Société BIC SA (BB) Earnings Call Transcript & Summary
May 19, 2021
Earnings Call Speaker Segments
Pierre Vareille
executiveLadies and gentlemen, dear shareholders, good afternoon. As Chairman of the Board. And on behalf of the members of the Board of Directors, I would like to wish you a warm welcome to the General Meeting of the shareholders for BIC. Given the public health crisis and in accordance with the laurel dated 25th of March 2020, prolonged by a decree dated 9th April 2021. This general meeting is held without the physical presence of the shareholders who've been invited to vote before the general meeting. [Operator Instructions] I would also like to point out that this year, as with last year, the products that are handed out during general meetings will be handed out, in this case, to charities that are fighting against the impact of the public health crisis on vulnerable populations through the BIC Foundation. The Bureau of the General Meeting is as follows: Myself, Pierre Vareille, I will be chairing the general meeting. As I am here physically at 8 [Plaza Immobilier] in Paris from which this broadcast is being recorded. I'm here with Gonzalve Bich, Director General; and John Glen. Board member. We also have with us Edouard Maruani, the Head of Legal for the group and Secretary for the Board of Directors, who will be the secretary for the general meeting. We're calling on the following people to be scrutineers. Edouard Bich, representative of MBD, shareholder and member of the Board of Directors; and Mr. Olivier Benoist, representing the company MA CSF and also a shareholder. Both of them are participating in this meeting remotely through a secure connection. The statutory auditors Jean-Pierre Agazzi, representing Deloitte and Associates; and Mr. [Vienne A. Martin] representing Grant Thornton are also here via phone link. Finally, all of the members of the Board of Directors are joining us through a video connection, and I would like to thank them for their remote presence. I can therefore declare this general meeting for this company open. And I'd like to give the floor to Edouard Maruani.
Edouard Maruani
executiveThank you, Mr. Chairman. Let us start with the summons. The current assembly was the subject of a notice published in the BALO on the 12th of April 2021. Invitations were also published in Affiches Parisiennes on the fourth of May 2021. The ordinary letters were sent out on the 30th of April 2021 to all individual shareholders in compliance with R225-68 of the French code of commerce. Companies, Deloitte and Associates and Grant Thornton, our statutory auditors were also invited by paid and signed letter on 3 May 2021. The registry, approved by the members of the Bureau show that 483 shareholders have given powers to the chair and 799 shareholders voted remotely. Those 1,282 shareholders hold together 38,872,920 shares, this participation means we have a quorum of 86.548%. The general meeting is, therefore, regularly constituted and convened to deliberate in its ordinary and extraordinary compositions. All of the documents required by law have been put on the website for BIC Group within the required time frame. The agenda for the meeting is as follows: 15 items on the competence of the general meeting and its ordinary composition, approving the social accounts for 2020, approving a consolidated accounts for 2020. The profit and allocation of dividend, EUR 1.8 per share and payment on the second of June 2021, authorization for the Board to repurchase shares, renewal of the terms of some members of the Board of Directors, Marie-Aimée Bich Dufour, the company of MDB; and Mr. John Glen, for a further year. Approval of comp and ben for the corporate officers for the financial year 2020 and also the comp and ben policy for corporate officers. Compensation and benefits for the corporate officers for the year 2020. Compensation and benefits for financial year 2020 for Pierre Vareille, Chairman of the Board of Directors; compensation and benefits for financial year 2020 to Gonzalve Bich, Director General. Compensation and benefits for the first of January to 30 June 2020 to Jim DiPietro, Deputy Director General. Compensation policy for the Chairman of the Board for financial year 2021. Compensation policy for Corporate Officers -- Executive Corporate Officers for financial year 2021. The policy for the members of the Board of Directors and the compensation for the members of the Board itself. For the general meeting and its extraordinary composition, we have authorization for Board of Directors to cancel shares, authorization to hand out free shares, authorization for subscription or purchase rights, without the preferential subscription right for shareholders, overall limits on share admissions for the authorizations for options and free shares. Delegation to the Board of Directors for authority to increase the market cap for employees, delegation of authority to the Board of Directors to -- for the compensation for the market cap, overall limits for stock admissions, statutory modifications. And then finally, in its ordinary and extraordinary composition, powers for formalities. This agenda was finalized by the Board of Directors. No shareholder has requested any change to the agenda. I would like to thank you and give the floor back to Pierre Vareille.
Pierre Vareille
executiveThank you, Edouard. Dear shareholders, as you know, BIC is an international group. Its executives and the members of its Board of Directors show just how global the company is. Most of the members were not able to travel today because of the travel restrictions in place because of the public health crisis. Others were not able to join us today because of the social distancing measures still in place. However, it seemed important to us to involve them in this general meeting. This is why we have prerecorded some of the presentations you will hear today. Gonzalve Bich is here with us, and he has also prerecorded a number of presentations on his own or with his teams. These presentations will be given in French or in English, and we also have simultaneous interpreting available to you. After this introduction, Chad Spooner, our financial Director, will be presenting the consolidated results for 2020 and also the outlook for 2021. Gonzalve Bich will then go back over the events and highlights of 2020 and the beginning of 2021. He will be doing this through a series of prerecorded presentations and also through live presentations. Then we will have presentations on governance. What your Board of Directors have been doing in 2020 and the presentation on compensation for corporate officers and executives. Again, we will be alternating between live presentations and prerecorded ones. Jean-Pierre Agazzi, an associate at Deloitte will be presenting the report for the statutory auditors. We will then answer the questions that you sent in before this general meeting. Edouard Maruani will then wrap up with a presentation, a summary of the resolutions and the votes, voting was closed yesterday. Resilience, transformation and responsibility. These are the 3 words that summarize the important year 2020 for our group. We had resilience in our operating model in an environment that the world has never seen before. We transformed that model by undertaking to implement our Invent the Future plan, and we also launched our Horizon strategic plan. These will open the way towards a sustainable ramp-up of our growth trajectory. And responsibility to our shareholders by maintaining solid ROI and also responsibility to the planet and future generations with our commitments to sustainable development and responsibility to our employees, our clients and consumers. 2020 was exceptional in a number of ways. It was exceptional through the scale of the public health crisis that followed the pandemic and also exceptional through the scale of the economic crisis that followed. In these never before seen times, your group has shown the resilience of its model and how quickly it can adapt, heavily impacted by the slowdown in business around the world. Revenue dropped 12.6% like-for-like, down to EUR 1.6 billion. The Stationery category was the most affected, particularly the writing implement segment. Affected by schools closing and people doing online schooling. For Lighters, the sales of pocket lighters did drop because of the closing of local stores. However, utility lighters continued to sell well and increased their numbers, especially in the U.S. Finally, people shaving less often because they go into work less often did draw down the sales of razors. However, thanks to excellent execution, our teams were able to increase or maintain our market shares in strategic segments and countries. Adjusted operating profit, i.e., excluding nonrecurring items, is EUR 229.1 million, with operating margin at 14.2%. Adjusted EPS is EUR 3.54 per share. Free cash flow was at EUR 274.5 million, and the net cash position at the end of December, EUR 183.9 million, up nearly EUR 40 million versus 2019. Chad Spooner, Financial Director for BIC, will be going back over the details of the financials in just a few minutes. For more than 2 years now, BIC has been committed to a major transformation campaign called Invent the Future. The aim of this program is to increase our agility and to adapt to the changes in our environment. As part of invent the Future, our strategic plan Horizon, which we presented last November, aims to increase sustainable growth and profitable growth in our group. It is based on a series of key skills such as innovation, business excellence, optimizing our industrial model and, of course, financial discipline. The aim of the program is to significantly increase the size of our addressable markets by rethinking our categories from a consumer-centric perspective. In Stationery, we have been integrating into our legacy segment, creativity and digital writing. These are 2 markets that are growing strongly and we believe we are legitimate in taking a place on. For lighters, we are moving towards a model that is more value centric by betting on the increase in ranges and on customization. We're also broadening our market by taking any opportunity we can to light a flame. Finally, in razors, whilst strengthening our position in disposable razors with products that are more environmentally friendly. We're also moving towards rechargeable razors by leveraging our technological and industrial know how by creating high-precision razor blades with other brands. This new strategic road map will enable us to reach a sustainable trend for growth in revenue of 5% per annum, whilst also generating EUR 200 million of free cash flow per year. Based on this sustainable growth, and added value, we have reviewed our equity allocation policy. There are now 2 major pillars in this, financing of growth and maintaining strong returns for our investors. Financing organic growth will be done through industrial investment for about EUR 100 million per year. We're also expecting targeted acquisitions for an average yearly cost of EUR 100 million. Payment of ordinary dividend remains the main which -- the main way in which we compensate our shareholders with a distribution ratio of about 40% to 50% of profit per adjusted share. On top of this, we also have regular share buybacks. Based on this policy, your Board of Directors has suggested you vote in favor of a dividend of EUR 1.8 per share. A distribution ratio slightly higher than 50% for a total of EUR 81 million. This dividend will also run parallel to a share buyback program of EUR 40 million, which was started in March, which will bring overall remuneration for 2021 to EUR 121 million, slightly up versus 2020. This shows our confidence in the resilience of our business model. Despite a number of headwinds, our group has been able to stay strong through the storm and has even been able to speed up in CSR in 2020. We've been able to move forward on the 5 pillars of our Writing the Future plan and Together plan. Everyone has individually pitched in to further the sustainable development goals for the United Nations. Since 2018, 68% of our products have seen their environmental impact reduced. We reduced by 32% the number of declared accidents despite a working environment that was made more difficult due to the pandemic. More than 1/4 of our strategic suppliers joined our responsible purchasing program, committing themselves alongside us to a more innovative, safer and more efficient purchasing process. The learning conditions of more than 118 million children have been improved since we launched the Writing the Future program in 2018. This year, our actions were centered around supporting parents and teachers as schools were shut. Finally, we are 5 years ahead of our targets for fighting climate change. We now have 80% of our consumed energy, which is from renewable sources. Gonzalve Bich we'll be presenting the new targets for this strategic pillar in a few minutes. We remain convinced that the creation of long-term value should be to the benefit of all of our stakeholders. And we aim for a sustainable balance between sharing of profit and investing in future growth. Given the pandemic, we have been particularly vigilant in 2020 to our communities. We handed out a lot of free products around the world to help local communities, to help hospitals, and to help the most vulnerable people. Such as children from poor backgrounds and children who no longer have access to schooling and they are homeless. These handouts were made possible through the commitment of our teams, who I would like to thank today, particularly. Your group is stronger after this crisis. And the crisis is not entirely behind us yet. The brands, the capacity for innovation, the industrial model, the sales excellence are so many assets that we can leverage to continue to create sustainable value. I would now like to give the floor to Chad Spooner, our new Financial Director. Chad was not able to come in-person today because of the restrictions on travel. However, he is listening in. And he has prerecorded his presentation for the consolidated accounts 2020 and the outlook for 2021 for the group.
Chad Spooner
executiveHello, everyone. I'm going to take you through BIC's consolidated results for the 2020 year. Then present to you our first quarter 2021 financial performance and then conclude with our outlook for the full year. Let's start with a quick look at our financial performance in 2020 that Pierre Vareille just presented, and I'll cover these results in more detail later during this presentation. Net sales for the full year was at EUR 1,627.9 billion, down 12.6% on a comparative basis and down 11.8% at constant currency. The overall group performance was significantly affected by COVID-19 and which weighed around 10 points on full year 2020 organic net sales growth. Adjusted EBIT was at EUR 229.1 million and with 14.1% margin, in line with our guidance given for full year 2020, which was for our margin to be above 13.5%. This was a solid performance achieved by the prudent management of operating expenses, and the savings generated by our transformation plan. On this next slide, you can see the details of BIC's full P&L from net sales to earnings per share. The net sales for the full year of 2020 totaled EUR 1,627.9 billion down 16.5% as reported. The negative impact of currency fluctuations of minus 4.2 points was mostly attributed to the decline of the Brazilian Real and the decline of the U.S. Dollar against the Euro. The COVID-19 impact on the decrease for 2020 net sales was estimated around minus 10 points. The perimeter impact adjustments include mainly the acquisitions of Djeep and Lucky Stationery in Nigeria. Gross profit margin for 2020 decreased 2 points to 48.1% compared to 50.1% in 2019. Excluding underabsorption of fixed costs due to the COVID-19 pandemic, the gross profit margin increased by 0.6 points. This was driven by favorable foreign exchange and a decrease in raw material costs. This favorability was partially offset by unfavorable manufacturing cost absorption. Adjusted EBIT for full year 2020 was EUR 229.1 million compared to EUR 331.8 million last year. With an adjusted EBIT margin of 14.1% versus 17.0% for 2019. I will cover the main drivers behind our adjusted EBIT margin in the next slide. The nonrecurring items for 2020 were the following: we had EUR 27.2 million of restructuring costs. The main drivers of these costs were our transformation plan, the closure of our Ecuador factory and the restructuring of our Latin America and Asia commercial operations were removed to an indirect model in several countries. In the second quarter of last year, we also had EUR 41.7 million related to the Cello impairment on property, plant and equipment and trademark. In the third quarter of 2020, we had EUR 44.1 million of favorable pension adjustment in the United States. Our full year 2020 nonrecurring items also included EUR 41.8 million in cost of goods, of which EUR 35.8 million is unfavorable manufacturing cost absorption, resulting from plant closures and lower product demand due to COVID-19. There was also EUR 6.0 million of direct expenses related to additional employee protection implemented to fight against the spread of the coronavirus, items such as cleaning supplies, masks and sanitizers. We also had an impact of EUR 3.6 million in operating expenses and other expenses mostly commercial force under activity due to COVID-19. Year-to-date, income before tax was EUR 155.3 million compared to EUR 251.4 million in 2019. The effective tax rate for 2020 was 39.7% versus 30.0% the previous year. Net income group share was EUR 93.7 million as reported for 2020 compared to EUR 176.1 million in 2019. Adjusted net income group share was EUR 159.4 million compared to EUR 246.7 million in 2019. EPS group share was EUR 2.08 compared to EUR 3.91 in 2019. Adjusted EPS group share decreased 35% to EUR 3.54 compared to EUR 5.47 the previous year. Adjusted EBIT margin for 2020 was 14.1% versus 17% in 2019. It was positively impacted by a higher gross profit margin driven by favorable foreign exchange as well as lower raw material costs. Brand support investments also had a positive impact. These drivers were more than offset by unfavorable fixed cost leverage from operating expenses and other expenses as a result of the lower net sales. In addition to this, we had a negative impact from the cost to implement our new organization and higher incentive plan costs compared to last year, which more than offset the benefits we achieved through OpEx reductions across all geographies. As we executed in line with our OpEx actions announced in May of 2020. This next slide summarizes the evolution of our net cash position between December of 2019 and December of 2020. Net cash from operating activities was EUR 357.6 million, including EUR 233.9 million in operating cash flow and EUR 123.7 million of positive impact from the change in working capital and others. Among the drivers of the working capital were the benefits from accounts receivable of EUR 100.7 million compared to December of 2019 and inventory which contributed EUR 46.5 million. Net cash was also impacted by investments in CapEx as we invested EUR 83.1 million in 2020. Shareholder return was EUR 117.6 million in 2020, of which EUR 110.2 million dividend payment and EUR 7.4 million share buyback. We invested EUR 72.5 million for acquisitions, mostly Djeep and Rocketbook. The EUR 47.3 million of others is mostly related to foreign exchange. Our net cash position at the end of December 2020 was a positive EUR 183.9 million. Consistent with Horizon and BIC's focus on cash management, we generated EUR 275 million free cash flow in 2020, driven by improvement in working capital and lower CapEx. The improvement in working capital was driven by a decrease in accounts receivables, which had a favorable impact on cash versus December of 2019, as we closely monitored and drove our collection efforts in this challenging COVID environment, where all companies were looking to conserve their cash outlays. CapEx was also lower in 2020 versus the prior year and at a level in line with what we had guided towards in March of 2020. Which was for CapEx to be in the range of EUR 80 million. To drive operational cash flow generation, we also reduced the amount of OpEx that were initially expected in 2020 by more than EUR 28 million. As a reminder, this is more than the EUR 15 million to EUR 20 million objective announced back in May of 2020. Before I move on to our Q1 2021 performance, let me say a few words on our nonfinancial performance in 2020. Sustainability has been part of BIC's DNA for many years. Our sustainability journey is underpinned by BIC's Writing the Future, Together 2025 commitments, which we believe will create value for all our stakeholders over the long term. I'm pleased to present the progress made on several KPIs for this topic in recent years. In 2020, our annual energy consumption per tonne of products was 12.96 cubic meters and over the last 10 years, energy consumption per ton of products has decreased by 5.8%. We reduced our greenhouse gas emission by 3.6% in 2020 versus 2019. In line with our fight against climate change and also reduced our water consumption per tonne of production by 1.9% over the last 2 years. Lastly, the percentage of recovery waste, which corresponds to recycled or incinerated waste with energy recovery was improved versus 2018. Let's now take a look at a snapshot of our financial performance for Q1 2021, which we published on April 27. Our net sales for the first quarter were EUR 411 million, up 25.6% at constant currencies and up 20.9% on a comparative basis. This performance was led by exceptional growth in our Flame for Life division, particularly in our U.S. lighter business. Driving this performance was primarily a shift in market trends and customers realigning their orders during the first quarter to meet stronger-than-expected consumer demand. The strong increase in net sales positively impacted Q1 adjusted EBIT, which was EUR 60.5 million, with a 14.7% margin. Q1 of 2021 nonrecurring items included EUR 167.7 million from the gain from our Clichy headquarter sale, EUR 3 million from the gain from our Pimaco divestiture and EUR 3.9 million of restructuring costs related to our transformation plan. Adjusted earnings per share were EUR 0.96, up 60% versus last year. Free cash flow before acquisitions and disposals was EUR 36 million, and our net cash position at the end of the quarter was EUR 393.6 million, including the sale of our Clichy headquarters. Despite a better-than-expected start to the year, our full year outlook remains unchanged, though we now expect to be at a high-end of our 5% to 7% growth objective at constant currencies. We'll provide an update on overall business trends alongside our half year results in July, once we have a better visibility on the evolution of our overall trading environment, particularly on Back-to-School in the Northern Hemisphere. In line with our transformation plan, full year 2021 operating margin should improve, thanks to tight management of input costs and further manufacturing efficiencies. Full year 2021 free cash flow is expected to be above EUR 200 million, driven by strict control of CapEx and working capital. Thank you for your attention.
Gonzalve Bich
executiveThank you, Chad. Ladies and gentlemen, shareholders, good afternoon. As Pierre Vareille told you in his introduction, 2020 was a pivotal year for BIC. It was a year in which our teams have shown exceptional courage. And great agility in managing the crisis. 2020 was a year in which we designed and launched our Horizon and accelerated sustainable development strategic plan. It is a year in which we strongly accelerated our e-commerce efforts and activities. And it is a year in which we defined our vision and our corporate purpose. The following presentations and videos, will cover these different topics. Some of these presentations were prerecorded with 2 members of my team who do not speak French as their native language. We have Mallory Martino, Director of Human Resources; and Jennifer Elmashni, our e-commerce manager.
Gonzalve Bich
executiveCOVID-19, what we've done and what we've learned. A little bit over 1 year ago at the onset of the COVID-19 pandemic, everything changed for all of us. And we had to change our ways of working the plants at the offices globally. Can you tell us a little bit about what we've done over the last year?
Mallory Martino
executiveYes. It became clear so quickly that COVID-19 was evolving into a global emergency. And so we very quickly established a cross-functional task force to monitor updates around the world and provide ongoing recommendations for precautionary measures. We focused immediately on our factories, implementing protocols around things like cleaning and hand washing, temperature checks, in addition to actually installing physical barriers where appropriate. We also created a very detailed safety protocol, covering everything from social distancing to masking to how to handle COVID-19 cases in the workplace and truly everything in between. Most of our office locations, we shifted to remote work with absolutely no loss of productivity. And finally, we created a leadership led task force to ensure operational excellence through the pandemic and frankly, beyond.
Gonzalve Bich
executiveI know that was really important to all of our team members as responsible community leaders. Let's talk a little bit about that remote to work shift. It's been quite a transition for us. It's incredible, no loss in productivity.
Mallory Martino
executiveYes. It really has been incredible. And I think the numbers are staggering, right? So we actually went from 3,000 video conferences a day to 16,000 video conferences a day, to your point, with no loss of productivity. Thanks so much to our IT team. It forced us to look at flexible workplace policies, and we've taken this as an opportunity to create working guidelines for longer-term remote work, which is being managed by local leadership. It also allows us to revisit our site footprint and explore flexible office layouts. As you can imagine, the response has been very positive, and we're really looking forward to continuing our local pilot programs.
Gonzalve Bich
executiveAnd all that around team member engagement, which is so critical to the health of our business today ongoing. Can you tell us a little bit about what you're doing, what we as an organization are doing around that?
Mallory Martino
executiveYes. So I think it's really important just to recognize that we're taking action at both the local and at a global level, right? And so at a local level, we continue to be so focused on ensuring our team members are safe and really have access to the resources that they need to maintain their health and well-being. Globally, if I come at it from an HR perspective, we will continue to pay -- we'll continue our pay-for-performance mindset. We're rewarding team members for profitable growth. Supported by an updated performance evaluation and development process as well as talent management via an investment in our new human capital management system. I'm also really excited about the fact that we've recently launched member experience survey. So we'll get a much deeper understanding of what's working well, areas for improvement, and we'll be sure to invest in both of those places.
Gonzalve Bich
executiveAs you just heard, with Mallory, the COVID-19 crisis was a difficult time for everyone. But we also learned a lot. It is during this crisis that we were able to finalize our new strategic plan called Horizon. This plan is based on our legacy fundamentals. What got us here today. These fundamentals have been rethought and reworked to better meet the needs of consumers today and the consumers of tomorrow. We had a single goal in mind. Accelerating growth, profitable, sustainable growth that creates value for all of our stakeholders. Horizon is based on 3 pillars, developing specific skills which will enable us to stimulate sustainable profitable growth for the group. Rethinking our 3 categories to better focus on consumer needs. And finally, increasing our sustainable development. We started to transform 2 years ago with our different Invent the Future tasks, which aim to make BIC, a more agile, more efficient and more consumer-centric group. The Horizon plan adds on top of Invent the Future. We are shifting from a product-centric company, a production centric group to a company that is focused on what consumers want, what they need, their purchasing behaviors and what they do with our products. To this end, we are giving our group new skill sets, and we are making choices. We have rethought our innovation ecosystem to make it more agile and more open by creating partnerships with young startups. This would enable us to leverage new technology faster in a way that matches what we do and to better understand the real needs of our consumers. If we want to grow, we need to be the best, and we must become a true champion of multichannel distribution. To this end, we are integrating key sales skills with the leading edge of revenue growth management techniques. We're also working on e-commerce, and I'll be coming back to that in a few minutes. Furthermore, we have rethought our industrial organization and our logistics chain to simplify processes and reduce complexity. These changes enable us to drive down cost and optimize our cash generation, which frees up resources to fund growth. Finally, we are making choices to reallocate our resources to invest in some markets and to change our distribution models in some countries. We have also rethought our 3 categories: to increase the size of our target markets and to drive our model forward, which was based on volume but will now be based more on value whilst also continuing to offer affordable products to everyone. In stationery, people are changing the way they use products. Some segments are growing faster than others, and there are needs that are not truly covered today and on which we believe we are legitimate in taking a place. This is why we are moving towards the concept of human expression, which covers all ways in which people express their creativity. Today, the writing implement market is about EUR 19 billion. Creative expression or human expression could reach EUR 80 billion by 2025. We, therefore, have the ball in our court, especially on segments such as temporary tattoo markers and coloring. Our new product launches are in line with the strategic plan and show us that we are clearly meeting the needs of all consumers. If we look at coloring, we know that coloring no longer interest just children. We know that 75% of adolescents and 60% of adults regularly do coloring. By repositioning our Intensity range, we are offering a choice of products that truly meet that need. Skin creative, skin art is also a strongly growing segment, and we are already addressing it with BodyMark, which is our range of temporary tattoo markers. This is a highly promising segment that could reach EUR 50 billion by 2025. We are therefore going to continue to innovate on this market and broaden our offering. Coloring, creative leisure and tattoo markers are strong growth markets. And we're also seeing this in digital writing, which is an emerging segment that could reach EUR 4 billion by 2025. We have made a first step in digital writing back in November when we purchased Rocketbook, a young American company that is a leader on smart reusable notebooks. With Rocketbook, we found that perfect combination between analog and digital. For Lighters, our model up until today has been based on volume and, of course, the quality and safety of our product. With the Horizon plan, we are rebalancing our business model towards more value. By playing the customization card and by spreading our markets to all uses for flames through our Flame For Life division. Today, 50% of flames are for uses other than for tobacco. Since forever, a flame has been a necessity and is -- that is still the case to cook, to heat and to light. And that is true in all of our countries. We're going to continue to leverage those usages and also accelerate the rhythm at which we innovate, so we can offer all consumers a way to use a flame in the way that they want. A concrete example of this would be our last year launch in the U.S. and this year's launch in France of EZ Reach. Our first utility pocket lighter. This is a lighter, which has a slightly longer stem, which means that you can like candles or barbecues without singeing your fingers. We've also seen the consumers are able to spend a little bit more to get a lighter that they identify with. Therefore, we have launched a range of customized lighters. And we've just launched our customized range. To this end, we recently purchased last year Djeep, which is very well-known for the shape of their lighters and for their decorative know-how. Finally, we are innovating in sustainable development with our BIC Ecolutions, which provide environmental benefit with the same level of quality and safety. Let's speak a little bit about razors. There are a lot of challenges in this segment. However, we have made huge progress over the last decade in the quality of our blades and also in our production tools. This progress we aim to leverage with Blade Excellence. Behind Blade Excellence, there are 2 ideas. First of all, offering products with high added value. Such as our hybrid shaver range, which is environmentally friendly that we just launched. Blade Excellence aims to leverage how good we are in research and development and in fabrication. We have the capacity and the necessary quality to stand out in this category. And this is why we are now offering well-known established or up and coming brands access to our technology. This selective approach would enable us to increase our margins and optimize the investment that we have been making over the last 10 years. Through Blade Excellence, we are multiplying fivefold our potential addressable market. I'd like to wrap up this presentation with the final pillar of our Horizon strategic plan that is sustainable development. By looking closely at the beginning of the life cycle of our products, we were pioneers. If we want to continue to be actors in the fight against climate change and to reuse our products, we need to get involved in plastic recycling. And to this end, we have announced 2 ambitious goals. By 2025, 100% of our packaging will be recyclable, reusable or compostable. By 2030, we will be using 50% recycled plastic, recycled or alternatively sourced in our products with a first step at 20% by 2025. As you have gathered, our group is changing fast. And we have a clear road map that will enable us to ramp up our growth trajectory and help us continue to generate more than EUR 200 million of free cash flow per annum, while also maintaining a strong balance sheet. By acquiring the necessary skills, by rethinking our categories to increase the size of our addressable market and by integrating sustainable development into our strategy. Through Horizon, we are creating a business model that will create value for all of our stakeholders. At the beginning of this presentation, I briefly touch on our e-commerce ambitions. After a video on our new commitments to sustainable development, I will be presenting the detail of our strategy through an interview with Jennifer Elmashni, our Head of e-commerce. [Presentation]
Gonzalve Bich
executiveJennifer Elmashni, our e-commerce journey. It's been now 2 years since you joined us to lead our e-commerce efforts and team at a global level. As you reflect on that, what are you most proud of in the journey that you've accomplished so far?
Jennifer Elmashni
executiveYes. Well, first, thank you for allowing me to come and share a bit about our journey. It has been a really, really exciting one. And I'm so proud of what our team has been able to accomplish. The 2 things I'm most proud of are anchored in first and foremost, our growth. As part of our Horizon strategy, we set out to have top line accelerated growth. We continue to double the rate of our growth year-over-year. Even in Q1 alone, we delivered 42%, which is exceptional, something I'm extremely proud of. When I look at our market share in measured markets, we're maintaining and reaching that #1 position online in key segments and key locations, which is a very strong signal of our results. And also our profitability. It's a really important part of the equation in e-commerce. We're growing profitably, and it's also not dilutive to our total. So that's -- the growth is a big one. The second 1 is our consumer, also part of our Horizon strategy, we set out to keep the consumer at the center using channels like Facebook, Instagram, our ratings and reviews on our product detail pages. We can collect so much information and hear from our consumers passing that to our innovation pipeline to really build the next-generation of digital solutions is also something that we're starting to see, which is really exciting.
Gonzalve Bich
executiveAnd in all those achievements, as you reflect, what are the key lessons learned that you continue to take forward as you build and grow?
Jennifer Elmashni
executiveThis is -- 2 years, there's been a lot of lessons learned. So things that things that we've done that didn't work, a lot of things that we have that have worked. If I have to think about the first, which is really the most important for me, it comes down to our talent is number one. When I first joined the organization, I told you that my ambition was that 100% of our employees were well versed and understood the key principles of what it takes to grow in e-commerce because it really takes everybody to deliver the level of growth that we're seeing. So achieving that as well as bringing in and hiring external talent, digital native talent that comes with the capabilities in critical roles has been a really nice balance to the equation to help us grow. The second is scaling capabilities. So part of this is taking the power of global and deploying strategies at a local level that teams can optimize the move really quickly. So our digital content, for example, is another area that we're scaling that nice global to local model. And the third for me really is prioritization. So in e-commerce, it's really easy to invest in a lot of small things, but for us, it's come down to focusing on the core few. So that we deliver fewer, bigger, better, which has also contributed to our growth.
Gonzalve Bich
executiveAnd as we drive down this journey and you're really leading us towards continued and accelerated growth. What's the ambition? What are we looking at for the next 2 to 3 years?
Jennifer Elmashni
executiveYes. Well, I'll say this last 2 years has been really exciting. I'm super excited for what's ahead in the next several years. For me, first, I'm a big fan of doing things that work so we have to keep doing 3 things that I just shared are focusing on our talent, scaling capabilities, and staying really focused on our priorities. The second is, which is so exciting is Rocketbook's successful integration and cross sharing the best of what they bring into BIC offering our talent at BIC to them. And any future partnerships that we also bring into the organization are -- is an important part of our journey. The last part is around innovation. So thinking about how can we contribute our learnings, as I mentioned, keeping the consumer at the center. Digital-first launches, whether it's from a product, service or how we go-to-market is an important part of the journey and then also our go-to-market model. So our ambition is to continue to reach the consumer directly and continue to offer them be first market movers in the digital space.
Gonzalve Bich
executiveJennifer, you're leading a key pillar of horizon. Thank you so much for sharing your perspectives with us here today.
Jennifer Elmashni
executiveThanks so much, Gonzalve. [Video presentation]
Gonzalve Bich
executiveThe definition of our corporate purpose of our raison d'être involved many internal stakeholders, including the members of the management committee group employees and of course, the Board of Directors, who I'd like to thank very much for their commitment. We would now like to present to you 2 topics. On which we have made significant headway in 2020. First of all, innovation with a presentation by Thomas Brette, our innovation manager, and we will then talk about subjects of diversity and inclusion, and in particular, general equality with Mallory Martino.
Thomas Brette
executiveHello, everyone. My name is Thomas Brette, and I'm very happy to be with you today. As Gonzalve told you in his presentation of the Horizon Plan, BIC is moving from a production-centric company to a consumer-centric company, and I would add to it, an innovative company focused on consumers. The role of innovation is to support our strategy by creating unique growth opportunities for the group, better to meet consumer needs with new and surprising technologies. So my first role as the Insight and Innovation Officer is to support this goal. We need to make sure that we have the most appropriate tools in order to capture and integrate consumer insights at every phase, at every stage of the innovation process, from idea to marketing the product. During 2020, we've made great progress, and we've been able to develop new methods. For example, we created a virtual community of consumers who evaluate and enrich our new product ideas at each step of the process. It's a co-creation approach. One of the products that we developed with this method is the Big Click Stick PrevaGuard TM product. This product contains ingredients that prevents the growth of bacteria on the pen, no matter where it is used, at home, at school or in the office. This is a very strong expectation for some of our consumers, especially during the difficult time of 2020. And of course, we listen to them very carefully and met this expectation. The second example of a new approach to consumers is the tool we have been able to develop, the study in vivo, how consumers actually use our products on a daily basis. Let's talk about the smart shaver that we presented in early 2020, the shaver that is equipped with sensors and AI, and it allows us to learn more about what consumers actually do in the bathrooms and what needs to be improved in their experience. We can test our new shavers and we can get instant feedback on what works and what doesn't. So these are 2 examples of the new approaches that we've been able to put in place in order to improve our proximity to consumers. And of course, there are many other such efforts that we've made. The second pillar of our transformation of our approach to innovation is the opening to the outside world. That's what we call open innovation. We obviously master the technologies that are needed in order to make and manufacture today's products, but not necessarily the technologies of the future. And that's why we decided to integrate innovative approaches in our ways in order to discover and develop these technologies. One of these approaches is based on the use of artificial intelligence and machine learning in order to be able to identify and match consumer needs and trends with the latest technologies. Last June, for example, we announced the launch of data-driven invention lab called DDI that we codeveloped with the Iprova company. Thanks to these tools, we can identify the technologies that have just emerged in our industries and that could be relevant when it comes to meeting our consumers' needs in unique ways. We are the first company in the world to have integrated this approach internally in order to enhance, in order to accelerate the inventiveness and the creativity of our scientists, engineers and in-house designers. In the past, it would have taken years for these technologies to become known, to be understood and mastered. But now it only takes a matter of weeks, sometimes days, to be able to identify these technologies and integrate them into our programs. The next step, once we've been able to identify the Redon technology, is to test it, of course, and to see whether 1 or another concept could meet our needs. In order to accelerate this, we have announced the signature of a partnership with Plug and Play. And it's one of the largest start-up incubators, if not the largest worldwide. Our partnership gives us access to a very wide variety of start-ups and talents who actually mastered the technologies that we have identified as relevant and who can work on our priorities. There are several co-development projects underway with 7 different start-ups, and the partnership has begun on the theme that is dear to us, which is, of course, sustainable development. So as you can see, we are cultivating our ecosystem in order to discover, to integrate new technologies, both internally and externally. In conclusion, we're now able to nurture an open and efficient ecosystem, which is fully aligned with our Horizon strategy at the service of the big brand and serving the expectations of consumers to bring them joy and simplicity in their daily lives. Thank you very much.
Unknown Executive
executiveDiversity and inclusion are woven into the fabric of our culture at BIC. We are committed to blending the many backgrounds, experiences and perspectives within our team to bring the benefit of diverse viewpoints, which will make our organization stronger and better prepared for the challenges ahead. While we recognize that there is always room to grow, we are firmly committed to taking steps to walking the talk when it comes to DEI practices. In 2020 and 2021, we are proud to share that we took a number of those steps. First, we took a much more vocal stance as an organization to make clear that we stand for inclusivity as a foundation of our culture. For example, last summer, we signed the United Nations charter standing up for equal rights and fair treatment of LGBTQI people everywhere. We also stood in solidarity with our black colleagues and publicly denounced injustice and racism as a result of the race-related violence in the U.S. Most recently, Gonzalve signed the CEO in Action pledge, committing us to measurable actions that will continue to promote a culture that celebrates and welcomes diverse perspectives and experiences and encourages open conversations about DEI. To mobilize our team members and inspire action to all of our public statements, we founded our DEI Allyship program where team members help shape our global and regional DEI strategies and bring them to life across the organization. More than 60 team members around the globe volunteered to become allies which are organized regionally with active teams in Europe and APAC, EMEA, India, North America and Latin America. Regional teams quickly mobilized to create support plans and regularly hold meetings and events to raise awareness through education and open dialogue, challenging biases in our workplace and creating a more inclusive environment. Recent support from the DEI allies included activity and celebration of International Day of People with Disabilities in December 2020, which included a presentation to more than 800 team members from a DEI thought leader who spoke about his own disability and the challenge of being perceived as different. The DEI allies also supported International Women's Day in March with a month-long calendar of events. At BIC, we have committed to reaching 40% female in director-level and above positions by the end of 2027. In 2020, we reached 27%, a 3-point improvement compared to 2019, and the work continues. In support of these goals and in celebration of the women at BIC, our DEI Allyship program led a number of impactful programs, including listening sessions with women from across the organization, led by a female-owned consultancy, Work 360, and her story interviews from our women leaders. Moving forward, we have committed to hosting a series of quarterly activities designed to connect and grow women at BIC, including panel discussions, listening discussions, workshops and other events that will encourage networking, community building and career growth. A great example of this is our Women's EmpowHERment Group, which focuses on the advancement of women in supply chain through trading, forums and speaker events. More broadly, we have made a number of commitments to advancing diversity, equity and inclusion in our workplace, including quarterly team member experience surveys as a continued commitment to listening to our team members and making improvements to our workplace; a new human capital management system designed to improve the quality of our talent processes and provide new tools for individual career development; mandatory unconscious bias training to ensure fair and equitable hiring, performance management, development and compensation practices; and a new employment value proposition and employment brand designed to highlight key attributes that will attract and retain diverse talents. Thank you for your support as we continue to foster a culture of belonging where all of our team members around the world can unleash their potential and have a positive impact on our business and the communities in which we operate. [Foreign Language]
Gonzalve Bich
executiveThank you, [ Mary ]. I'd like to wrap up these presentations by talking about 3 initiatives for 2021 that are particularly important to me. The first one is directly related to resolution #17, in which we are asking you to renew the authorization for free share handouts to the employees of the company. As part of the Horizon Plan, the Board of Directors would like to set up an employee shareholder program for all employees within the group worldwide when local laws allow this to be done efficiently. If that is not the case, then a cash equivalent will be handed out. We aim to get more than 95% of our employees on board with this plan. This is a first for your group, but it is only the beginning because we are going to continue to encourage employee shareholdership. The second initiative is related to our cash policy. As Pierre Vareille said, share buybacks will now be a core component of our policy. To that end, in March, we launched the first share buyback plan for economic social governance in Europe. This was part of a partnership with Exane BNP Paribas and will fund laboratory programs, J-PAL and the Big Foundation for Education. The funded projects with J-PAL will be on the impact of tutoring on the learning for children and adolescents. This is something that became particularly important as schools were closed for a long time and remote learning was implemented during the pandemic. I am particularly proud of this innovative initiative, which really gives meaning to sharing of value for all of our stakeholders. The third initiative is on the fight against climate change. Your group was a pioneer in sustainable development by launching the first program at the beginning of the 2000s, and a lot of progress has been done since, especially as part of our 2025 commitments, Writing the Future, Together. Pierre mentioned that we have already achieved our 80% renewable energy goal 5 years ahead of schedule. We have, therefore, decided to renew that commitment this time setting the bar at 100% for 2025. But we want to go above and beyond that. We want to continue to ramp up the way we reduce our greenhouse gas emissions. This is why today, we are committed to a roadmap to reduce greenhouse gas emissions before the next general meeting. Thank you. And I'd now like to give the floor back to Pierre Vareille.
Pierre Vareille
executiveThank you, Gonzalve. Ladies and gentlemen, we can now move on to governance, and I'd like to start with a few words on the work undertaken by the Board of Directors in 2020. The Board met 12 times in 2020 with a participation rate of 99.3%. Most of these meetings were held remotely, and we had a very high attendance rate, and this shows how committed the Board of Directors is to following carefully the impact of the pandemic on the group. Beyond its normal work, the Board of Directors also worked in 2020 on a number of operational, strategic and financial tasks. Regular updates were provided by management on the impact of the COVID-19 crisis, particularly on the measures implemented to protect staff. We also worked on the long-term strategy for the group, particularly on the Horizon Plan and the group's presence in Latin America, India and Asia. We reworked the nonfinancial performance statement and the sustainable development program, and we were active participants in setting the corporate purpose, the raison d'etre. For governance, our work was on the assessment and the composition of the performance of the Board of Directors, succession plans, including the chairmanship of the Audit Committee. Throughout the year, the Board of Directors was able to rely on the expertise of the 3 specialized committees: The Audit Committee, the Compensation Committee and the Nomination, Governance and CSR Committee. These committees actively prepare for the work of the Board of Directors and can request external specialized reports on topics related to their competencies. Maelys Castella, Chairwoman of the Audit Committee; and Elizabeth Bastoni, Chairwoman of the Compensation and the Nomination, Governance and CSR Committees were not able to join us today. And they both prerecorded the reports for their committees. And for Elizabeth Bastoni, she also prerecorded a report on the compensation policy that will be put to your vote later. I'd like to give the floor now to Maelys Castella for the Audit Committee's report.
Maëlys Castella
executiveThank you, Pierre. Ladies and gentlemen, shareholders, as you have seen, the Audit Committee has changed in composition throughout 2020. I replaced John Glen as the Chair of the Audit Committee, and we also welcomed a new member of the committee, Jake Schwartz, which brings the independence rate of the committee to 75%. I would like to briefly remind you of the missions for the Audit Committee. Our meetings, first of all, are on examining the corporate accounts. And this happens a few days before the report is sent to the Board of Directors, which means that management can implement corrective measures before the Board of Directors meets. The Audit Committee examines and controls the relevance of the financial information and also has oversight on the relevance and reliability of risk management, internal control and the nomination process of -- for the statutory auditors. The committee met 6 times in 2020 with all members present, also with the statutory auditors present when required. This is slightly more than the average of the previous years, and that's due to the COVID-19 crisis. Our works touched on the results of the internal control and audit and looking at the cash flow mechanisms, liquidity, banking, finance and the foreign exchange policy. Given the pandemic, we were particularly attentive to the risks associated to debt collection and liquidity. We looked at the various acquisition projects and looked at the savings generated by the Inventor Future transformation project as well as the ways in which these savings support the Horizon strategic plan. And finally, we also looked at the costs related to the implementation of the new organization. I'd like to wrap up by saying that I am happy and indeed delighted to have taken over from John Glen, who I would like to warmly thank for his work. I will remain the Chairwoman of the Audit Committee and continue to work closely with the Compensation Committee and their Chairwoman, Elizabeth Bastoni, who now has the floor.
Elizabeth Ann Bastoni
executiveThank you, Maelys. Ladies and gentlemen, shareholders, as you know, the role of the Compensation Committee is to study and prepare for the deliberations for the Board of Directors related to compensation policy and its implementation. Throughout 2020, the committee met 4 times, 1 time of which was with the Audit Committee. All members were present at all meetings. For compensation, our work was related to compensation from members of the Board of Directors and more generally, corporate offices and the criteria related to the variable component of their compensation, especially for the Director General. We also looked at the compensation for Excom. The committee looked at the impact of COVID-19 on compensation policy. Based on our review, we recommended adjusting the variable components of compensation for 2020 to maintain high levels of engagement and motivation within staff. This decision clearly helped offset some of the negative impact of the crisis on profit. We also looked at long-term incentive plans. We examined the philosophy and the structure of variable compensation group-wide. And we reviewed all of the relative documents to say-on-pay and the universal registry document under French law. The Nomination, Governance and CSR Committee met 7 times in 2020 with a 100% participation rate. We worked on assessing the performance of the Board on its priority development axes and also on looking for a new director. We also supported the new Chair of the Audit Committee and the integration of Timothee Bich and Jake Schwartz, directors who were appointed in 2020. We reviewed the performance and the development of the Director General and set targets for the year. We also worked on the succession plan for the Chair of the Board and the general management in case of unplanned holidays for long term. And we've also been reviewing the policy for diversity of equality between men and women. Let me present, at this point, the compensation policy that we are putting to your vote. Based on recommendations from the compensation committee, the Board has adopted a policy for directors that is in line with French law. For the Chairman of the Board, it has a fixed component. And for the nonexecutive corporate officers, there is a fixed component and a variable component based on their attendance record and other components. There are 2 new elements to this. First of all, payment to directors who represent the employees. The Board believed it was appropriate to recognize the individual responsibilities of each director equally. Secondly, implementing transition governance between now and the next general meeting which allows for the appointment of a nonexecutive temporary chairperson and a reference director. Therefore, we are asking for an approval of the annual envelope for compensation of the directors of EUR 600,000. Each component of this policy, however, has remained unchanged versus the previous years. First of all, let's look at the general principles of our compensation policy for corporate officers. I'd like to remind you that the Director General is the only executive corporate officer since the 1st of July 2020. His compensation is established by the Board of Directors on recommendations set by the Compensation Committee. And that policy is put to the vote of the assembly and would also be applied in the case of the appointment of a Deputy Director General. This is based on the recommendations of the AFEP-MEDEF code and is based on comparative studies set up by a specialized firm. These studies are based -- or aim to align our policy with that of comparable companies. Finally, the annual compensation is put to your approval in the general meeting as required by law. The Board has set up a special structure for corporate offices with a set component, a variable component and a long-term compensation program based on company shares. Historically, this component has been based on performance shares. The performance criteria, based on these plans, has changed over time to be in line with the Horizon Plan in 2021 more specifically, and so as to support Horizon and to guarantee its success and to strongly encourage the management teams to contribute to Horizon, the Board decided to implement a stock option plan, the principle of which is being put to your vote today. This policy would be immediately implemented by the Board after its approval. These stock options would also be targeted by specific and highly demanding criteria over 5 financial years. Finally, there are benefits, including a top-up pension plan with a set payout. In 2020, as for 2021, the targets for the variable component of compensation is tightly related to the targets group-wide. These targets are revenue, EBIT and working capital requirement. These are shared by all eligible staff group-wide. The individual targets for the Director General include components related to CSR, particularly the implementation of the sustainable development plan for the group and other elements related to diversity and inclusivity. Overall, the variable compensation component, based on criteria, is not paid out if the target was not at least achieved at 80%. The annual financial targets are set by the Board of Directors based on the annual budget approved by the Audit Committee and by the Compensation Committee. The variable component of compensation for executives is a significant part of their annual pay. For the Director General, the variable compensation component was 51% of overall payout in cash in 2020. That is 38% for the Deputy Director General for the 1st of January to 30 June 2020 period. More precisely, compensation for Director General in 2020 was based on 3 things: A fixed component. That annual fixed compensation has remained unchanged since the last increase, which was approved by the general meeting of May 2019. The Board of Directors approved a plan to align that compensation with other comparable companies but has decided to delay that increase given COVID-19. Then you have a variable component in cash, which will be subject to your approval and will be 104.1% of the fixed component, slightly down, given the Board's assessment of targets and their achievement in 2020. This assessment was done based on the targets that were adjusted by the Board. Finally, a long-term variable component based on performance shares with an acquisition period of 3 years. In the universal registry document, you will find the same information for the Deputy Director General. This compensation is in line with what is practiced in similar companies. And compliant with the applicable law, the fairness ratio, which is the ratio between corporate offices and the average pay for France are presented in the universal registry document and are summarized in this table. The Board deems that these ratios are below common practice. That is the end of my presentation. Thank you for your attention.
Pierre Vareille
executiveThank you, Elizabeth. I will now present the changes on your Board in 2021. As you know, after 12 years of service on your Board, I lost my status as an independent director in the sense of the [ asset did have ] rules. This is why in order to respect the rules of good governance, I decided not to seek the renewal of my term of office as director. A few months ago, your Board initiated a search for a new independent director to be appointed as Chairman of the Board. This search could not be completed or finalized before this shareholders' meeting. It is still in progress. The Board has, therefore, decided to propose the renewal of John Glen's term of office for 1 year, and it tends to appoint him as Interim Nonexecutive Chairman. The Board also wished to appoint Elizabeth Bastoni as Independent Lead Director during the interim period. Both of them would serve until the next general shareholders' meeting called to approve the financial statements for the year 2021. Now this year, we suggest to renew, in addition to the mandate of John Glen that I just mentioned, the mandates of Mrs. Marie-Aimee Bich-Dufour and of the company, MBD, represented by Edouard Bich. Please allow me to hand over to John Glen. He will say a few words before I take over.
John Glen
executiveThank you, Pierre. And good afternoon, ladies and gentlemen, shareholders. It is a great honor for me to see the renewal of my mandate for a period of 1 year. And during the year, I will have the task of chairing over your company. Now it is my wish to make the most of my 12 years as a director on this company in order to support the development of our group, until such a time when an Independent Chairman will be appointed. And this will be done, of course, with the support of all of the directors, in general, and with the particular and specific support of Elizabeth Bastoni. Before I hand over again to Pierre, I would like to take this opportunity today to really thank him wholeheartedly. On behalf of all of the members of the Board of Directors, on behalf of the employees and of the shareholders, we would like to thank him for his wise management and for the quality of the advice he gave us during 12 years as a member of the Board of Directors and during the last 3 years as Chairman of the company. It is not easy to assume the role of first Independent Chairman of a company with such a deep rooted culture. You have helped us along. You have helped us to make this transition successfully with a great deal of professionalism and sensitivity, and we are very grateful to you for that. So thank you, Pierre. It's really been a pleasure to work with you over the last 12 years.
Pierre Vareille
executiveJohn, I would like to thank you. Thank you very much for having agreed to succeed and to replace me as Interim Director of a group to which I know you are as attached as I am. We are also submitting to you the renewal of 2 other directors, each for a term of 3 years. First of all, Mrs. Marie-Aimee Bich-Dufour. She's been a director since May 2019. She was group legal counsel, the group until in 2016, and she was Head of the Sustainable Development Program until 2018. She was Deputy Managing Director until March 2019. She was Secretary of the Board of Directors until that day. Marie-Aimee brings to our Board her expertise in loan and CSR. She's been a member of the Appointment, Governance and CSR Committee for some time. Then we also have the MBD company, which is represented by Edouard Bich, director since May 2016. Edouard Bich brings to our Board his expertise in the field of finance and investment. He's a member sitting on the Audit Committee. Now at the end of this general shareholders' meeting and of course, subject to the vote of the relevant resolutions, the Board of Directors will be made up of 10 directors, including 4 independent directors, 2 employee representatives. Each of them has a senior management experience and expertise in 1 particular field. We have, for example, John Glen, who's Nonexecutive Chairman; Gonzalve Bich, Director and Chief Executive Officer; Elizabeth Bastoni, Independent Lead Director; Vincent Bedhome, Director representing employees; Timothee Bich; Marie-Aimee Bich-Dufour will sit on the Board; as well as Maelys Castella, an Independent Director; Marie-Pauline Chandon-Moet will be on the Board; as well as Inna Kostuk, a director representing employees. We will have Candace Matthews, Independent Director; Jake Schwartz, Independent Director; the MBD company represented by Edouard Bich. Ladies and gentlemen, this concludes my presentation on governance. I would like now to hand over to Jean-Pierre Agazzi, and he will read the statutory auditor's report.
Jean-Pierre Agazzi
executiveLadies and gentlemen, it is my pleasure to report on our assignment for 2020, and I will give you a summary of the various reports issued for the year. Our reports to the ordinary general meeting, mainly concerned the accounts and the so-called third-party regulated agreements. In the context of the extraordinary general meeting, there are 5 different reports on the following subjects: A possible reduction in share capital by cancellation of shares acquired; a possible allocation of existing shares or shares to be issued; a possible allocation of subscription or purchase options for shares; a possible capital increase reserve for members of the company savings plan; and a possible issue of ordinary shares or securities giving access capital in the context of contributions in kind. With regard to the financial statements, we've issued reports on the consolidated financial statements, and you will find, of course, these reports on the Pages 269 to 292 of the universal registration document. And of course, I will not read out these reports entirely. I will briefly provide you with some background information on the performance of our assignment before presenting the conclusions. The purpose of our work on the financial statements is to provide you with feasible assurance as to their fair representation by verifying the appropriateness of the accounting policies applied. We need to see whether their accounts are in accordance with the IFRS standards for the consolidated financial statements and with the French accounting principles annual financial statements. And we need to also check the compliance with the applicable laws and regulations. To this end, we conducted coordinated work in the main entities of the BIC group located throughout the world. This work was, of course, adapted to different specificity and characteristics of your group. In addition to this, we have relied on the necessary on the internal control systems in place within your group, and we've covered some routine operations as well as specific events during the year. Finally, these procedures were regularly summarized by -- for the finance department, and it were presented to the Audit Committee and the Board of Directors of our group. I would also like to remind you that our work was carried out in context of the COVID-19 pandemic, which created, of course, special conditions when it comes to the preparation and audit of the financial statements for this year. In conclusion, we've been able to issue an unqualified opinion on the consolidated financial statements and on the annual financial statements. In accordance with the requirements the French commercial code, we have brought to your attention the following key points in our audit. And these elements are the valuation of the Cello goodwill with respect to our report and the valuation of investments in subsidiaries and affiliates in connection with our report on the financial statements. We've also performed the specific checks required by professional standards, and we have no matters report on the fair presentation and the consistency of the information given in the management report with the financial statements. And we have nothing to report when it comes to the existence of information required by law in the corporate governance report. We also issued a report on the consolidated statement of nonfinancial performance. This report appears on Page 144 of the universal registration document. Our work did not reveal any significant anomalies and enabled us to conclude that the nonfinancial performance statement complies with the applicable regulatory provisions. Finally, I would like to remind to you that your company has decided to apply the single European electronic reporting format as of this year. And the compliance of this reporting format, of course, was verified. We also issued the so-called special report. This report related to the so-called third-party regulated agreements and the reference is made on Page 296 of the universal registration document. It describes the agreements between companies having managers in common with Societe BIC or agreements concluded between your company and one of its directors. In this context, we've not been advised of any agreements authorized during the past fiscal year to be submitted to the shareholders' meeting for approval. In addition, we've not been advised of any agreement already approved by the general meeting, the execution of which continued during the year just ended. We have no comments on our certification of sponsorship expenses. And lastly, with regard to the resolutions proposed under the extraordinary part of your general shareholders meeting, our report is on the following elements. Under the 16th resolution, delegation of authority has to be given to the Board of Directors to reduce the share capital. Under the 17th and 19th resolution, the dedication of authority has to be given to the Board of Directors to grant bonus shares by means of existing shares or shares to be issued to employees and/or corporate offices. Under the 18th and 19th resolution, delegation of authority has to be given to the Board of Directors to grant stock options to employees and/or corporate offices. Now for these 3 reports, we have no specific comments. Our last 2 reports are on the following. Under the 20th resolution, the decision of authority has to be given to the Board of Directors to carry out one or more capital increases with a tremendous of a company savings plan with a proposal to waive shareholders' preferential subscription rights. We have no comments to make on the methods used to determine the issue price of the equity securities to be issued. However, we do not express an opinion on the proposed cancellation of preferential subscription rights as the final conditions under which the issues may be carried out have not yet been determined. Finally, in the 21st and 22nd resolutions, delegation of authority to the Board of Directors has to be given in order to issue ordinary shares of the company or securities giving access -- immediate access to equity securities of the company as consideration for contributions in kind. As the report of the Board of Directors does not specify the methods for determining the issue price of any equity securities to be issued, we are not able to express an opinion on the choice of the elements for calculating the issue price. However, if this delegation of authority is used, we will be required to issue a supplementary report on the calculation of the issue price and on the impact of the issue on the holders of the equity securities. This concludes our presentation, ladies and gentlemen. Shareholders, I would like to thank you very much for your attention.
Pierre Vareille
executiveThank you. Thank you, Jean-Pierre. Ladies and gentlemen, we've received, in fact, 2 questions, which Gonzalve Bich will now answer.
Gonzalve Bich
executiveThank you. Thank you, Pierre. The first question has to do with the Horizon Plan. The Horizon Plan provides for regular acquisitions to support growth. Are you considering adding a fourth pillar or a fourth leg to your group? And if so, in what area? Our goal, when it comes to acquisitions, is to broaden the scope of our so-called addressable markets, while at the same time, limiting the called execution risk. We don't ever think in terms of creating legs or additional pillars. We always try to recent in terms of value creation. We are looking for opportunities that are close to our current businesses where we have some legitimacy and where we could achieve synergies very quickly, as was the case with Djeep and something that will allow us to strengthen our position in fast-growing geographical areas. We're also interested in acquisitions that will complement our current portfolios in fast-growing segments where an organic growth strategy would be too long or too costly, and this is the case with the Rocketbook, for example. Finally, we're looking at companies whose activities are further away from our 3 core businesses, but whose acquisition, we believe, could generate long-term value, thanks to commercial and technological synergies based on brands, distribution networks or thanks to the additional industrial know-how. The second question has to do with lighters. Where can I find the Djeep lighters and the new EZ Reach lighter in France? Djeep Lighters are currently distributed in 1,000 points of sales in France, particularly tobacco shops. Distribution will gradually be extended to French tobacconists June 2021. We expect the product to be distributed to mass retail stores in 2022. The EZ Reach pocket utility lighter will be launched in France during the second half of the year with a gradual rollout of distribution in 2022. I will now hand over to [ Edouard Mahoney ] who will present a summary of the resolutions, and he will present the results of the votes, which let me remind you, were decided yesterday at 3:00 in the afternoon.
Unknown Attendee
attendeeThank you. Thank you very much to you. Prior to this shareholders meeting being held in camera, we have submitted the following resolutions to your vote. For the ordinary shareholders' meeting, we submitted for your approval the parent company and consolidated financial statements for the year ended in 2020 after reviewing the various reports issued by your company. The resolution 1 approval of the parent company financial statements for fiscal year. Resolution was adopted by 99.96%. Resolution 2, approval of the consolidated financial statements. Resolution was adopted by 99.96% of the vote. Resolution 3, we've proposed the payment of a dividend of EUR 1.8 per share as of the 2nd of June 2021. For French residents, this amount of EUR 1.8 is subject to social security deductions of 72 -- 17.2%, plus a flat rate levy of 12.8%. The resolution was adopted by 99.53% of the votes. You've also been asked to renew the authorization given to the Board of Directors to trade in BIC shares up to a maximum of 10% of the share capital at a maximum price of EUR 300 per share, i.e., a theoretical maximum amount of approximately EUR 1.4 billion. In accordance with applicable law, this authorization may only be used during a public offering period and only within the limits of the company's interests. In this respect, let me inform you that under the authorizations granted by your meeting, your company purchased, in 2020, a total 136,383 shares at an average price of EUR 53.9, excluding the liquidity contract and has canceled them. 126,662 shares were delivered in 2020 under the fee share allocation plan. The resolution was adopted by 99.5%. In addition, we have proposed to renew for a period of 3 fiscal years, the terms of officers, directors of Marie-Aimee Bich-Dufour and the MBD company represented by Edouard Bich. Resolution 5, renewal of the mandate of Director of Marie-Aimee Bich-Dufour. This resolution was adopted by 90.96%. Resolution 6, reappointment of MBD as a director. This resolution was adopted by 90.83% of the votes. Finally, it was proposed in resolution 7 to renew John Glen's membership of the Board of Directors for a term of 1 year in order to ensure the transition to the chairmanship of the Board. This resolution was carried by 96.63% of the votes. In resolution 8, we submitted to your approval the compensation items for corporate offices included in the report referred to in one of Article L-22-10-9 of the French Commercial Code. The resolution was adopted by 96.74%. Resolution 9 to 11 relates to the compensation paid or awarded in respect of fiscal year 2020 to Pierre Vareille, Chairman of the Board of Directors; Gonzalve, Chief Executive Officer; James DiPietro, Chief Operating Officer until the 30th of June [ 2020 ]. These remunerations have been submitted for your approval in accordance with the provisions of the French Commercial Code. In addition to the presentation made earlier, the information related to this compensation packages is included in the Board of Directors' report on corporate governance in chapter 4 of the 2020 universal registration document. Then we have Resolution 9, approval of the remuneration and benefits of any kind paid or awarded in respect of the 2020 financial year to Pierre Vareille, Chairman of the Board of Directors. The resolution was adopted by 99.94%. Resolution 10, approval of the compensation and benefits of any kind paid or granted in respect of the 2020 financial year to Gonzalve Bich, Chief Executive Officer. Resolution was adopted by 76.01%. Resolution 11, approval of the comp [ and down ] of all kinds paid or granted for the 2020 financial year to James DiPietro, Chief Executive Officer until the 30th of June 2020. Resolution was carried by 90.10%. Resolutions 12 and 13 relate to the compensation policy for corporate offices. This is a binding ex-ante vote on the principal fund criteria applicable to the determination, allocation and granting of the fixed variable and exceptional components of total compensation and benefits of any kind attributable to corporate offices. Resolution 12, on the compensation policy for the Chairman of the Board of Directors was adopted by a percentage of 99.94%. Resolution 13, under remuneration policy for executive directors, was adopted by 76.05%. Resolution 14 deals with the remuneration policy for directors. It was adopted by 99.94%. Resolution 15, such the amount of the total annual remuneration of the directors, it was adopted by 99.94%. Now the extraordinary shareholders' meeting resolutions. Resolution 16, you've been asked to renew the financial authorization given to the Board of Directors to reduce the share capital by canceling shares acquired under Article L-22-10-62 of the commercial code. This resolution was adopted by 99.99%. Resolution 17 delegates to the Board of Directors the power to grant bonus shares to employees and corporate offices up to an overall limit of 4% of the share capital or i.e., 0.4% for corporate offices and subject to certain performance and duration conditions. The resolution was adopted by 84.41% of the votes. Resolution 18 delegates to the Board of Directors the power to grant options to subscribe and/or to purchase shares with the shareholders waiving their preferential subscription rights. The options would be granted to employees and corporate offices or to some of them. The total number of shares to be subscribed or purchased may not exceed 4% of the share capital. The performance conditions are assessed over a minimum period of 3 years. The authorization is granted for a period of 38 months. This resolution is adopted, 95%. Now resolution 19 limits to 7% of the share capital, the shares that could be issued pursuant to resolution 17 and the shares that could be issued upon exercise of the options that would be granted under resolution 18. This resolution is adopted by 91.82%. Resolution 20 di -- gives the Board of Directors the path to grant capital increases reserved for employees under certain conditions. The authorization is granted for a period of 26 months. And it's -- the resolution was adopted by 98.96% of the vote. Resolution 21 delegates to the Board of Directors, the power to grow capital increases in order to remunerate contributions in kind with the elimination of the preferential subscription right for a maximum amount of 10% of the company's capital. The authorization is granted for a period of 26 months. The resolution was adopted by 87.29%. Resolution 22 limits the maximum amount of the delegations granted under resolution 17, 18 and 21 to 10% of the share capital. It was adopted by 98.01%. Resolution 23 amends Article 16 [ -- this ] of the bylaws to take account of the changes made by the PACT Act concerning the identification of holders of securities. It was adopted by 99.97%. Resolution 24 amends Article 10 of the bylaws to remove the statutory obligation for each director to own at least 1 share. It was adopted by 99.99%. Finally, the 25th and last resolution is customary and concerns the granting of the powers necessary to carry out the legal formalities. This resolution was adopted by 99.99%. Thank you very much for your attention, Mr. Chairman.
Pierre Vareille
executiveThank you, Edouard. Ladies and gentlemen, shareholders, this brings us to the end of this general meeting. This has been an exceptional general meeting for everyone. First of all, because it's been entirely digital in nature, and particularly for me as it is the final one that I will be chairing as Chairman of the Board. It's been an honor for me to sit on the Board of Directors of your company over the last 12 years and to Chair that same Board of Directors for 3 years. I'm extremely proud to have supported Gonzalve Bich during the beginning and the implementation of the transformation plan of the group. And I have full confidence in the teams and believe that they will see it through. It was a real pleasure to work with the members of the Board of Directors. I would like to commend their professionalism and would like to thank them warmly for their commitment and solidarity. Without forgetting all of the BIC teams who went that extra mile during these difficult months, I would like to thank them very sincerely. I would also finally like to thank all of the shareholders, especially the BIC family for having trusted me. It was an honor to succeed Marcel and Bruno Bich and to serve the BIC brand. And it is now with a certain emotion that I would like to give the floor to John Glen for the final word.
John Glen
executivePierre, thank you again for your precious contributions over the last 12 years, especially during the time you were Chairman of the Board of Directors. Au revoir. We will miss you. Ladies and gentlemen, shareholders, this brings us to the end of this Annual General Shareholders' Meetings. The next meeting, the next communication will be on the 28th of July, where we'll be sharing the results for the financial half 2021. Thank you. [Statements in English on this transcript were spoken by an interpreter present on the live call.]
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