Rexel S.A. (RXL) Earnings Call Transcript & Summary

April 29, 2025

Euronext Paris FR Industrials Trading Companies and Distributors shareholder_meeting 75 min

Earnings Call Speaker Segments

Agnes Touraine

executive
#1

Hello, everyone. My name is Agnes Touraine, the Chair of the Rexel board. And it's a pleasure to welcome you to the mixed general assembly of the company's shareholders. And with me are Guillaume Texier, General Manager; Laurent Delabarre, Finance Director Manager; Isabelle Hoepfner-Leger Secretary General and Secretary of the Board. The session is open. As Chair of the Board, I chair this assembly. And there are two shareholders, the fund, Rexel Actionnariat Classique France represented by Mrs. Isabelle Pain the fund Rexel Actionnariat Classique International, represented by Mr. Peter Aman and Isabelle Hoepfner-Leger will hold functions as the secretary. The offices KPMG and PricewaterhouseCoopers audit will be the auditors of the company's accounts. The attendance sheet enables to see that the shareholders present or represented and who have voted by mail hold 86.13% of the shares that have right to vote. As a consequence, I declare this assembly is regularly constituted and is able to deliberate. The documents have been made available to the shareholders at the assembly office and they can be read by all shareholders and they're online on the Rexel website. The documents are the report on the management by the Board and the report of the Board about the detailed actions about the resolution and the word will be given to auditors, who will present their report. We will be at your disposal for any question you may have. I remind you that the general assembly of shareholders was held or was decided on to deliberate on the points of the schedule on Page 58 and 59. Now I will hand the floor to Guillaume Texier, General Manager.

Guillaume Jean Texier

executive
#2

Thank you, Mrs. Chair. With Guillaume, Delabarre, I would like to detail the financial results. And I will start by 2024. We reached the financial objectives as we saw in the -- when we published the sales of the third quarter and a summary growth in 2024, was minus 2.4%, but it improved in the second half. In this context, we reached a margin of 5.9%. And in spite of the difficulties of 2024, we made it. And free cash flow is at 76%, much above the initial objective. This outcome illustrates truly the improvements made by Rexel and show the resilience of the group. I would like to remind you of the context, the market that have impacted '24 and that gave way to this outcome, especially in Europe. The political climate is complex and the economic situation as well for power families. And in this environment, we implemented an efficient strategy, thanks to the teams. We got some market shares. And in Rexel, we usually we were agile and we were able to capitalize on all opportunities. And also, we carried out several projects that will contribute not only to 2024, but also to 2025, we were able to transform such a difficult year into an opportunity to accelerate the group's transformation. And in the -- in North America, we are now benefiting from our strategy of acquisitions. And now let's look at the EBITDA. We are more resilient concerning profitability and a negative evolution of prices. Let's get back to 2016 to see how difficult this year was. EBITDA margin of 5.9% of 2024 is much higher than the one of 4.2% in 2016 that reflected the good effect of the group transformation. But the structural factors due to this improvement are still there. We still need to improve our digitalization and sharing best practices. That's why our new strategic plan accelerates 2028 will succeed and complement Power Up '25. And here, we see that the free cash flow was very high with regards to even 2020. This performance is due to a rigorous management of stocks and a strict follow-up of loans with an index at 0.7% of the turnover concerning the operation investments. And I leave the floor now to Laurent Delabarre, who will tell us about the financial results of 2024.

Laurent Delabarre

executive
#3

Thank you, Guillaume. Hello, everyone. Let me present the performance of Rexel in 2024 in such a difficult environment, as has been described in the introduction. The turnover of 2024 raised by 0.7% out of a turnover of EUR 19.2 billion. The contribution of the acquisitions of Talley and ESI in the U.S. as it is in France has compensated -- has overcompensated the session of New Zealand and the organic decrease of 2.4%, and the trend was improved in spite of the difficult year. The sales in North America were constant, thanks to the good project dynamics. And sales in Asia Pacific are back by 1.5% with different trends countries. The good performance in Australia have been neutralized by a more difficult environment in China. Let's now look at the evolution of the group to understand what has contributed to reach a margin of 5.9% in 2024 after 3.6% in 2023. First of all, the lower activity has led to a greater competition. And this has decreased our margin -- gross margin of 43 points. The sales price impacted the sale base at 34 points. And with a negative -- in this negative context, Rexel has carried out action plans necessary that have brought 47 basis points to lower the decrease of the EBITDA margin. Geographically, we see that Europe was more affected than the North American platform because organic sales have dropped more. Concerning other aspects of our report. We have minus -- we had to pay a fine of EUR 124 million, depreciation of goodwill of EUR 5 million in Germany and in the U.K. The financial costs were up -- were at EUR 258 million. Tax index is 46% and 26.2% in 2024. So the net result is of EUR 662 million with -- compared to EUR 823 million in 2023. Now the dividends of 2024. Rexel offers to keep the dividend at a level of EUR 1.20 per share for the third consecutive year, which represents a profitability of around 5%. This proposal represents a distribution index of 54% out of the net result. And this is part of a resolution that will be voted soon, and it will be paid May 16. Now the sales of the first quarter of 2025, as we presented this morning to the market. Rexel has had a good performance with sales of EUR 4.8 billion with an increase of 1.4%. This growth means that it's back to positive figures after 5 quarters where there was a decrease. Now it's -- our digital sales represent 1/3 of our turnover. Also, we continue our strategy of active management of our portfolio with an acquisition in the U.S. and the session of operations in Finland. Our strategy prioritizes acquisitions together with targeted sessions to have the necessary resources for the markets that offer the greatest value creation potential. In the U.S., shrink electrical supply makes $17 million and will reinforce our presence in the Northeast of the country. Now let's know the distribution of growth per country. In North America, growth was up 3.8%, thanks to projects and the improvement of the local activity. In the U.S. we grew, thanks to data centers and manufacturers. In Canada, we had a good dynamic in distribution and data com as well as thanks to the big and average installers -- installators, sorry. Now there's an impact on the sale price, but we see that prices of the providers in the U.S. have increased between 4% and 20%. In Europe, growth has stabilized at minus 0.7%, and it's improved with regards to the fourth quarter of 2024. The three end markets are decreasing, especially the industry. France is gaining market shares, but Germany and Benelux are still impacted by a negative economic environment and a decrease of the solar energy. In Asia Pacific, sales were impacted by a cyclone in March, and China has improved prices concerning industrial automatic sector. Now financial objectives for 2024. The macroeconomic environment is still difficult, there's still inflation in the U.S., but we confirm our annual objectives, even though this new world tariff environment adds uncertainty with new challenges and new opportunities, we trust the resilience and agility of the group. So for 2025, we aim at a growth of sales more in the U.S. than in Europe, an EBITDA margin of around 6% and a conversion -- a free cash flow conversion of 65%, except for the fine of EUR 124 million that has been paid in mid-April to the competent authorities in France. Now I will hand the floor Guillaume, who will present the group's strategy.

Guillaume Jean Texier

executive
#4

Thank you, Laurent. I would now like to present the Rexel strategy. 2025 is a specific year for several reasons. First of all, because it's the year that our power plant will close and also because this is the year of a new ambition, Accelerate '28 and it's also a test year just as 2024, the strategy of our company will -- has enabled it to face the turmoil of the last 12 months, and I would like to develop this idea. And the best way to start this discussion is to look again at last year's results, but now concerning growth, in a difficult market as -- was 2024, organic growth was negative. But in spite of it, the group has still grown. And the midterm perspective shows that this growth has accelerated during the Power Up '25 period with regards to the past. Concerning profitability, and this is why we're so proud, as I said, we are around 6%. And therefore, we may -- this allows us to get profitability of 5.9%, which would have been a historic record in the 2010. This performance is resilient, thanks to four strategic pillars, as we will see. The first pillar is technology. We are convinced that business as simple as ours may be transformed by technology and regarding services provided to clients or even concerning our internal operations. Automation and digitalization of our logistic chain is essential if we want to keep promises with regards to our clients. We want to increase our service level by delivering faster, especially in strategic regions. And since the launch of Power Up '25, we've open nine new centers of distribution is the three -- amongst which three last year. Six of our centers are fully automated, and we have doubled the use of robots in the last 3 years. Another pillar is to reposition digital and artificial intelligence at the core of a value proposal. And I am glad to see that 1/3 of our sales are digital, and it reaches 80% in countries like Switzerland, in such a traditional business, this is already a great performance, but we want to go even further. This is why we are investing on having greater digital means to better interact with our clients. For instance, we have deployed a new mobile application in 2024 in -- for 11 clients worldwide, and the results are promising. Digitally, we want digital to be at the service of our collaborators. Also, we are based on -- we have an interface based on the last AI. That's why Rexel GPT has recorded over 1 million interactions in a year. Also thanks to the algorithms based on generative AI, we have improved the pace of answers by e-mail. So digitation is increasing and everywhere. And the second strategy is the Power Up plan, and we want to intensify our efforts in the future to support our customers to meet their needs because these customers are facing challenges that enables us to intensify our relationship with them. There are less technicians and electricians. Therefore, we need to rationalize red tape invoicing and deliveries. In this field, as in many others, we have consolidated a portfolio of over 50 services and seven of them were launched only last year. Some services are basic, like historic services like delivery and service provision. Then there's services that are essential and that are included in a global package. And then there's advanced services that we provide for or that we subcontract and this is essential for our clients. And thanks to this catalog of many services that we always enrich we are essential to our customers because we are closely linked to their success. Of course, such services are provided differently depending on the country and the need of our customers. And we always duplicate the models of successful services in the DACH region, where there's Switzerland and Germany, we have developed PV expert, which enables us to gain time and it is -- and also the photovoltaic market, which is constantly growing. We enable the whole installation thanks to just on software and in 20 minutes, over 28,000 photovoltaic projects have been designed, thanks to this PV expert. And I'm convinced that many more will come. This is an example on the screen of a type -- of this type of services provided and they are adapted to each client. Beyond differentiation, thanks to technology and services. We also wanted to focus on the sine qua-non condition for a resilient and sustainable result. We saw electrifying solution for a more sustainable future, which was the reason to be of Rexel. This underlines our responsibility with regards to designing a sustainable future. So we have become a privileged partner in power renewal. And our ambition is to be a pioneer of sustainability in the industry. And we -- this is why we have all these certificates that you see on the screen. We are also proud for publishing in 2024 our 1st publication that complies with the CSRD. Last year, I showed our ambitious objectives to reach -- to be carbon neutral by 2030, we want to reach 60% and 90% by 2050. The science-based target initiative certified it again in 2024. We have many actions with regards to sustainability, and our teams are complying with -- compliant with our objective. And the whole organization is mobilized to become more sustainable each day. We have many examples in regions, in the U.S., in Switzerland and also dedicated services in China or in France. So we leave no initiative aside on this topic. To conclude this part on our pillar, I would like to stress what is at the core of Rexel. I'm talking about our teams. Collaborators that are committed and innovative as well as performing. Most of our employees are still proud of the image of our company, its integrity and our clients' orientation. This is reflected by a greater -- an increase of engagement by 83% this year. And we have also 30% female employees by 2024 with a comparison to only 22% in 2022. And innovation, it's the engine for us. And in 2024, we launched the first challenge on innovation in the group. And we designed the Rise Awards which were quite successful, and I'm happy to share this with you. We received over 170 projects, which shows our culture which encourages curiosity and initiatives. This is the DNA of our business, and we are well positioned to go a step more to take advantage of new opportunities. Our market is growing, base market is of EUR 220 million, but there's a EUR 340 million more of opportunities. And this follows two trends. On the right hand, we see trend with regards to power transition. In Europe, electrification is the most. And this trend is here to stay and sustain the needs of low carbon economy. And we deploy heating systems as heat pumps, and we electrify our vehicles to reach this ambition. And we are already well positioned to take -- to cover such potential. Another trend has to do with the industry automation, modernization of infrastructures and the growth of AI data, which increases the demand for activities. In North America, this electrification has already started. And by 2028, the data centers will grow exponentially. So our strategic acquisitions in such fields are -- have helped us grow. And we want to keep on capitalizing on such promising trends to stay leaders in electrification. This is a good transition to tell you about our acquisition strategy. For Rexel, it is not only a growth lever, but a way to create value. We -- since 2022, we have made 17 acquisitions, which added 4% per year to our turnover. These acquisitions align with our vision and values, focusing on three key points: consolidating our main markets, exploring other trends and operating on shared values. Everything we do is to reinforce our position and relationship with our customers. For instance, Talley, which is a main player of datacom, which is a very sensitive market in the U.S. I'm talking about transition between 4g to 5g and we integrated over 300 more providers in this field. And this way, Talley has increased our footprint in this field. Therefore, we are happy with the outcome we've got now, but we can't just stay there. The environment in which we have operated in 2024 and the instability that we mentioned at the beginning of the year, makes this context more and more complex. Our main market is suffering. You can see it on screen. Although we see a rebound in the U.S., the European market still suffered in 2024 with only a couple of positive signs, especially in the Netherlands and in Belgium. Adding to this political and regulatory uncertainty, we've seen it very recently with the situation in the U.S. in 2024 for certain raw materials, tariffs went up to 25% such as aluminum and steel. And this, of course, will have consequences on the global economy. This uncertainty is not reassuring, but it is a source of new opportunities for Rexel. We can make a difference. We can optimize our costs, our margins, accelerating our action plans. These are opportunities for us, and we need to seize them. For strong players, and Rexel is part of the list, these low points in cycles are often opportunities. And it is in this context that we are launching our new strategic plan at Accelerate '28. With Power Up, we started this dynamic and made progress on a number of topics. We now need to accelerate and to affirm ourselves in this context where focusing on the right priorities can make a whole lot of difference. These are the four pillars of our Accelerate '28 strategy, talent, excellence growth and services. First of all, our employees are the main reason why customers come to us. In 2028, at the end of this plan, we want to be the most attractive company in the sector. We want a dynamic culture, a strong commitment that favors the development of our talents. We want a performance culture, which rewards excellence. Regarding operational excellence, we want to optimize all of our operations for our customers and for our company. We want to be swift, flexible and efficient integrating as we were saying in more advanced technologies such as digital, automation and AI. Each year, we improve our productivity to be more profitable and reinvesting in our company. The growth is our third priority. We want our customers to favor us compared to our competitors which will allow us to gain more market shares. We are also the most active company regarding acquisitions, which strengthens our position in adjacent markets. And finally, services and added value. We want to be recognized as a company that gives more than what you would expect for them. Our expansion possibilities in this field are almost infinite. Via our services, we want to become important. We are reaching the end of this part on Rexel's strategy. As you've understood, 2025 is a key year for us. We are entering a new development phase. Thanks to the Power Up '25 plan, we've done a lot these past years. We are proud of it. The company is in a strong position and the base is -- the base that we've built will accelerate our development. And it is this trust that allowed us in June to review our ambitions medium term, whether it is for growth and profitability, 5% to 8% growth on sales, 7% EBITDA in profitability, 50% digital sales. These numbers a couple of years ago would have seemed silly. And today, we are -- they're in our grasp. Ladies and gentlemen, as my mandate is coming to its end, I would like to tell you how proud I am of the Rexel teams, how much I trust what we've built together and how optimistic I am looking at our future. I would like to thank you, and I'm now going to hand it over to Agnes Touraine, who will be presenting the corporate governance of Rexel and the compensation of its management. Thank you.

Agnes Touraine

executive
#5

Thank you very much, Guillaume. As the President of the Board of Directors, I am very happy to present the operations of Euro Council in line with best practices and the AFEP-MEDEF Code. The Board of Directors is made of 12 members. It's international, 5 foreign directors, equal representation of men and women, 8 independent members and 2 directors representing employees that are all here with us in the room. On the first, I'd like to take this opportunity to thank them very much for their contribution, their professionalism and they're very great work, and you'll see what we've done this year. We have a great diversity regarding gender, qualification and experience. As you can see, we have a very varied set of skills, and they are all central to the value creation at Rexel. From finance to digital to energy and others, this diversity in skills enriches our discussions and contributions at the Board. We have met 13 times in 2024, once in the United States with a strategic seminar, 13 meetings, 5 were exceptional. Directors were very available for each session. Your Board is very committed. The average presence rate is 97% for 2024. The topics were essentially to do with the results, the strategy, M&A operations, cybersecurity as you know, is a very important topic for all companies today, AI, digital, sustainability reports, operational excellence and governance. As you know, your council has also expressed his view on an unsolicited offer in September from QXO regarding a possible acquisition, which was rejected. The council have has once again shown its great professionalism, cohesion and availability because it is a topic that we talked about for a couple of weeks and months. This great unity is shown in the annual valuation, which is conducted by exterior cabinet. We've seen this great dynamic this year, a lot of great exchanges regarding best practices and governance. So very satisfactory process. Regarding the three committees that are presented by independent directors they emit recommendations for the Board. So I'd like to thank the members that have shown 100% presence for all of these meetings. As you know, this work is essential for the preparation of -- to make this -- to take decision. I'd like to thank all of them for their work, which is essential to take informed decisions. I want to go back to the renewal. So these are mandates that are up for renewal, including the Article 14 and Article 2 of the statutes. The Board is to be renewed by quarters every year. So first of all, we have Marcus Alexanderson for 4 years. Marcus is here with us. If you could please stand up. So he was nominated in 2017, for the first time, the Board thanks him for his contribution -- the richness of his contributions, the diversity of his skills and his great knowledge of the company. There is also the renewable for Guillaume Texier. Guillaume Texier, you can stand up if you want, but I think we know you. Guillaume was nominated the first time in September 2021. The Board of Directors as of 12 February 2025 has been renewed for 4 years, the mandates of a General Manager after this general assembly. So congratulations, Guillaume, the Board would like to thank Guillaume and his team that have shown a remarkable development of group as we've seen -- as Guillaume has shown us. The Board also offers the renewal of my mandate, I was nominated the first time in 2017. If you approve these renewals and taking into account the end of the mandate of Maria Richter, which is here with us for the last time after 11 years of work, Maria is leaving in good terms, of course. And so once again, I would like to thank you all for your contribution and the great added value in our Board Directors. Thank you very much. The Board will then -- will therefore shift to 11 members, which we believe is the right size. As you know, I've always been in favor of smaller committees, and I think we're on the right way. So once again, we have -- I would like -- I can assure you the great quality of the work that being done, which is here to support this dynamic and great management. So we are now going to move to a more complex chapter, which is the compensation. You know that one of the missions of our capital is to put in place our compensation policy. So the Board with the recommendations fixes the compensation policy for administration and general managers for the year to come. So the resolution to come. So I will now present the fruit of our work on this specific topic. So as a preamble, we need to -- I think we need to remind the great principles of this compensation policy. Our compensation policy is here to attract, motivate and retain quality managers for the company to be as performant as can be and to obtain our goals in line with our strategy. It is in the context of a strong durable trust. A very important point. As a reminder, our compensation policy is -- the goal is not for it to change during the [ mandate ], which is what happened in the last 4 years and what happened in the last -- in the 4 years to come. Once again, we are in line with the best government practices. We present in a very detailed way in our special document on Page 122, it's quite long, but you can -- this is where you can find the details I will now start with the President of the Board of Directors. We -- it has been decided looking at the market rates. So for 2024, and ex post Resolution #9. My compensation is up to EUR 400,000 for 2025 and the Board has decided to maintain my compensation fixed EUR 400,000, unchanged. Regarding the members of the Board, no changes for 2025 and since 2014, which corresponds to Resolution #6, which was proposed. The compensation, which is detailed in this slide is comprised of a fixed and a variable share. There is also general running operations envelope, which is of EUR 1.2 million and EUR 900,000 were spent, so less than 70%. So this slide is the stay-on-pay ex post for 2024. This gives you a view of the compensation that is given to Guillaume Texier. These elements are in line with the compensation policy that was approved on the 30th of April 2024. So fixed compensation, EUR 800,000, the bonus sees financial performance, which represents 70% of the variable compensation. They have been met at 18.6% and nonfinancial performance criteria, representing the other 30%. These were obtained at a level of 81.5%. Therefore, for 2024, the variable share is EUR 359,712 representing 37.5% of the targeted amount of EUR 960,000 and we'll see the more details on that in the next slide. Regarding performance, Guillaume Texier has benefited of the distribution at 87,690 shares. Regarding performance, the acquisition period of these shares is 3 years. Regarding the other elements, the nonfinancial compensation was stable. In more detail, you've seen the -- on this slide, you see the details of this variable compensation. So this year, as you can see, was the criteria, the show that the variable compensation is based on real and tangible measurable elements. So the digital and strategy was obtained at 83%. Operational expense 100%. For ESG 97%, 83%. And so a total level after remuneration at 81.5%. So the detail of these performance indicators are in the universe or document for 2024. The Board believes that this compensation is fair and deserved regarding the fantastic work and results of Guillaume Texier and his teams in the international context that we know. Now let's move on to the compensation 2025, so the pay ex ante. This is in the context of the renewal Guillaume Texier's mandates, periods to distinguish the first one from the first of January to 28th of April, same policy, so no changes here. Same to the previous years and the period of the 29th of April, to the 31st of December, where we offer a slight review, which will be constant for the 4 years to come. There was no increase in Guillaume's 6 years compensation. In the last 4 years, there are made of the following elements: a fixed compensation of EUR 830,000. We have -- so the Board has reviewed market practices and benchmarks. We offer an increase to EUR 830,000 which we believe is measured and takes into account the absence of increase in the last 4 years. A variable compensation up to 130% of the fixed amounts, so EUR 1,079,000. So the criteria would be the same except for the EBITDA defined in percentages of sales and not volume to align with a criteria of the executive committee. Long-term variable compensation. The Board defines clear targets, taking into account provisions that have been communicated to the market. The performance criteria are the same as the previous years, as I just said. If I'm not mistaken, they cannot be higher than 100% of the fixed compensation and the variation cannot be more than 10% of the total attribution. The expected level will be communicated very precisely experts out in the universal document the TSR and the ESG goals will be communicated ex ante. The financial goals performance and action plans are not and -- for reasons to do with confidentiality that will not be communicated in a detailed manner ex ante or these documents -- all this information rather is detailed in the document of 2024. The elements that you can see on this slide are unchanged for the duration of the mandate and are detailed. So apart from the changes under both on the fee, there are no changes regarding other criteria. So that's it for the presentation on the compensation. I would like to approve the Resolutions 5 and 10, if you will. Thank you very much for your attention. I will now hand it over to Francois [indiscernible], who will be presenting the reports of the account commissioners. Thank you.

Unknown Executive

executive
#6

Thank you very much. Mrs. Chair. Ladies and gentlemen, in the name of KPMG and PwC Account Commissioners. I will now present the reports that we have prepared for you for the ordinary and the extraordinary general assemblies today. So as we sum up the main points. In line with the audit regulations, we would like to give you the reasonable insurance that the accounts -- euro accounts don't see any significant anomaly. The accounting methods are appropriate. The risk measurement is reasonable, and the laws and regulations are complied with. We would like to remind you that the consolidated accounts of your company have been prepared with the IFRS referentials. The annual accounts were prepared with the French accounting principles. Our approach is adapted to the organization and the group's activities. We also check that the current operations and exceptional operations such as acquisitions, sales, restructurations or finance operation -- financing operations. Regarding our conclusions, they were present -- they were presented in the report to the audit -- risk and audit committee and the Board of Director, the 12 and 14th of February 2025. So in line with the French Code de Commerce, we show in our report, the key points of the audit, there are linked to the normally risk -- the significant anomaly risk that we've identified, whether it is a relative weight in the clouds, the complexity of their evaluation or the importance -- of their importance. So it is the evaluation of the recoverable value of the goodwill. So for the annual accounts, it is the participation titles. We also check the specific checks the management report of the Board of Directors, the presentation of the annual and consolidated accounts in the format of the ESEF format. We have certified the annual accounts of the Rexel SA company and the consolidated accounts into the first and second resolution of your assembly. Regarding the special report on the regulated conventions. We have noted that no convention was authorized and converted during the -- yes, as it was said for 2024, the company has published for the first time, sustainability information -- information regarding sustainability regarding the transmission in France of the European directive CSRD. We have emitted a report giving you limited insurance on the conformity. The three elements here on screen with the applicable rules, especially ESRS norms. Based on the work that we have conducted, our conclusion is the following: no mistakes emissions or incoherence have been noted. We have put a couple of observations forward, but nothing that -- nothing major regarding this work. Regarding the resolutions, I think to the extraordinary part of this General Assembly, we have listed 4 reports covering the Resolutions 15 to 22, which are the following: the reduction of capital by share acquisition cancellation in the limit of 10% of the social capital for a period of 18 months. The emission of shares of different value, the emission of ordinary actions and giving access to the capital of the company reserved to members of the company and ordinary shares for certain to beneficiaries, the modalities that are described in the administration council do not warrant further observations or remarks from our parts and there will also be a complementary report including the examination of the pricing. Thank you very much for your attention.

Agnes Touraine

executive
#7

It is now time to move on to the Q&A session. I will now give the floor to you, and you can raise your hand if you have a question and a microphone will be given to you. Are there any questions? Feel free to raise your hand. No questions. In that case, thank you very much. I will now give the floor to Isabelle Hoepfner-Leger to move on to the vote of the resolution, Isabelle.

Isabelle Hoepfner-Leger

executive
#8

Thank you very, very much. Good morning, everyone. I am Isabelle Hoepfner-Leger, Secretary General of the Board of Directors. We are now going to vote for the resolutions, I would like to first say the definite quorum is 86.13% which corresponds to 254 million shares that are represented or having voted by correspondence. You see on screen the modalities to vote for the resolutions. Now the first resolution about the approval of total accounts with a benefit of EUR 455,747,601.23. The vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#9

Vote is closed. The resolution is adopted. Second resolution about the approval of consolidated account with a benefit of EUR 341 million. The vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#10

Vote is closed. The resolution is adopted. Third resolution, about the assignment of the 2024 result and the distribution through dividends of EUR 1.20 per share. The vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#11

Vote is closed. The resolution is adopted. Fourth resolution about the approval of regulatory conventions from Article L2225-38 of the Code of Commerce. The vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#12

Vote is closed. The resolution is adopted. Fifth resolution, about the policy of remuneration to be applied to the Board -- to the Chair of the Board for the year 2025. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#13

Vote is closed. The resolution is adopted. Sixth resolution about the policy of remuneration of Board members for 2025. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#14

Vote is closed. The resolution is adopted. Now seventh resolution about the policy of remuneration to be applied to the General Manager for the year 2025. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#15

Vote is closed. The resolution is adopted. Eighth resolution about the approval of information mentioned in Section 3.2.2 in the registry document, a universal document of 2024, remuneration of social parties for 2024. [Voting]

Isabelle Hoepfner-Leger

executive
#16

The vote is closed. The resolution is adopted. Ninth resolution about the approval of fixed, variable and exceptional elements about the total remuneration in all nature paid to or assigned to the year 2024 and pay to Agnes Touraine, Chair of the Board. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#17

Vote is closed. The resolution is adopted. Tenth resolution relative to the approval of fixed, variable and exceptional elements concerning the total remuneration or in nature advantages paid or assigned as regards to year 2024 to Guillaume Texier, General Manager. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#18

The vote is closed. And the resolution is adopted. 11th resolution relative to the renewal of the mandate as a member of Marcus Alexanderson for a duration of 4 years. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#19

Vote is closed. The resolution is adopted. 12th resolution about the renewal of the mandate as a member of Guillaume Texier for a duration of 4 years. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#20

Vote is closed. And the resolution is adopted. 13th resolution concerning the renewal of the mandate as a Board member of Agnes Touraine for a duration of 4 years. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#21

And vote is closed. The resolution is adopted. 14th resolution, whose objective was to authorize the Board to operate on the shares of the company. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#22

And the ballot is closed. The resolution is adopted. 15th resolution whose objective is to accept -- to let the board reduce the social capital by annulling shares. The vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#23

The ballot is closed. And the resolution is adopted. 16th resolution to enable the Board to increase the capital and maintain the preferential subscription right. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#24

The vote is closed. And the resolution is adopted. 17th resolution that enables the Board to increase the capital and suppress the preferential right of subscription by way of public offer. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#25

Ballot is closed. The resolution is adopted. 18th resolution that enables the Board to increase the capital and suppress the subscription preferential right by way of a private placement. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#26

Ballot is closed. The resolution is adopted. 19th resolution that enables the Board to increase the amount of initial emissions in case of accidental demands for the Resolution 16, 17 and 18. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#27

The resolution is adopted. 20th resolution that allows the Board to proceed to emit and suppress the preferential right of subscription to remunerate by nature allowed by the company. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#28

Vote is closed. Sorry for the delay. The resolution is adopted. 21st resolution that allows the Board to proceed to an emission and suppress the pre subscription right in benefit of the shareholders with savings plan. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#29

Ballot is closed. The resolution is adopted. 22nd resolution that enables the Board to proceed to an emission with -- that enables the Board to proceed to an emission and to a suppression of the subscription preferential right reserved to some categories of beneficiaries to allow share holding operations by the employees. Votes is open. [Voting]

Isabelle Hoepfner-Leger

executive
#30

Vote is closed. Sorry for the delay in the interpretation and resolution is adopted. 23rd resolution that allows the Board to decide an increase of the capital by incorporating bonuses, reservations, benefits or others whose capitalization would be admitted. The vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#31

The ballot is closed. And the resolution is adopted. 24th resolution relative to the modification of Article 17 of the status of the company to align it to the modifications introduced by the attractivity law on the deliberation modalities by the Board. Vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#32

The ballot is closed. And the resolution is adopted. And now we reached the last resolution, the 25th resolution that gives powers for legal formalities. The vote is open. [Voting]

Isabelle Hoepfner-Leger

executive
#33

The ballot is closed. And the resolution is adopted.

Agnes Touraine

executive
#34

Thank you, Isabelle. Now has come the time to close the session. The schedule is finished. It has been all covered. Thank you for your attention, and I would like to thank shareholders for their votes, and I close the session, and I would like to thank all collaborators that have contributed to organize this general assembly. I wish you all an excellent day. [Statements in English on this transcript were spoken by an interpreter present on the live call.]

This call discussed

For developers and AI pipelines

Programmatic access to Rexel S.A. earnings transcripts and 32,000+ others is available through the EarningsCalls.dev REST API. Plans from $24.99/month — full transcripts, speaker segments, full-text search, and the recently-added /api/v1/transcripts/recent polling endpoint for ETL pipelines.