in Nexans is value before volume in order to reach profitability, of course, and in order to improve our environmental indicators, and I'll come back to them later. Among the highlights of 2021 was the S&P rating. And this S&P rating shows the trust they have in Nexans, BB+. And of course, the finalization of the transformation plan of Nexans. We have our SHIFT program and internal program work on selectiveness and we want to reduce complexity, have simplicity. We remind the financial analyst, the SHIFT Transformation plan only revolves around the variable portion and the reduction of complexity. The strategic investments, if you had time to look at the video stand, you saw our flagship, our wonderful vessel. The Aurora is a unique vessel, only 2 vessels of that type in the world, a very long vessel, 20,000 tons, able to support 10,000 tons of weight. The weight of the Eiffel Tower, just to give you an order of magnitude. And it is ready today. It is almost loaded 100% of its capacity for the next 3 years to create what we call the Internet of Energy. There are networks of telecom everywhere in the world, subsea and on the ground, and the same is happening on energy. And we see that with the Russian crisis, that we'll have to be more and more interconnected among countries to exchange electricity, and especially green electricity. Among the highlights in 2021, the inauguration, the opening of the new plant in Charleston. You heard in the video the governor of South Carolina saying that it was a huge moment for South Carolina, for the U.S. and for the offshore wind farms. The Americans like to say it's a huge moment, but why is it important? Decisions we made together with the Board of Directors in 2019 to add EUR 150 million investments in this plant to make this plant a subsea cable factor as such that we are the only player in America to have subsea cable capacity. This is unique, of course. If the Americans want to have a cable to connect the American wind farms offshore, the only solution is to buy a cable produced by Nexans in situ in Charleston. A wonderful factory, brand new with an order book till 2027, 100% of our market share are wind farms in the New York State. And we have between 50% and 70% of market shares on the other coast. So a good order book, and the order book -- I don't like to use the word record because it's not a record volume, but it's a high level of quality. Our objective is not to have the largest order book, but the most adequately linked related to our technical capacities. And we've been doing a huge work on value. We'll come back to it, but you should know that have no problems with regard to demand in the years to come, probably maybe a supply problem we might -- like cables or raw material and vessel. We'll explain to you why, and what we are going to do accordingly. In February 2021, we also announced our new chapter, which is not of a transformational nature but of strategic nature. In 2028, there was a crisis of confidence. The share price was very low, EUR 22. In 2018, it's EUR 22 -- 22% of confidence trades, whereas now it's over EUR 80. So we restored the trust. The financial situation is good again. So the time has come to talk about the real strategy with a long-term vision. So what we've done with the Board, this is a process that lasted over 18 months. We interviewed 100 or so clients, and we're trying to look forward and see what would be the situation between now and 2030, not only in general terms, but also in terms of risks because we are permanently in the crisis situation. We used to say that one crisis follows another. Now they've compound one another. We have health crisis, geopolitical crisis, cybernetic crisis, climate crisis. And today, we are at the time, a permanent crisis. So we have to work with these different factors and not think that each year will -- or years will be easier than other years. So as part of the program Winds of Change we launched, 2022 to 2024, and the refocusing of our activities on the theme of electrification. Now I don't know if you recall, but in 2019, we produced a film on the history of Nexans that went really back to the origins of the company, 1879. The first cables manufactured by Nexans was another name of the company. And we realized when we did this anthropological and historical research, of the 81st years of our existence, we're really focused on electrification. We support the pioneers, Edison and Westinghouse. They needed cables to be able to transport electricity, and it's from the 1990s that we started diversifying in the automobile, telecom and industrial manufacturing sectors in general. So the idea is to come back to the core business, that of electrification. And I'll let Vincent explain the major challenges that we are going to take up. Now on the financial side, we had remarkable performance in 2021 because we had guidance in terms of profitability, up to EUR 460 million. And this is the first time in history of Nexans that has overperformed and return on employed capital between 13% and 15% that ended up at 16.4%. And since COVID, we've done work on cash flow, which has generated great results. You can see in free cash flow, we had a guidance between EUR 100,000 and EUR 150,000. We ended up with EUR 179 million. The Chairman always saying that -- says, it's your projections that were not good. Now also work on ESG. I'd like to thank Marc Grynberg who took on this role as a representative of -- within the Board, has done a great job on ESG. And I'll let him talk about it. I'm not going to say that we're in good posture because I don't want to say the company is in a good position. We have a lot of work that has to be done, and we will explain how we're going to go about this. Now when it comes to the transformation plan. This is a slide that we showed to you on 2018 with an objective of EUR 530 million. And we have increased costs regularly every year. I mean to over 3 years, we have a negative EUR 277 million. We compensated with the reduction of complexity of organization, and we have EUR 111 million when it comes to the transformation SHIFT, and also when it comes to our terrestrial high units. And we are a little bit late here due to the impact of COVID. Now slightly late in terms of EBITDA compared to what was done in 2018, but it's been corrected in 2020. And return on capital employed, we will obtain 15.5% in the 2021. We're at 16.4%. And during the 3-year period, we're going to attain EUR 200 million free cash flow, and we have attained EUR 361 million. Last year -- the last month, sorry, I was in Cali, a fine city in Colombia to meet with our new team following the acquisition of Centelsa, it is a leading company based in Colombia to serve the Colombian market but also the Peruvian and Ecuadorian market with of EUR 340 million in sales. Totally, we have in the region more than 2,000 employees and roughly $800 million in sales. So we're one of the major leaders in that region. Now Centelsa is going to help us to refocus on electrification because they are specialists for cables for the electric grid, that is 50 years old in Latin America and Europe and 50 years in U.S.A. And it's a company that's very well positioned to provide cables for all the wind farms that are being built in Latin America and in the land wind farms. Now in terms of profitability, the fine assets in 2021 will result before synergies of $29 million. And with what we're going to contribute in terms of methods, from a manufacturing and procurement and our SHIFT Transformation program, without working on the fixed cost but really working on the synergies, it should bring in a minimum of $12 million, which could attain $50 million by 2024. So this is an excellent acquisition. So I have finished my introduction. I'll hand the floor over to Jean-Christophe Juillard, who will give us more information on the results.

Jean-Christophe Juillard

executive
#6

Hello, ladies and gentlemen, dear shareholders. I'm going to present to you a few pages on the financial performance of 2021. Christopher mentioned a number of things. I'm going to talk more in detail, give you more detail. Now if we look at the 3 indicators, as Chris mentioned, we have had a record year in 2021 from a financial perspective. And we attained -- in fact, we overreached guidance at the beginning of 2021. Chris presented the guidance that was communicated in February, beginning year of 2021, and we overperformed in the 3 indicators. Now there's a slight gap with the EBITDA because there was an impact with COVID, and not all of our activities have completely recovered in 2021 compared to 2019 before COVID. But we took the commitment to obtain and to overreach this objective for 2021 in 2022. So if you look at this page, since 2018, the growth of financial performance has been very strong. I would rather compare 2021 -- 2019, but we did EUR 50 million EBITDA more. Return on capital employed, 16.4%, which is a record for Nexans since it was listed in 2001. And the generation of cash flow is extremely good. In 2020, we did a lot of work in this area concerning needs and working capital. We worked on our working capital requirements. And in spite of drop in sales and -- we had a very good cash flow level, thanks to this effect, one-off effect in 2020 and 2021, we have more normal cash flow situation, which is very high, which is a bit better than 2020. And in spite of a high level of investment, 2021 was the year where we ended the construction or the transformation of the Charleston plant and the construction of the ship, which lasted 3 years. And it's been operational since December of 2021. Now if we look at this and explain this growth of EBITDA, you can see that all the businesses at Nexans, all the operational activities have contributed to this recovery -- strong recovery in 2022 with EUR 124 million of extra profitability. Everyone joined in. We had a growth of 8.3%, which is practically at the level of the same as the decline due to COVID in 2020. So we're rather proud of our results because we, as Chris explained, we didn't increase volume, but we increased the value. And everything to do with buildings and usage growth in terms of value represented 70% to 80% of the increase in prices. So an increase in value rather than more volume. Now if you take all the businesses, you could say that we recovered in 2021, what we lost in 2020. But in terms of profitability, the mix is not at all the same as before. So EBITDA, EUR 423 million and EBITDA margin, that does increase by 1.5% operational margin -- operating margin, that follows the same trend. And we had, as you no doubt know, 2021, the cost of raw materials increased greatly. There was an increase in the cost of copper and aluminum, which are important raw materials for the manufacturing of our products. To give you an example, 2021, the cost per ton, price per ton, which is -- of copper, which is 60% of the composition in cables, $2,200 per ton increase. So there's a really important impact of the increase in raw material prices, which means that there is an increase on our structure, EUR 106 million gain due mechanically to the increase of the cost of copper. Net result, EUR 164 million, more than double of the previous year, putting aside this mechanical impact of raw material prices. And we had a few -- or had a situation in 2021, where we had to -- have depreciation of certain assets in Lebanon, for example because of the increase in costs, and this is related in the presentation of results. Now if we look at the growth of the EBITDA and the 150 points of increase compared to 2020, and we look -- compared to our different levers, we said in our strategy plan in 2019 that we would improve profitability of the group. The main levers are reduction of cost, transformation of the SHIFT program and strategic investments with CapEx that will generate good return on investment. In 2020, EUR 57 million, net of inflation and pressure prices, net of EUR 57 million in EBITDA extra has been generated by the transformation. And now, of course, there has been a momentary impact because there was a catching up of volume in 2021. The real effect of the transformation of the group is EUR 57 million over the year 2021. Another important event in 2021 was the improvement -- a continued improvement because there's been several financial years that we've generated free cash flow at Nexans. This cash flow has been principally used to reduce deleverage of the group, reduce its debt. And you can see that we've started in 2021 with a level of debt which is rather low, EUR 179 million net debt to a reduced need in working capital requirements. In 2021, we continue to improve this deleveraging of the group with operating cash flow that's very significant, EUR 389 million. We've worked on stock of the inventory and improved by EUR 111 million. That has enabled us to cover the investment costs of 2021 with the plant of Charleston and the construction of the vessel and the end with maturity in 2021. And the state loan, guaranteed loan that we've reimbursed quickly because we reimbursed it in March 2021, which enabled us, compared to the previous year, to reduce our financial costs. So debt of 0.2x, it's a very good debt ratio. It's practically nil. And that really shows that we have a robust balance sheet. Now last thing, because this was one of the major things that we did in '21, end of 2021, there were many questions from investors and partners as headwinds, yes, but you've reduced your working capital requirement in 2020 because volume declined. That was an automatic impact. You were able to rationalize your inventory. You implemented SHIFT that have made better selectivity of products and customers and to reduce working capital requirements. But what will happen the day when -- in 2021, when volume will pick up again and organic growth will be positive, would you not risk having an increase in working capital requirements? And this was not the case. We remained at a level of working capital requirements inferior to 5%, 4%, slightly higher in the second part of the graph, which is the back curve, the second half of 2021. But relatively small compared to turnover, which was strong. The revenues was strong because we had the recovery after the curve with organic growth that was high. So in spite of the return of growth, we've maintained our working capital requirement, which is relatively low and probably the lowest in the market compared to our competitors. Now to start to conclude with the results of the group. The balance sheet is solid. The improved profitability, lowering of debt, and I talked about return on capital employed, which is at record level, at 16.4%, a ratio of -- gearing ratio of net debt over EBITDA, you can see here, and the group's certain room to maneuver is practically total. So we have a robust balance sheet, which is going to enable us to embark on the second phase of the Nexans strategic plan, which started at the beginning of 2022. Now I'm going to briefly present to you the Nexans SA's income statement. I'm not going to spend too much time on this. But simply to show that 2021, we had improved profit. This is mainly due to higher transformation costs in 2021. What we came to the end of this transformation, for the first strategic plan, we spent less in transformation in 2021 compared to 2020. Our net financial income also, because we reimbursed debt, a bond and EMP loan, and the net result improved by EUR 37 million. Thanks to these main elements compared to 2020. So not much more to say. Our equity is increasing, principally due to the positive results of 2021, less the EUR 30 million dividend, and financial liabilities decreased by EUR 195 million in 2021. I'm going to conclude my presentation by describing to you this first quarter of 2022. So the beginning of the year 2022 for the time being, I would say, is very positive, very good kickoff to the year. We have presented to the financial markets with Chris a fortnight ago results for the first half of the year, which are very good, 6.1% organic growth compared to the first quarter of 2021. But what's interesting to note, 6.1%, it's the total organic growth of the group. If you put aside the transformation of cathodes used to manufacture the cables, this installation, which is critical and strategic for the group, there's been dilution in the profitability mix. Our strategy is to reduce this revenue so as to be able to focus on a better mix for a better margin. That's why the metal steel activity is reduced. And this is part of our strategy to really focus on our own needs. Now if we exclude the metallurgy from the organic growth, we can be more easily compared to our main competitors. The organic growth of the group for the first quarter is 16.3%, if we exclude the metal sales. This maintenance is a big difference and is much more -- illustrates much better the growth of our business. We look at the growth between the businesses, which is a business of electrification, which is really the core of our 2024 strategy. The other businesses, which are outside electrification, our organic growth the first quarter has been driven by electrification to a great extent, with growth of 21%. The other business is increasing both 7%. Of course, within those 21% of organic growth for the first quarter for electrification, we have a strong mechanical growth due to the increase in the production capacity for the subsea high voltage. First quarter 2022, we have the vessel plus the Charleston factory in operation, and it was not the case of previous quarter -- I mean the previous year. So there's an automatic growth effect, but the high-voltage terrestrial and subsea increased by 46% for the first quarter. And even the other electrification businesses experienced tremendous growth plus 15% for distribution for more territories and 15% for the former building part. So very good beginning of the year. We are well positioned to confirm our objectives in 2022. Let me remind you, an EBITDA between EUR 500 million and EUR 540 million, and normalized free cash flow between EUR 150 million and EUR 200 million outside acquisition and disposal as well. So my financial presentation is over. I'm going to give the floor to Mr. Vincent Dessale. And Vincent Dessale is going to talk about electrification.

Vincent Dessale

executive
#7

Ladies and gentlemen, dear shareholders, good afternoon. At the 2021 Annual General Meeting, we shared with you our choice to position Nexans on electrification as well as the long-term trends in the different sectors of electrification, i.e., generation, transmission, distribution and usage. What I would like to do with you is to review some of the key facts of those last 12 months, which confirm those trends, especially the fact that we are going to enter into what I call hypercycle of demand comparable to the '50s and '70s. It's not going to last 20 years, but probably 30 years. So it's a boom in the electrification business. And those needs for electrification are now an emergency for our planet. We should have that in our mind. So let's look together by sector why it is so urgent. In the field of generation, we must move towards 0 emission to combat global warming through the acceleration of renewable energies. The market for offshore wind farms, for instance, will increase by a factor of 2.5% over the next 10 years, mainly in Europe and in the U.S. And as we said some time ago, we have just opened the single factory, the only factory producing subsea high-voltage cable for those -- the wind farm. And the same trend, same reason for transmission. The areas where the renewable energy is deployed, locations where we have wind farms and solar panels, they are in windy area, and those areas are rarely densely populated areas where the electricity needs are. And because of this, in the 10 years to come, we will install almost 72,000 kilometers of high-voltage cables. For distribution, and Christopher said it, the networks in Europe and in North America and in South America are more than 40 years old, between 40 and 60 years old, and they must be replaced. If we do not replace them, there is a risk of blackouts in our large cities. And of course, not to mention the reinforcement of the networks in order to incorporate the renewable energies, which force us to have smart grid networks because the renewable energy by nature, there is much more within the networks. And usage. When we'll have to deal with the risk and with -- you may not know this but there is a fire breaking out every 2 minutes in Europe because of an electric origin. So the future, based is on the buildings and renovations, rely in the more sophisticated cabling systems in order to protect people and property. So everywhere in the world, all over the world, these emergencies are manifesting themselves in large-scale movements, and let's take 2 examples. The first one, and you'll find it here on this slide. You have this photograph. It was published in May 2021, only a year ago, of all offshore wind farm projects in the U.S. And you see the magnitude or the extent of the movement of the trend. And of course, we are lucky because we anticipated on this trend, and we are lucky to have this factory in Charleston. You see the loading of the first cable. It was done a few weeks ago on our cable-laying vessel, Aurora. Another example in South America, where we have just acquired Centelsa, as Christopher mentioned it. And here, you have the solid market booming. The production capacities will more than double in 5 years. And some time ago, we were awarded a wonderful contract. I'm not going to pronounce it. And 840 kilometers of cables are going to be produced by our site in Chile and Peru. And in this segment, like in other segments, Nexans is positioning itself as a complete service provider. We were awarded recently a wind farm contract in Sicily. We laid the cables, but also the accessories, and we offered an engineering system and service. We calculated and proposed for the developer the cabling system, the way to install it, and we also provided them with a training solution, training for the people who are going to install the cables. It is urgent, of course, if you want to take up this climate challenge. As Christopher said in his introduction, we are facing 2 significant challenges. The first one is the fact that nonferrous metals are becoming scarce. And the same challenge is the imperative need for recycling. So copper is getting quite scarce. Let me give you a few figures. In 1995, the world consumed 9 million tons of copper. 25 years later, 21 million versus 9 million. But in just 10 years' time, we will already be at 35 million tons. We have simulated this development on the basis of the cable businesses consuming a lot of copper, of course, and on the basis of the deployment of electric vehicles, which they will consume copper. And this simulation was confirmed by various international organizations. Nexans has decided to verticalize its metallurgy. We announced it to you last year during the general meeting. And like the other major players in the market, this strategic decision give us a benefit because we have a continuous casting sites. We take copper casters and we produce froth out of that, and it's for our cable factories. And we have those metallurgy assets in Europe, in North America and in South America. We have direct access to the copper producers and therefore, we can control our supply chain. And we -- it is under control from the production right up to the delivery to the customers. But Nexans is also positioning itself in the recycling chain. It is absolutely essential, as I said, because of the challenge. So we are positioning as an innovative player in this recycling chain. Of course, we recycle waste, the production waste, but we also work with some of our customers in order to collect on their site their waste, and we reincorporate their waste in our production chain, thanks to those continuous casting sites and leaving us to reprocess copper. And in Europe, we also established partnerships. We specialize in companies like the Suez Company. And as a leader, we play a role in eco-organizations as we've just done in France with the eco-organization, Valobat. Nexans, therefore, is perfectly positioned to manage this risk of scarcity, shortage and is already involved in recycling solutions. I would like to thank you for your attention.

Christopher Guérin

executive
#8

Thank you, Vincent. As you saw, so there are many risks, especially for raw materials. I would like to come back very briefly because I will be helped by video explaining to you what we are doing on our new E3 performance model. E3, why? For 3 key words, the economic dimension, of course, we are a listed company. We generate profits. We have to generate profits. The second E is for environment. We make sure that we make profits, but not to the detriment of environment. And the third E is the social dimension, engagement, commitment. And our objective, we've been thinking for 2 years, we interviewed a lot of listed companies to see how they put environments in their daily lives and commitments, and we decided to set up our own model because we couldn't find a lot of sources of inspiration outside. And the objective is to give new tools to our managers to make sure that the deployment of this process, that we can work virtuously and that we -- all those 3 keywords can work hand in hand and we work on the basis of our results. And our activity is generating a lot of profits in the last few years. They are not only positive from a purely financial point of view, if you look at the environmental indicators, they are extremely virtuous as well. And if you look at the social aspects, a very low level of absenteeism, a higher level of diversity, a lot of women among managers. So therefore, we see that there is a correlation between those 3 factors, and this is equal to a good management. Whereas when we look at the businesses that are suffering from a financial point of view, in the last few years, we have offset them, of course. The environmental indicators were a real disaster. They were called polluters of Nexans. So we really worked at them. And we realized as well that the social indicators were quite low, very low level of diversity, a high level of absenteeism and the number of women among managers are very low. So we decided to gather the best practices of our company through its diversity and the quality of its management, and we put into place this new performance model, and we are going to explain to you in English with French subtitles. In this video, we explain the first sequence of implementation, and this plan started already 6 months ago. [Presentation]

Christopher Guérin

executive
#9

It's a bit technical, but the objective is to train our managers today and tomorrow so that they better understand the company's performance, but it should be holistic with the economic, environmental and social dimensions. That's -- this performance model, we want to deploy it throughout the world. And we are also working with a lot of ATC and Harvard professors to make this tool even more sophisticated and efficient that it can be useful to other companies as well. We work a lot on value more than the volume. The growth of Nexans will come from the value and the value comes from our innovation, services and solutions, refocusing on more selectivity of customers and products, and it's a pleasure for me to call Elyette here to the podium. She has joined the COMEX just a few months ago, and she is in charge of Marketing and Communication.

Elyette Roux

executive
#10

Good afternoon to you all, ladies and gentlemen, our dear shareholders. I'm delighted to be with you here to talk about this topic dear to our heart. I would like to address with you why and how can we increase innovation from products to solutions for our customers. Why is it essential to do that? As you know, we cannot avoid the change in our customer expectations. This change had already happened in the automotive sector in the last 10 years, our OEMs used to sell parts and components 10 years ago and now they sell complete turnkey solutions. It is as well of the telco world and the consumer electronics. All companies had to reinvent themselves at some point if they are not to disappear. You heard it before, we carried out hundreds of interviews in 2020, confirming that the time has come for cable and the way our business to evolve because our customers are moving up the value chain and they need us, they need us to keep up with their expectations by providing not just cable accessories, but also solutions, systems and services. But one thing that's important for us is when one of our platinum customers told us you need to accelerate this transition to interconnected solutions. We need you, Nexans, to solve our constraints, solve our problems and we need you to better understand our future needs. So that was a strong statement, and we are working at this. We have been working on it with our transformation over the last 3 years. Nexans is very well positioned to develop in the field of electrical distribution, for instance. As was mentioned earlier, we are going from being a cable supplier to a solution provider. In the context of an exponential demand in electrification, we are now faced with an aging electric grid. The European and American networks are among the oldest. They have far exceeded their lifespan. This means that they are increasingly vulnerable and there are risks of outages, of blackouts, as mentioned earlier on. This is the challenge that is facing industrial nations today and for some years to come. All the investments needed for electrical networks, for grids, to renovate them, to improve them and to operate them require not only cables, but also accessories and, above all, innovative ideas, intelligent solutions and rapid execution. Today, we offer several electrification solutions such as superconductivity, the assessment and management of power grid assets and also what is very important based on the Internet of Things, with the connected reels, which I will talk to you about in a moment. We announced in February at our presentation of annual results a new innovation, ULTRACKER. It's an end-to-end augmented supply chain solution to support our customers through the Internet of Things, turning our product into an intelligent solution with active rather than passive components. For example, today, we have 17,000 connected reels, and our ambition is to reach 100,000 connected objects by 2024. This ULTRACKER innovation covers the 4 key stages of an entire value chain or supply chain from procurement to inventory and delivery to asset geo-location. And by adopting this, customers also protect their assets because the cables are very important assets for them. And I'll now hand the floor to Jean Mouton.

Jean Mouton

executive
#11

Thank you, Elyette. I would like to invite Marc Grynberg, Director, member of the Strategic and Sustainable Development Committee and our Climate Director to join us on stage.

Marc Grynberg

executive
#12

Ladies and gentlemen, dear shareholders, hello. I'm delighted to have this opportunity to talk about the role of the Climate Director that has been entrusted to me by the Board recently. I would like to insist that this choice by the Board of creating this position of Climate Director in charge of climate issues and environmental issues really underscores or proves the commitment of Nexans to pursue an ambitious road map when it comes to climate change and to use to its best knowledge its resources and its human capital to be able to address the challenge of climate change. You saw just a moment ago through the presentation on the performance model, E3, that the climate issues are an integral part of the decision-making when it comes to operations within Nexans and the decision-making approach of the company. And the Climate Director's position is to promote, facilitate the -- taking into account environmental and climate issues generally when it comes to decision-making in this in terms of strategy. Now we're not going to replace the work that is done and has been done for some time by the management and by the Board. And I would like to add that the strategy and the Sustainable Development Committee regularly look at climate issues and environmental issues. But this is extremely complex matter which includes technological aspects, regulatory matters, but also strategic considerations. And the new role within the context, the new role as a Climate Director, I have the opportunity working closely with the management teams and to prepare as best as possible to address the environment or climate issues and discuss with the different committees and with the Board. I have to take up these challenges. To give you an example, in the recent weeks, we looked at depth at matters such as the impact of the new European taxonomy. We looked in detail at the road map -- in detail the road map, the Nexans road map to reduce CO2 greenhouse gas emissions, and we looked more in detail at recycling issues. Vincent, just earlier, had talked about recycling in -- with the verification of raw materials, which is important strategically, but there is also the issue of the climate because the units and recycled metal have a CO2 and environmental footprint, which is much lower than the environment footprint of units and metal when they are produced from the mineral ore. Now just to give you a few ideas, examples of what is on our agenda, which I will work on in greater detail with the management teams and with the Strategy and Sustainable Development Committee. And next year, at the General Shareholders Meeting, I will present you more concrete information concerning the work -- this ongoing work.

Jean Mouton

executive
#13

Thank you very much, Marc. This is a major topic. Thank you very much for taking on this position. I'm going to invite Anne Lebel, who is an Independent Lead Director, who is also the President -- Chair of the Remuneration Committee to talk to us about Nexans' governance to present the candidates for the Board of Directors and the resolutions considered by the committees.

Anne Lebel

executive
#14

Thank you, Jean. Ladies and gentlemen, dear shareholders, as Jean just said, I'm going to present a summary of the work of the nominations and governance and remuneration committees and the resolutions in the -- regarding these different topics, the different topics that you will vote on later on today. Now to start, here is the composition of the Board of Directors. Its composition, as you can see, is balanced. Within this Board of Directors, we aim to strengthen diversity and complementarity of skills to maintain a diversity of ages, nationalities, international experience and a balanced representation between women and men. We introduced a new role for the Climate Environmental Officer. This position was entrusted to Marc Grynberg, who just presented to you the tasks entrusted to him. We also have had the resignation of Kathleen Wantz-O'Rourke. We have started selection process for her succession, which started in May 2021. We detailed the profile where it came to digital transformation knowledge of our industry and energy, international experience and possibly an experience in terms of governance. So we worked with the help of a recruitment agency, and that enabled the Nominations Committee to make a recommendation to the Board. And we selected Laura Bernardelli, whose candidacy as Independent Director is submitted for your approval. Laura joined us as Nonvoting Director from 30th of September 2021, and participated in the meetings of the Audit, Accounts and Risk Committee. I'd like to talk about a number of aspects regarding independence within our Board. We are in total compliance with the AFEP-MEDEF Code since we have an independence rate of more than 63.6% with an Independent Chairman and an Independent Lead Director. And we have a balanced stakeholder representation with 4 directors representing major shareholders, an employee shareholder and 2 employees representing the Nexans employees. For many years now, the functions of Chairman and Chief Executive Officer have been separated and all strategic decisions, I should say, projects of more than EUR 50 million are submitted to the Board for approval. I'd like to say a few words concerning the different tasks to be taken up by the Independent Lead Director, so be a contact point for Independent Directors and to organize meetings of Independent Directors, review of the agendas of the Board meetings as part of the job in collaboration with the Chairman, and may propose additional items on the agenda. This Director can ask the Chairman to convene a council and presides over meetings in the absence of the Chairman. Concerning 2021 activities, we had 2 executive sessions without the President, Managing Director and management. This was a free exchange for improvement of operations and support for management on a number of key issues. We also held 1 meeting of Independent Directors, and this was to talk about Board -- the way the Board functions and development of governance. We conducted a number of individual interviews with selected directors and participated in an ESG road show with a dozen investors and proxy advisers. So now to talk about the activities of our committees. We have 4 very active committees. They are made up of the -- their composition and their activities are presented here and are detailed in the URD. I'd like to say that the way these committees function is regularly appraised, on an annual basis. Now in accordance with AFEP-MEDEF Code, the Audit, Accounts and Risk Committee, the Nominations and Governance Committee and the Remuneration Committee are composed of a majority of Independent Directors, 3 of our committees are chaired by women.

Jean Mouton

executive
#15

Now I'd like to turn to the mandates to be presented to this meeting. So we propose to renew the mandate of Anne Lebel as Independent Director. Anne is Director of Human Resources and member of the Executive Committee of CapGemini. She is an important contributor to the work of the Board. She brings us her expertise in the areas of human resources, governance and corporate culture. And she shares with us her extensive experience as an executive of leading international-listed company. She has been a Director of Nexans for 4 years, and an independent Lead Director for 3 years. She is also Chairwoman of the Nomination and Corporate Governance Committee and Chairman of the Remuneration Committee. If you approve her nomination, Anne will be reappointed in these different functions.

Anne Lebel

executive
#16

Thank you, Jean, and I will be delighted to continue to contribute -- make my contribution to the development of Nexans. We submit for your vote the appointment of a new Independent Director to succeed Kathleen Wantz-O'Rourke for a term of office of 4 years. Subject to her appointment, Laura Bernardelli would also be appointed Chair of the Audit, Accounts and Risk Committee. And I suggest we watch together the video presenting Laura Bernardelli.

Laura Bernardelli

executive
#17

My name is Laura Bernardelli. I'm the Group Chief Financial Officer of Coesia, a global leader in industrial and packaging solutions headquartered in Italy. I'm Italian. I graduated in Business Administration in my country, where I also started my professional career before moving abroad for almost 10 years, living and working in the United States, Switzerland and France. I spent all my career working for global companies such as General Electric, Fiat Chrysler, ITT Corporation, Schneider Electric, Datalogic. And working for different large global corporation, I had the opportunity to develop as finance professional covering multiple roles of increased responsibility, ranging from business partnership, accounting, internal control, tax, investor relations. And as I wanted to make a broader business impact as finance leader, I also decided to experience specific role in strategy and M&A, and I led several transformation programs, including the reorganization of the European operation of a EUR 4 billion revenue company. Nexans is a global leader in the transforming space of energy. The company has definitely amazing technological and manufacturing capabilities, still playing in a highly competitive and challenging environment. This puts 3 key themes at the top of the strategic agenda of the company, which are growth, efficiency and of course, sustainability. I personally believe that the strategic plan of Nexans is clear and well-defined. As I'm equally convinced that the recent success of Nexans are also witnessing the ability and commitment of the management and the Board to keep transforming the company for sustainable profitable growth. I would be honored and excited to work with the management team of Nexans and the Board to contribute to the future success of the company, and with that, to be part of the global transformation challenge, which is going to shape the future of our planet. I think I can bring more than 20 years of experience as finance and transformation and strategy leader in very diverse industries, but most of them at the very core of today's energy transition, such as energy management, automotive, water and last but not least, oil and gas. I can also bring the experience of the multicultural environment I've been working and living throughout my career, and the active participation in several diversity and inclusion Boards.

Anne Lebel

executive
#18

Let's now turn to the subject of remuneration of corporate officers. And to start with the Resolution 6, 7, 8 concerning remuneration 2021. All of these elements were presented in detail there in the documents. The remuneration of the Chairman of the Board is submitted to your vote on Resolution 7, that of the CEO in Resolution 8. And as for the administrators, I'll start with that. That is Resolution #6. You have the details. The annual amount is set at EUR 650,000 as of financial year beginning 1st January 2012 and has remained unchanged since then. The distribution rules are detailed in the universal registration document. They include a fixed portion and a preponderant proportion linked to attendance at Board and committee meetings as recommended by the AFEP-MEDEF Code. Now the distribution here reflects the 8 Board meetings and the 23 committee meetings held in 2021. Now concerning the remuneration of the Chairman of the Board, it's set at EUR 250,000 per year, as of the appointment of Jean Mouton as Chairman of the Board of Directors. The remuneration of the Chairman of the Board has not changed since 2016. This amount constitutes the total remuneration of Jean Mouton for his mandate. He does not receive remuneration as Director, no variable remuneration, no short-term or long-term remuneration and no other benefits. Concerning the remuneration of the General Manager for 2021. This is Resolution 8 that you will vote on. We had reviewed the fixed or revised the fixed remuneration in 2021. This was approved by the General Meeting of Shareholders in 2021, in line with the remuneration policy -- compensation benefit policy providing for a revision only every 3 years. This fixed amount was set at EUR 750,000. I would like to underline the good performance of the Chief Executive Officer for the financial year 2021. It is reflected in variable remuneration of EUR 1,048,000 in accordance with the remuneration structure as described in the remuneration policy. The compensation benefit policy is 60% collective and financial objectives, 40% individual objectives. The collective share was based on 3 criteria: EBITDA, return on capital employed and free cash flow, all of which performed very well in 2021, as Jean-Christophe presented to you. Criteria for the individual part were related to the implementation of the new strategic chapter for 25%; the deployment and supervision of projects to improve operational efficiency, monitoring and control of related costs, 25%; the deployment of the new group purpose or raison d’être, the implementation of new values and behaviors role model, the strategic management of talent and diversity policy, 25%; and deployment of CSR with the further rollout of CSR scorecard for 25%. To this variable remuneration, there is an allocation of shares and there are 2 plans, as voted by the general meeting in 2021. First, performance share plan, which is a conventional one, subject to the long-term performance of the company, 20,000 shares will be awarded, subject to demand in the stock market, economic and the performance of our CSR policy measured over 3 years. And for the second plan is specific performance share plan linked to the strategic plan as approved by the general meeting of the 12th of May 2021 and allocation of 11,000 shares, also subject to demand in performance shares linked to the achievement of this plan. The other elements related to the remuneration of our CEO are also presented here with a certain number of commitments and of mandates indemnity and noncompetition growth, defined contribution pension plan, unemployment insurance and health and provision scheme. Let us now turn to the remuneration policy for 2022 for the corporate officers. Resolutions 9 and 10 for the remuneration of Directors and the Chair of the Board. Resolution #9, just to increase the yearly envelope of Directors from EUR 650,000 to EUR 750,000. It's a maximum envelop. We carried out a comparative analysis among 12 comparable companies, highlighting that the overall remuneration of the members of the Board is lower than the average amount of the members of Board of the panel. And the number of meetings has increased significantly for the Board of Directors and the committees. With this increase, we'll introduce new distribution rules to encourage even further the attendance at the Board and committee meetings. And the attendance-related portion would increase from EUR 3,000 to EUR 3,500 per Board and committee meeting. And the annual attendance-related portion will be revised upwards, plus EUR 3,000 for Board attendance plus EUR 5,000 for committee attendance. Resolution #10 concerns the remuneration of 2022 of the Chairman of the Board, and we propose to increase it as well. We propose to increase it from EUR 250,000 to EUR 320,000. Here are some explanations for that. First, Jean Mouton's commitment to the excellent functioning of the Board of Directors for the benefit of the group's governance, it's an important asset for Nexans. As I indicated, the number of the Board and committee meetings has increased significantly in recent years. Jean Mouton, in addition to his regular supervision of the Board's operations, regularly attends all committee meetings as well as the biannual executive sessions, the meetings of the Independent Directors and the ESG road shows with the management of the company. The evaluation of the Board carried out in early 2022 also shows that the role of the Chairman is praised by the Directors and his personal investment in the Board is considered as extremely positive. From the factual point of view, a study carried out by the consultancy with Willis Towers on the remuneration of Nonexecutive Chairman for comparable SBF 120 companies indicates that the fixed remuneration of the Chairman is, to date, below the median value of EUR 300,000. A further benchmark by an additional survey, an independent consultancy, Korn Ferry, is consistent with results. And furthermore, the fixed remuneration of the Chairman of the Board of Nexans has not changed since 2016, as I mentioned previously. I now come to Resolution 11. The remuneration policy of the Managing Director for 2022. As I said previously, fixed remuneration was reviewed in 2021 for 3 years, so it remains unchanged in 2022. Of course, let's make sure it is comparable. And our reference panel is made up of companies like Alstom, Arkema, BIC, SEB, Imerys, Ingenico, Legrand, Plastic Omnium, Rexel, Somfy, SPIE, Valeo and Vallourec. No change as to the structure of the variable remuneration of our Managing Director for 2022. It may range from 100% to 150% of the fixed remuneration, based 60% on collective objectives and 40% on individual objectives, and 50% of which correspond to ESG criteria. No change as to the long-term performance share remuneration, it is capped at 130% of the remuneration. The commitments made for the benefit of the Managing Director as follows the noncompetition clause termination indemnity with respect to the 2-year ceiling of fixed and variable compensation recommended by the AFEP-MEDEF Code, the health and welfare scheme and insurance against the risk of job loss, no change from that point of view either. Finally, the last 2 resolutions for remuneration, Resolutions 15 and 16 dealing with the long-term remuneration policy. We ask for your vote on the performance share envelope so Resolution 15 on the long-term incentive plan for executives, it's the performance shares. And for Resolution #16, that's the free share envelope for high potential executives for 50,000 shares. No change in these 2 approaches. Except for one notable change compared to the long-term remuneration policy of the previous years, there will be no acquisition of shares, no vesting of shares under the stock market performance condition when Nexans' TSR performance is below the TSR performance of the reference panel. This is the modification we introduced this year. This is over as to the presentation on the resolution on governance and remuneration. Thank you.

Jean Mouton

executive
#19

Thank you, Anne. I would like to ask the statutory auditors to present the summaries of the report. And I'm going to give the floor to PricewaterhouseCoopers representing the college to present their reports to the meeting.

Edouard Demarcq

attendee
#20

Yes, good afternoon to you all, ladies and gentlemen. On behalf of the statutory auditors, Mazars and PricewaterhouseCoopers, we're going to introduce you very briefly to the reports issued for the financial year 2021. As usual, I'm going to summarize the main conclusions of the reports. They are at your disposal, are there in the universal registration documents on the pages, on this slide or in the notice of meeting. 6 issues, 3 for the ordinary general meeting, 3 for the extraordinary. First report, ordinary general meeting, reports on the consolidated accounts. We certified the consolidated accounts of Nexans without any observations and reservations. We highlighted 4 key points of the audit regarding the accounting of goods and services, long-term contracts, disputes and investigations at the competition level, assessment of goodwill and the tangible and intangible fixed assets and the assessment of the deferred tax assets. And for the first time -- the company did it on a voluntary basis last year, but now it has become a compulsory. We checked the format of the report as if that's the electronic information format in Europe. Last point regarding the consolidated financial statements, we checked the presence of nonfinancial performance statements. Our second report is the one for the corporate financial statements presented by Jean-Christophe previously. We issued a report without any reservations on the Nexans S.A. accounts and assessment on the shares and one on investigations and disputes. We also reviewed in details the elements on the management report and the government's report and no specific comments. And we also tested the exactness and sincerity of information delivered in line with the code of commerce on the compensation and benefits paid to corporate officers and on the commitments made in their favor. Third report on the ordinary meeting, our special report on related-party agreements. This report has an objective to communicate the characteristics and modalities and the reasons justifying the interest for the company of those related-party agreements we would have been informed or discovered during our mission. No new agreement was authorized or executed during the year. Two related-party agreements which existed were continued, one with Nexans, one with BP financing. We carried out this diligence work on these related-party agreements, and we have no special comments to issue here. Let me turn to the extraordinary general meeting now. The resolutions are presented to you, the fourth -- between 14 and 16, and you have to vote on those resolutions. On the capital reduction, the reduction in capital, the granting of performance shares and free shares, we issued reports within the framework of the authorization delegations he gave to the Board of Directors to proceed to these operations. And to summarize, we have no comments to make on the terms and conditions of the proposed transactions proposed by the Board of Directors. Thank you very much.

Jean Mouton

executive
#21

I would like to thank you. Let's move on now to open up the Q&A session. We'll start with the written questions received by the company. We will then answer the questions from the room and the questions received live on the Internet. In the room, I invite you to ask your questions using the microphone that will be given to you by our hostesses and remind you that only shareholders can ask questions, and we will answer questions concerning the agenda of this meeting. And please introduce yourselves before asking your questions. But first of all, the written questions. Received -- 1 question received from [ Mr. Belliston ], a registered shareholder, are as follows. First, what is the annual cost of the service provided by Societe Generale for the management of pure registered shareholders' shares? Second question, after having noticed that the e-statement box has been ticked in my share inbox space without my having asked for it, Societe Generale replied to me about 10 days later, saying we would like to inform you that some issuing companies have requested that statements be activated for the account holders. This opt-in request has not been made by our services. Question, does Nexans confirm that it has requested the e-statements for registered shareholders be activated by default?

Antonino Cusimano

executive
#22

Those questions are not really relevant to the agenda of this assembly, but we're going to answer them very briefly. The answer is that the cost of the association services for registered shareholders is 0 with the exception of brokerage fees incurred when buying or selling shares. For Nexans, the cost of the registrar's service varies according to the number of shareholders and the number of and type of transactions carried out during the year. For the second question, for environmental reasons, we are in favor of dematerialization of statements. However, if the e-statement box has been ticked in our share inbox space, you can change this option easily and at any time. You can contact Societe Generale directly to help you with this process. Thank you.

Jean Mouton

executive
#23

Gentleman?

Unknown Shareholder

shareholder
#24

Yes. I have a question with regard to the dividend. In the last 5 years, the dividend distributed is above the net income of the company. I wonder about the consequence in the long term if you continue this policy, what would be the consequence for the company to pay out a dividend above the net income?

Jean-Christophe Juillard

executive
#25

We are committed to paying out growing dividend in our strategic plan. Our results are growing year-on-year, and therefore, the dividend is growing. In 2022, we are in a situation whereby because of the dividend, which is going to be rather experiencing a strong growth versus the previous years. These -- in 2022, well, because we have major investments in 2022, we're going to increase slightly our net debt. But our generation of cash flow and our net income are going to grow very significantly from 2023 when the investment plan and our transformation will fully reap the fruits and therefore, we are -- we have full confidence in the fact that the dividend will not be above the net income in the years to come. 2022 is a specific year.

Unknown Shareholder

shareholder
#26

As I entered, I wanted to have the registration document and the -- I was told it was just on the tablets. And on the tablet, there is only 1 page with the key figures. And the net income per share is lower than the dividends paid out in this since 2017.

Jean-Christophe Juillard

executive
#27

2018, I was not in the company. What I can tell you is that I can only talk from the transformation of 2019-2020 years put aside. And I can confirm you that the results in the future will allow us to pay out dividends above the net income. That's what I can tell you, and I can commit myself to it.

Christopher Guérin

executive
#28

Let me say a few words on this question, on the strategic side because I was a part of the company at that time. And the way we are working on the results of the company is completely different from what they used to do in 2014 or '17. There were a lot of factors generating a good or a bad year. And our investors, our main investors explained that our results were ups and downs. We had a very good year, then an average year, then a year having a profit warning. We listen to our investors. We took stock of the situation, and we reviewed the last 10 years between 2008 and 2018 with ups and downs. We lost a lot of investments during this period. And the challenge for Nexans is to work on the transformation from a structural point of view to make sure that we put aside rather major projects in terms of revenues or markets which were extremely consuming cable volumes. We put them aside just for questions of value and levels of profitability as we are becoming more and more selective, and that's how we can improve our profits regularly. That's why we are not hyperpositive as to our future results. But from the structural point of view, there is a really change in the way we manage the results of the company. And this is why even in some region, they mentioned the word recession, we think that we will be up to our results. Any question there?

Unknown Shareholder

shareholder
#29

[ Dominic Sevan ], a prospection expert. I wanted to come back to the resource and the concerns you have to make sure that you secure these copper and raw materials. You talked of vertical integration, but this vertical industrial integration, what is your power -- your -- the influence you may exert on the copper producers and the contacts you have with the mines so that you can improve your capacity to have access to the resource at a competitive price? And can you imagine to go up this power -- supply chain to have access to the copper resource in taking shares in mines where we would invent a new job, let's say, to look for copper? And as for recycling, I understood as well that here again, you have the -- you would like to go -- to move up the ladder upstream to be able to collect with other partners as well and to have access to the urban resource this time of the urban resource of copper. My question is, is it in your interest to move up the ladder by 1 notch?

Christopher Guérin

executive
#30

Thank you very much. It's a highly strategic question. As we mentioned, everything underlying electricity worldwide was based between 1950 and 1970. So between 1950 and 1970, the world has invested for the generation of electricity, about 70% dependent on oil. In France, we depend on the nuclear power. And the electric grids built worldwide, especially in Europe, North America and South America, those grids are rather old and 50 years old and were built during this period of time. So why do we believe that there will be no crisis for demand? Since you are a prospection expert, we enter into a hypercycle of demand. Why are we saying that? Because we think that the next 30 years are big low use years because we need to replace the fossil energy by renewable energies. The offshore wind farms did not exist some decades ago. The world is going to deploy 200 gigawatts power. 1 gigawatt of power is equivalent to a nuclear reactor. This market for us represent -- will represent from the 2023, 2024, EUR 4 billion of new market -- potential markets, so the new markets that are emerging with renewable energies and there have been the renewal of the electric grids throughout the world. So what is happening, in fact, to use an expression used in France, we have everything at the same time. That is to say, all the countries in the world and all the nations in the world will now modernize, have decided to modify and modernize and to strengthen their grids. You have the development of electrification with electric heating and electric mobility. This would be good for the planet and the renewal of -- or then the arrival of renewable energies will mean a lot of intermittence on the grids. And since the grids are more than 50 years old, we have to renew them. So there's very strong demand throughout the world. Why all at the same time? Well, because unfortunately, we've been underinvesting for 20 years in energy, which was not the case in telecoms. In telecoms, if you've seen, they demand -- dismantled throughout the world, all the old copper networks to replace them with optic -- fiber optic cable. And this movement enabled us to go from 2G, 3G, 4G, and now we're moving on to 5G enabled us to do all this virtual conferences during the last 2 years. Now all this work has not been done at the same scale for the electric grid. So if I give you the image, to use the metaphor with the telecom networks for the electricity network, we are complete -- not at all in the same situation. Europe and Latin America is beginning to modernize at the same time. There won't be a crisis. But there will be a structural demand that's going to last for the next 20 years for the ecosystem of electrification. And then why not double capacity? You have no debt. You have a lot of cash. Double your capacity. And the answer I gave to investors was you mustn't gear things for the future demand, but on offer of raw materials because the bottleneck will come when it comes to conductors. There are 3 conductors, that's gold. We haven't been asked to make gold cable so far. The second one is copper. The third one is aluminum. Now for copper, if -- you've seen the figures and how they've evolved. And in the 2, 3 coming years, there's a risk of a shortage of copper because there's very strong demand for electrification in the world. And to answer your question precisely, the objective of Nexans is not to go upstream. We have an asset because we have our own constant casting -- continuous casting facilities. And we will have an Investor Day for a visit of one of our major plants in Lens in the north of France, which is quite unique in the world. It enables us to have this vertical integration. We receive the cathodes from around the world, and we have this furnace that enabled us to smelt the copper. So we will not take shares in mining companies. But as we are one of the first companies of these mining companies, we have long-term contracts, more than 5 years, that -- which enable us to have privileged access to materials as a privileged customer. It doesn't incur extra cost because the values are regulated or the costs are regulated at the London, Chicago and Shanghai Stock Exchanges. We follow the price of copper on a daily basis. So to answer your question concerning recycling. Sorry, been very long in my answer, but a strategic question. Yes, we are going to reinvest in recycling. When we talk about mining, we talk to a mining company, say, "I need more copper," they answer, "Well, unfortunately, the mines that we were using over the last 15 years, they're being shut down because we're already digging 1 mile down. We're going to open new mines but just to remain at the same level of production, the extraction as the last 5 years. So the next 8 years, we'll have the same productivity. So the only solution to generate growth will only be through recycling. And that's where Nexans is going to continue to invest because our continuing casting in Lens and Montreal and in Latin America are capable of mixing new copper with recycled copper and to increase our production capacity. So it is in recycling we're going to invest and to build recycling ecosystems of larger scale for the future. Because when we start to dismantle the networks, the grids in the different cities, we are sitting on urban mines. There are kilometers of cable underground in the different cities in France, for instance. So with the copper and aluminum, these are recyclable as many times as you wish, and so we have to work on these different ecosystems. And this is one of the topics that Marc Grynberg is going to talk to you about next year, to talk about -- tell you about the progress we will have made in that area. But it is a vast topic.

Unknown Shareholder

shareholder
#31

I didn't ask the question so much. I was looking -- I wasn't talking about the consolidated accounts. I was looking at the wrong figures, the wrong numbers, so I withdraw my question.

Christopher Guérin

executive
#32

Any other questions?

Unknown Shareholder

shareholder
#33

[ Vincent Casgillon from Milaco ]. Well done for your results, excellent. I was wondering if you're going to do some share buybacks. And also what is your business activity share in China? And if you intend to increase it?

Jean-Christophe Juillard

executive
#34

Share buybacks we do regularly within the framework for incentive plans -- within the framework of incentive plans for the Nexans teams, staff, and this is regularly approved by the shareholders' meeting. Over and beyond that, we haven't decided to do any more buyback schemes. We have a plan, as you know, which is ambitious and which we believe in greatly, to develop electrification and to buy assets in electrification. We believe the use of our cash will be better -- used better for developing our strategy, so new operations apart from those that have already been approved.

Christopher Guérin

executive
#35

Now the second part of the question, we have plants in China. We have 1 plant that covers the railway industry that has been in activity for 10 years. It also caters for the aeronautics industry. Another one that has -- also for the electrification sector.

Unknown Shareholder

shareholder
#36

Several questions. So first, concerning what you're saying about the recycling of copper. You made a comparison with the telecoms, with telephone. There is a completely different technology. We go from copper to fiber. It's not the case with electricity. We're going to remain with copper. So why regenerate these networks?

Christopher Guérin

executive
#37

I'll take them. Now fiber optic indeed, you're talking about silicium. There is no shortage of material as such. But there is a question of offer and supply and demand. In 2018, when China accelerated its deployment of fiber optics, they absorbed 60% of global production of fiber in under 8 months. And in Europe and U.S. couldn't find any cable, so shortages can be not just in -- based on the lack of reserves, but also certain countries don't want to deploy or to use up raw materials. So copper presents a resource problem. There are many reserves that aren't exploited around the world. But those reserves are very costly in terms of extraction and also incur high environmental costs. And that's why there is a risk of shortage in the short or medium term. So why is it necessary to rebuild the electric grid? Two reasons. Well, it's like telecom network. It's a question of capacity of broadband in telecom. The world needs more and more electricity, the consumption of world electricity will grow by 40%. The cables that were installed in 1950 today, their shelf life was only of 30 years. They're at 20 years. So we have more and more shortage or outages because of this problem of the network.

Unknown Shareholder

shareholder
#38

Now your question concerning working capital requirement, because it had a significant impact on the results of the company. I would like to know what -- how you reduced the working capital requirement and to obtain better results?

Jean-Christophe Juillard

executive
#39

That was really at the heart of our 2020 -- 2019, 2020, 2021 transformation with the SHIFT program. Rather than serve everyone, all our products, 17,000 customers, which was the customer base that we had in 2019, in 2020, we decided through the SHIFT program to categorize them and to select them and to serve the best customers and to select, in our plants, the best products. When I say best products, streamlining and to work on the value chain, which means that we go from 17,000 customers to 4,000 customers over a 3-year period, maintain the same sales, same revenue with a decomplexification within our plants and within our manufacturing facilities. This enabled us to reduce the number of SKUs and to select the best customers and to reduce considerably our working capital requirement by reducing our inventory principally. This was really the heart of where the executive committee of the group managed during the pandemic. The pandemic in 2020 was an accelerator. We were afraid that the crisis -- the health crisis should become a financial crisis, the crisis on the capital markets. And our prime objective was to protect our cash flow, our liquidity and to be as efficient as possible. Why? The reason why for this accelerated rationalization. We reduced our capital requirement and generated as much cash, and we maintained, in 2021, a selective approach regarding our products and customers enabled us to decide how we would recover with the economy and to keep very low ratios.

Christopher Guérin

executive
#40

Could I reformulate your answer that through the selectivity, you improve your -- the inventory management of the inventory. And we go to 70,000 to 4,000 customers, good for upside risk. But since we are working on cable with very high capitalistic sector, what -- it might seem illogical to reduce. But more customers, more products means more complexity and it means less cash if I had to simplify it. And since we realized that in 2019, these 4,000 customers represent 90% of our revenue and during the COVID period, when our activities were at 85% of the nominal production rate, we realized that the cash generation was much better and its management of inventory and of stocks has been very important. And that is why we're confident to be able to keep this working capital requirement under 6%.

Unknown Shareholder

shareholder
#41

May I ask another question? The question regarding the ESG program. Often, during the general meetings and in the reports, we see objectives regarding Scope 1, 2 and 3, whereas here have not seen any objectives in terms of figures. Do you have them somewhere?

Anne Lebel

executive
#42

Yes, it's with the CSR project, over 46% of CO2 reduction, it is written in our universal registration document.

Unknown Shareholder

shareholder
#43

Another question regarding the remuneration policy. You talked of contribution to define a benefit contribution, EUR 300,000. Does it take into account the neutral taxation or not?

Anne Lebel

executive
#44

No. The answer is no. There is no tax neutrality. Another question in the room?

Unknown Shareholder

shareholder
#45

I just wanted to come back to China. It's quite topical. Do you contemplate increasing your investments in China and your market share? And how do you contemplate your activities in China given the current context?

Christopher Guérin

executive
#46

Well, the future of China, if I take again the example with the offshore wind farms and the 200 gigawatts, it's 90 gigawatts in Europe, 30 gigawatts in the U.S. and 50 in China. China announced its carbon neutrality by 2016. China and the States are rather lagging behind schedule in terms of CO2 footprint. They are making therefore, huge investments on renewable energies, and we want to follow them. Yes, of course, our presence in China will be strengthened. This way -- this being said, we are vigilant, of course. The country is -- now has a lot of lockdowns. So we'll be vigilant and we'll pay attention to the economic development of the country in the years to come. The desire of Nexans is to continue investing and making acquisitions in Asia, Southeast Asia and India.

Jean Mouton

executive
#47

Another question?

Unknown Shareholder

shareholder
#48

This question on China brings me to a second forward-looking question. With the Silk Road to be developed by China, you have the railway dimension. We all know it. But there is another dimension consisting of cabling the whole planet. My question is you have a single unique factory in the U.S., do you think that you can be positioned on this potential market consisting of one of those days of better cabling the planet in the field of electricity?

Christopher Guérin

executive
#49

The electrification of planet, we do not need to talk about the Silk Road. But if you look at the emerging projects like subsea interconnection in Europe from one country to another to have subsea cables between Europe, Africa and the Middle East, that's the objective. To have access to solar sources, we do not have the capacity in Europe, for instance, in Egypt to supply them, the European countries and Ragnhild is fighting on a huge project called EuroAsia. EuroAsia, that's a subsea interconnection cable connecting Greece to Cyprus and Cyprus to Israel, 1,200 kilometers length of subsea cables at 3,000 meters deep. That's a project for the 3 years to come. And those projects, just this project represents between EUR 1 billion and EUR 2 billion revenues for Nexans. So interconnections of that type, there are many of them in the pipeline and sometimes some of them are well advanced. You have a huge subsea interconnection project between Australia. In Australia, the objective is to have huge wind farm, solar farms to interconnect Southeast Asia between Singapore and Australia. So you all need to look at all interconnection projects from one country to another in the pipeline. The sector laid about 10,000 kilometers of subsea cables in the past. And what we have in the pipeline for the 7 years to come, we talk of 20,000 kilometers of cables to be laid. And you have terrestrial networks in the States. They're going to deploy from east to the west -- from the east to the west. And thanks to the solar farms, they're going to supply the East with electricity, same for North and South. Just this electrification project in the U.S. requires over 26,000 high-voltage terrestrial cables. So the energy motorways have already started and there's an amplification in terms of demand. The demand is here and the risk we have to manage this rather the supply and the scarcity of raw materials. Another question?

Unknown Shareholder

shareholder
#50

I am a shareholder. High voltage, I thought it was 300,000 volts. Is it possible to have a higher voltage? Do you raise the voltage? Do you improve what we call the superconductivity of your cables?

Christopher Guérin

executive
#51

Yes. Thank you. Well, here on all projects I announced, we have 525,000 kilovolts. And we have a superconductivity technology at Nexans. It's extremely important, extremely technology. So I do not want to -- I'm going to ask Jérôme Fournier, the R&D manager, will answer your question because it's really technical.

Jérôme Fournier

executive
#52

Thank you. Superconductivity is a wonderful technology, 0 loss. Within 1 second, you can have the equivalent of 3 gigawatt, the equivalent of power stations without any electromagnetic pollution in the cable of 20 centimeters diameter. The first applications we have in mind does the urbanization, the urban density where we need a high voltage in the center of Paris, for instance, to supply railway stations to have an emergency link. And this superconductivity technology is not just a matter of power of voltage, but it provides a lot of electricity without having to do civil engineering work. The equivalent in the traditional technology is a 9 high-voltage cables in the tunnel of 20x20. So on the one hand, you have the superconductivity technology cable, 20 centimeters diameter. And on the other side, you need to dig the equivalent of a subway tunnel. Why do we need to change the grids? Well, you know the expiry date for food, you lose the taste and it can be even more dangerous. There may be a bacteria. But in the cable field is not inert. The expiry date is 50, 60, but the dielectric insulation performance diminishes and 60% of the problems on the electric grids come from the connections from cables. And that's the reason why systematically, the DSO will replace 10% to 20% of cables each year to avoid a huge blackouts.

Jean Mouton

executive
#53

Fine. Thank you. Thank you to you all. Thank you for all those very interesting questions. And I declare this discussion closed and I suggest we move on to the voting on resolutions, number of shares. On the attendance list, shareholders present, represented or voting by correspondence, is above 88.36%, which is a huge number never seen in these companies. So I thank you very much for such an engagement. And I'm going to give the floor to Nino Cusimano. He's going to introduce us to the voting procedure.

Antonino Cusimano

executive
#54

Thank you very much, Chairman. So the hostesses gave you an electronic voting tablet at the entrance to the room. After outlining the main terms of the resolutions on the screen, I will declare the vote open. You'll have 15 seconds to choose on your tablet to vote for, against or abstain and validate your vote, that's very important, with okay. The result vote will be communicated to you on the screen immediately after the vote on each resolution. In case of problems, you can ask the hostesses. I'm going to show you a film that will introduce you to this voting procedure. [Presentation]

Unknown Executive

executive
#55

Press okay to validate your choice before the vote is closed. Once your vote is validated, you can no longer change it. Thank you for giving back your tablet to the hostess when you leave the room.

Antonino Cusimano

executive
#56

Thank you. Okay. So there are 13 resolutions falling within the competence of the Ordinary General Meeting. We propose the adoption of those resolutions. First resolution approval of the 2021 financial statements and the Board's report. From the moment to the vote opens, you have 15 seconds to choose on your tablet to vote for, against or abstention and validate on okay. I open the vote. [Voting]

Antonino Cusimano

executive
#57

The vote is closed. The first resolution is adopted. Second resolution, approval of the 2021 consolidated financial statements and the Board's reports. The vote is open. [Voting]

Antonino Cusimano

executive
#58

The vote is closed. Thank you. The second resolution is adopted. Third resolution, allocation of the 2021 result and declaration of a dividend of EUR 1.20. The vote is open. [Voting]

Antonino Cusimano

executive
#59

The vote is closed. Third resolution is adopted. Fourth resolution, the renewal of the term of office of Anne Lebel. The vote is open. [Voting]

Antonino Cusimano

executive
#60

Vote is closed. Thank you. The fourth resolution is accepted. The fifth one, appointment of Laura Bernardelli as Director. The vote is open. [Voting]

Antonino Cusimano

executive
#61

The vote is closed. Thank you. The fifth resolution is adopted. Resolution #6 approval of the information relating to the 2021 remuneration of corporate officers. The vote is open. [Voting]

Antonino Cusimano

executive
#62

The vote is closed. Thank you. The sixth resolution is adopted. Seventh, approval of the remuneration paid or allocated for 2021 to Jean Mouton, Chairman of the Board of Directors. The vote is open. [Voting]

Antonino Cusimano

executive
#63

The vote is closed. Thank you. The seventh resolution is adopted. Resolution #8, approval of the remuneration paid or allocated in respect of 2021 to Christopher Guérin, Chief Executive Officer. The vote is open. [Voting]

Antonino Cusimano

executive
#64

The vote is closed. Thank you. The eighth resolution is adopted. Ninth resolution, the setting of the maximum annual remuneration for members of the Board of Directors. The vote is open. [Voting]

Antonino Cusimano

executive
#65

The vote is closed. Thank you. The ninth resolution was adopted. Number 10, approval of the remuneration policy for the members of the Board of Directors for the year 2022. The vote is open. [Voting]

Antonino Cusimano

executive
#66

The vote is closed. Thank you. The 10th resolution is adopted. 11th resolution, approval of the remuneration policy for the Chairman of the Board of Directors for 2022. The vote is open. [Voting]

Antonino Cusimano

executive
#67

The vote is closed. Thank you. 11th resolution adopted. 12th resolution, concerning the approval of the compensation policy of the Chief Executive Officer for the fiscal year 2022. The vote is open. [Voting]

Antonino Cusimano

executive
#68

The vote is closed. 12th resolution adopted. 13th resolution authorization to be granted to the Board of Directors to carry out transactions involving company shares. The vote is open. [Voting]

Antonino Cusimano

executive
#69

The vote is closed. Thank you. 13th resolution is adopted. 14th resolution -- the 3 resolutions have to do with the extraordinary shareholders' meeting, please. 14th resolution concerns authorization to be granted to the Board of Directors for the purpose of reducing the company's share capital by cancellation of its own shares. The voting is open. [Voting]

Antonino Cusimano

executive
#70

The voting is closed. Thank you. 14th resolution adopted. 15th resolution concerns authorization to be granted to the Board of Directors for the purpose of granting 2023 existing or newly issued free shares to employees and corporate offices as of the 21st of January 2023. A limit of nominal value of EUR 300,000. The voting is open. [Voting]

Antonino Cusimano

executive
#71

The vote is closed. Thank you. 15th resolution adopted. 16th resolution, authorization for the Board to grant free shares to employees, 50,000 shares as of the 1st of January 2023. The vote is open. [Voting]

Antonino Cusimano

executive
#72

The voting is closed. Thank you. 16th resolution adopted. We have a resolution that is for the ordinary meeting. 17th resolution, powers of attorney for or proxy for formalities. Voting is open. [Voting]

Antonino Cusimano

executive
#73

The voting is closed. Thank you. The 17th resolution is adopted. Thank you.

Jean Mouton

executive
#74

Thank you, Mr. General Secretary. Thank you, all. The agenda having been completed, at -- this is the end of the meeting. I thank you for having attended this General Shareholders' Meeting. And see you next year. Thank you, all.

This call discussed

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