Oatly Group AB (OTLY) Earnings Call Transcript & Summary

As Chairperson of the Board of Directors, I welcome you all to the 2025 Annual Shareholder Meeting of Oatly Group AB, and I hereabout declare the general meeting open. Before we move on, I'd like to introduce people on the podium here. With me here on the left-hand side, I've got Jean-Christophe Flatin, the CEO of Oatly. And on the right-hand side here, [ Shoan ] and Greta Ekblom, welcome from our legal advisor, White & Case, who are experienced in handling general meetings in public company. Thanks for being here. Present at the general meeting is also a certified public accountant, Setareh Moradi. Yes, welcome. Prior to the general meeting, it's been possible for shareholders to vote by submitting a postal vote. We note that 46 shareholders, representing approximately [ 52 ] of the vote in Oatly have used this opportunity. Anyone who wishes to speak is asked to state their name first, please, and preferably the number of shares they represent. I also very much appreciate if you could turn off your cell phone here in the audience. Let's proceed with item 1, which is electing the chairperson of AGM. As you're well aware, it has been possible to vote in advance for submitting a postal vote and we therefore know the outcome of the first resolution already. And the Nominating and Corporate Governance Committee of Oatly has proposed that Shoan Panahi to my right here from White & Case will be elected chairperson of the AGM, and the proposal has been duly accepted. With that resolve, I will hand it over to you.

Thank you for the vote of confidence. The minutes will be taken by me and eventually be published on Oatly's website. I would like to inform you that it may contain personal data relating to the shareholders who make contributions here at the meeting today. I would also like to inform you that today's meeting will be broadcasted over web link in accordance with the Board of Directors suggestion. The meeting will be held in English in order for Oatly's international shareholders to be able to follow the meeting over the web link. I would also like to inform you that all of the shareholders who are entitled to cast their votes have already cast their vote by postal vote, therefore, we will not ask the meeting if the proposal may be approved here at the meeting. And instead, we will state which proposals that have been approved by the required majority. I will now ask Greta to explain how the voter list has been drawn up.

So anyone who wishes to attend the AGM who's been recorded in the share register maintained by Euroclear Sweden AB as of May 12, 2025, and must have given notice to the company no later than the date specified in the notice of the meeting. A list of shareholders who have registered to attend the meeting, including those who have chosen to do so by post has been distributed and which shareholders who are here today have been ticked off at the entrance.

Thanks, Greta. Based on the postal votes received, we can confirm that agenda Item 3 has been approved by the required majority. I find that the list will constitute the voting list at the meeting. The proposed agenda is included in the notice and the materials distributed here today. Based on the postal votes received, we can confirm that agenda item #4 has been approved by the required majority. Item #5. The meeting shall elect the person to verify the minutes. The Board of Directors proposed that Greta Ekblom shall verify the meetings in addition to myself. The assignment to verify the meeting also includes verifying the voting list and that the received postal votes are correctly reflected in the minutes of the meeting. And based on the postal votes received, we can confirm that agenda item #5 has been approved by the required majority. Item #6, determination as to whether the AGM has been duly convened. Oatly has convened the meeting by publishing the notice on Oatly's website and an official Swedish Gazette on 11th April 2025 on the same day advertisement of the notice was published in Dagens Industri. Based on the post votes received, we can confirm that agenda item #6 has been approved by the required majority. And now we come to Item #7, submission of the annual report and auditor's report and the consolidated annual report and the auditor's report for the group. The annual report and the auditor's report as well as the consolidated annual report and the auditor's report have been available on Oatly's website and at Oatly's head office since 28th of April. The documents has also been sent to the shareholders who have requested it. Please, Setareh Moradi, Oatly's certified public accountant, who will present the auditor's report.

Thank you. Following our 2024 audit, we have issued a statutory audit report based on Swedish regulations. Our audit report is unqualified and without any remarks. As such, we conclude that the annual report has been prepared in accordance with applicable rules and gives a true and fair view of the financial position of the company. We recommend that the annual report is adopted and that the proposed profit is dealt with in accordance with the Board's proposal. We also recommend that the Board of Directors and the Managing Director are discharged from liability for financial year. In addition to this statutory audit report, we have also issued an audit opinion in relation to the company's filing of financial statements with SEC in the U.S. Finally, I confirm our auditor independence in accordance with both Swedish and U.S. regulations. Thank you.

Thank you, Setareh. And if there are no further questions, based on the postal votes received, we confirm that agenda item number 7 has been approved by the required majority, and that the meeting approves the accounting documents and the audited report for the financial year 2024. And now I will give the floor to Jean-Christophe Flatin, Oatly's CEO, who will give us a business presentation.

Good morning, good afternoon, everyone. Thank you for being here. Thank you for joining. Thank you for your attention and support to Oatly. As you know, we have had our earnings call a few weeks ago, and I'm pretty sure some of you have already listened to that, where we give a pretty detailed update on the company. So today, I will focus on the main highlights of where the business stands today before opening to question and answers. Just before we do that, I'm asking you to review this legal disclaimer and giving you a few seconds to do so. Wonderful. Thank you for reading it all. Well done, I should say. So this slide has the key messages I have for you today. First of all, over the past 2 years, we have executed a pretty significant transformation of this business. And standing in front of you today, I feel we have a much healthier business with clear strategies, clear accountability, stronger margin and a significantly improved profitability. And it's great to see that this improvement and this progress have continued to show up in our quarter 1 2025 performance. As we look ahead into the future, we remain confident that the focused execution of our mission will enable us to create significant long-term value for the shareholders. So how have we transformed this business? What are the significant transformation we have operated methodically over the past 2 years. First, as you look at the top item, our supply chain is much stronger than it was. We have significantly streamlined our network of plants. We are more efficient with our capital investment. And at the same time, our customer service levels have reached world-class level. Second, we have also significantly simplified our overhead structure as a company. And when it comes to mindset, we have reanchored profitable growth as being the North Star for the company and what we want to achieve, which means that on a daily basis, we make deliberate margin-focused decisions when it comes to channels, customers and products. At the same time, we have also augmented our approach to marketing and what we do with our brand to focus on relevant and integrated brand activations. So this is the summary of what we have done over the past 2 years. Switching now to which financial impact of these transformations. All of that is in comparison with the full year 2022. First, our revenue has grown by approximately $100 million, reaching an all-time high at the end of 2024. Our gross margin at the same time has also expanded by 18 percentage points. And our adjusted EBITDA has improved by over $230 million. All of that translating the fact that we are clearly making good, healthy progress. And these improvements, as I said earlier, have continued into the first quarter of 2025. And this snapshot of our quarter 1 2025 performance is a big recognition to the team and the teams and all the employees of Oatly for all the efforts they have done along the last 2 years to reach that in the first quarter, our gross profit, our gross margin, our adjusted EBITDA and our free cash flow have all been the best they have been since we IPO-ed. So it's a great opportunity to say a big thank you to all the team and the teams and the employees of Oatly for their courageous transformation over the past 2 years. To be clear, we have driven this transformation and these improvements, all of that to enable our mission. Our mission stays and remains unchanged. We exist to help people live a healthier life without recklessly taxing the planet resources. This has been and remained our North Star. And as we continue to improve our business and its financial results, it's extremely important that we don't lose sight of our mission and why the company exists. This mission is an important part of Oatly's culture, and I believe it is truly making Oatly unique. We have maintained our mission and purpose throughout the transformation of the business, and we remain committed to it going forward. This slide shows how we measure our progress on our mission. The primary metric we look at is the CO2 savings of making the switch from dairy to Oatly since this switch is critical to the planet. As you can see here, in the past 6 years, we estimate that we have enabled consumers to avoid drinking over 1.3 billion liters of cow's milk by choosing our products instead. This translates into over 1.1 billion tons of greenhouse gas avoided as our consumers switched from cow's milk to Oatly product. This was estimated using methodology developed with [ Qantas ], and I encourage you to read more about all the sustainability efforts we are making over the previous years and certainly in 2024 by looking at our full sustainability report, which is available on our Investor Relations website. I'm very proud of this progress. And at the same time, it's very clear that we have plenty of work to achieve to reach our long-term goals, but we are all well on the way. As we look forward, I want to repeat one more time that our mission remains the same. We continue to exist to help people live healthier life without recklessly taxing the planet resources. And we want to change the food system for better. This mission works hand-in-hand with our shareholder value creation. We see one as the enabler for the other. Just in retail stores, the dairy market is estimated to be nearly $600 billion. And the food service market comes on top of that, adding a significant amount to that number. So clearly, total plant-based dairy is a small fraction of the overall dairy market, which means that there is plenty of room for us to grow further. As we execute on our strategy of converting consumer to our oat-based products, we expect to see significant margin expansion and continued profit improvement. We expect that profit improvement to translate strong sustainable long-term shareholder value creation. At this point, thank you for your attention, listening to these few highlights, thanking you for your support and now opening for question and answers.

Thank you for the fantastic achievement in particular. Great job to you and the management team. Well done.

Thank you for the recognition. It all goes to the teams. Thank you.

Always. Okay. Let us proceed to agenda item #8, resolution regarding adoption of the income statement and balance sheet and the consolidated income statement and consolidated balance sheet for the financial year 2024. Oat's auditor recommends that the AGM adopts the profit and loss account and the balance sheet as well as the consolidated profit and loss account and the consolidated balance sheet included in the annual report 2024. Based on the postal votes received, we can confirm that agenda item #8 has been approved by the required majority and the meeting resolved to adopt the profit and loss account and the balance sheet as well as the consolidated profit and loss account and the consolidated balance sheet included in the annual report 2024. Item #9. The Board of Directors proposed that no dividend is distributed for the financial year 2024 and that the company's results for the financial year 2024 is carried forward. Based on the postal votes received, we can confirm that agenda item #9 has been approved by the required majority and that the meeting approves the Board of Directors' proposal. Item #10, resolution regarding discharge from liability of the members of the Board and the CEO. Oatly's auditor recommends that the AGM resolved to grant the members of the Board of Directors and the CEO discharge from liability for the financial year 2024. And based on the postal votes received, we can confirm that agenda Item #10 has been approved by the required majority and that the meeting approves to grant discharge from liability. We also note that the members of the Board of Directors as well as the CEO did not partake in the decision regarding their own discharge from liability. Oatly's Nominating and Corporate Governance Committee proposes that the number of members of the Board elected by the general meeting in accordance with Oatly's Articles of Association shall be 10 and no deputy members. Based on the postal votes received, we can confirm that agenda Item #11 has been approved by a required majority and the meeting resolved in accordance with the Nominating and Corporate Governance Committee's proposal. Item #12. Oatly's Remuneration Committee proposes that compensation shall be allocated to the directors in accordance with the committee's proposal included in the agenda item #12 in the notice to the AGM. Based on the postal votes received, we can confirm that agenda item #12 has been approved by the required majority and that the meeting resolved in accordance with the Remuneration Committee's proposal. Item #13, termination of the fees to the auditor. Oatly's Audit Committee proposes that the auditor fees paid in accordance with the approved invoices. And based on the postal votes received, we can confirm that agenda item 13 has been approved by the required majority and that the meeting resolved in accordance with the Audit Committee's proposal. Item #14. Oatly's Audit Committee proposes that the registered auditing company, Ernst & Young AB is reelected as auditor for the period until the close of the AGM for the financial year 2025. And based on the postal votes received, we can confirm that agenda item #14 has been approved by the required majority and that the meeting resolved in accordance with the Audit Committee's proposal. We have now reached to agenda 15, resolution regarding amendment of the LTIP to '26 incentive program and approval of the transfer of the treasury instrument issued in connection with the LTIP incentive program. The Board of Directors of Oatly proposes that the AGM resolves on an amendment of the LTIP 2021 to 2026 program, entailing certain changes to allocation principles under the LTIP in accordance with the terms and conditions set out in the comprehensive proposal. The Board of Directors of Oatly also proposes that the AGM approve the transfer of the treasury instruments in connection with the LTIP program. The resolutions to: a, amend the LTIP 2021 to '26 incentive program; and b, approve the transfer of the treasury instrument issued in connection with the LTIP incentive program are proposed to be conditional upon each other. And for that reason, it is proposed that both resolutions are passed as one resolution. Please note that a valid resolution under this agenda 15 requires support by shareholders representing 9/10 of the votes cast and the shares represented at the AGM. And the Board of Directors' comprehensive proposal has been available on Oatly's website and the Oatly's head office and the comprehensive proposal has also been distributed here at the AGM. Based on the postal votes received, we can confirm that agenda item 15 has been approved by the shareholders representing 9/10 of the votes cast and the shares represented at the AGM and the meeting therefore resolved in accordance with the Board of Directors' proposal. We have a similar item, Item #16 regarding resolution of amendment on the issue of share awards to certain members of the Board of Directors of Oatly and approval of transfer of treasury warrants issued in connection with the share award program. It is proposed that AGM resolves on an amendment of the resolution on the issue of share awards to certain members of the Board of Directors to reflect the ADS ratio change completed on 18th of February 2025, whereby ADS to ordinary share ratio was changed from 1 ADS representing 1 ordinary share to 1 ADS representing 20 ordinary shares. Among other things, the proposed adjustment entails that the maximum number of share awards that may be granted to each participant in the Board is adjusted from 140,000 to 7,000 in accordance with the details set out in the proposal. It is also proposed that the AGM authorizes Oatly to potentially assign the treasury warrants to a third party or in another way, dispose the warrants in accordance with the terms and conditions set out in the comprehensive proposal. The resolutions to: a, amend on issue of share awards to certain members of the Board of Directors; and b, approve the transfer of treasury to warrants issued in connection with the share award program are proposed to be conditional on each other. And for that reason, it is proposed that both resolutions are passed as one. Similar to the previous item, this item requires support by shareholders representing 9/10 of the votes cast and shares represented at the AGM. And the comprehensive proposal has been available on Oatly's website at Oatly's head office and distributed here at the AGM. Based on the postal votes received, we can confirm that agenda item 16 has been approved by shareholders representing 9/10 of the votes cast and the 9/10 of the votes cast and the shares represented at the AGM and that the meeting therefore resolves in accordance with the proposal. And now we have handled all of the items in the agenda, and I therefore declare the meeting closed.