Solutions 30 SE (S30) Earnings Call Transcript & Summary

Ladies and gentlemen, dear shareholders, greetings with the Supervisory Board and Management Board, I'm delighted to welcome you to the Annual General Meeting of Solutions30. This General Assembly begins at 10 a.m. Central European Time, along with a scrutinizer and a secretary. I suggest that Katarzyna Kuszewska could be appointed Secretary and Pierre-Alexandre Degehet, a lawyer as scrutinizer. And without further ado, Pierre Alexandre will tell you about the formalities to take part in this assembly.

Many thanks, Mr. Chair. Ladies and gentlemen, dear shareholders. In keeping with the Luxembourg legislation, you need to hold at least one option and in order to take part in this AGM. We have all suffered from the years of restriction caused by the COVID pandemic, which is fortunately behind us. And as there are now no longer any travel restrictions. We are delighted to be holding this in person. However, the Management Board has also decided to stream this through video conferencing for all shareholders who cannot attend in person. In view of the fact that the general assembly is a private meeting, I would like to inform journalists, analysts and any other persons who are attending this general -- this AGM that no recording either audio or video can be made. In terms of the voting process, Solutions30 has taken every measure to allow you to vote either by mail, by proxy or by vote access. The proceedings will be explained later in the course of this AGM. As specified in the summons letter, only those who are present in person can ask questions. However, all shareholders who are not physically present have been invited to ask their own questions in advance as soon as possible by sending them to the company by June 12, 2023. These questions will be addressed during the presentation. A Q&A session open to shareholders in attendance will be held at the end of the meeting. Let me remind you that in accordance with the law on commercial companies and Articles of Association of Solutions 30, no quorum is required for an AGM. Furthermore, neither the law or the company's bylaws require any stronger majority for the adoption of resolutions at an AGM, so that resolutions on the agenda for this AGM will be adopted by a simple majority of votes validly cast. Please also note that the documents relating to the regularity of the convening of this AGM have been filed on the desk or being tabled. The documents and information required by law and [ accompanying ] bylaws have been made available to shareholders in accordance with conditions and deadlines set out by the company's bylaws and current regulations. The Notice of Meeting was published on May 16 in the [indiscernible] Electronics Register of Companies and Association and in the Tageblatt, which is the Luxembourg newspaper and on the company's website. In addition, notice of the meeting was sent to shareholders by letter on May 16, 2023. Publication required by law and a copy of the letter sent to shareholders have been filed with the AGM's office. Certificates of shareholders and proxies and personal voting forms have also been filed.

Thank you very much. In view of the foregoing, I hereby confirm that the shareholders of Solutions30 have been duly convened to this AGM and that the notice of a meeting were published in accordance with applicable regulations. Consequently, the AGM duly constituted may validly deliberate. I now yield the floor to Pierre-Alexandre Degehet to read out the items on the agenda of this AGM.

Thank you, Mr. Chair. The agenda of the AGM are as follows: Point 1, presentation of the management report and consolidated management report of the company's Management Board, report of the statutory auditor on the company's annual financial statements and consolidated financial statements for the year ending December 31, 2022 as well as observations from the company's Supervisory Board. Second point, approval of the company's financial statements for year-end December 31, 2022. Approval of the consolidated financial statements for year ending December 31, 2022. Four, allocation of profit. Five, discharge to be granted to the members of the Management and Supervisory Boards. Point 6, acknowledgment of a resignation and elections of members of the Supervisory Board. Reelection of Mr. Alexander Sator as a member of the Supervisory Board, reelection of Mr. Yves Kervaillant in the Supervisory Board, acknowledgment of Mr. Francesco Serafinis' resignation from the Supervisory Board, and election of Mrs. Paola Bruno as a new member of the Supervisory Board. Point 7, approval of the reappointment of PKF Audit & Conseil SARL as statutory auditors until the general meeting called to approve financial statements for the year ending December 31, 2023. Point 8, submission of the compensation report for an advisory opinion. And Nine, approval of Supervisory Board remuneration. Gianbeppi, over to you.

Thank you, Pierre-Alexandre. First of all, let me briefly remind you who Solutions30 is today and look back at the results for 2022. Amaury Boilot will present the results for the year. I will then review the transformation plan with Katarzyna Kuszewska, followed by the group's outlook. Before handing over to Thomas Kremer, who will talk about governance. We will then deal with the questions received in advance all this AGM and questions from shareholders who are in the room, and then we shall vote on the resolutions. Solutions30 was founded in 2003. Its ambition was to offer multi-technical services on a local level to major groups in the sectors of telecoms, energy and IT who wish to outsource all the parts of their field work and for households or businesses. 20 years later, the group operates in 10 European countries and in 3 business lines: One, connectivity solutions. Our business in the telco sector, deployment of fixed line of landlines and towards extend mobile networks, subscriber connection, maintenance of installations. Second, Energy Solutions. Our activities in deploying smart meters, charging stations for EVs, solar panels or connected solutions to manage energy consumption. Third, Technology Solutions, which brings together all of the group's other activities in IT, security, payment solutions and connected health. Solutions30 business is based on pooling of skills and resources, to act with a quick turnaround time wherever the group operates. The group's profitability is based on 3 pillars of operational efficiency, which we're seeking to optimize. Volumes. Solutions 30 favors markets where its action and operating methods can be standardized to maximize economies of scale. Second, Density. With a dense territorial network, Solutions30 can reduce response times and optimize technician travel time. Third, Automation. SmartFix, the group's IT platform helps to automate repetitive and time-consuming tasks and optimizes technician schedules and itineraries real time. Establishing and optimizing this model is the first barrier to entry in our market. This business model has allowed us to build a group that today generates sales of EUR 905 million, employs 15,000 persons in Europe and contributes to major sustainable development challenges, including training young people, in forward-looking professions and ensuring that everyone has access to the innovations that change our daily lives. Solutions30 is at the heart of the digital transformation and energy transition, which are driving group's growth. Since 2003, across all areas where we operate. We have built a loyal customer base, including Europe's leading telcos, gas and electricity suppliers and major players in the digital world. The group boasts almost 100% loyalty rate, including in times of crisis, which testifies to the quality of service delivered by our teams and our customers' confidence in our ability to support them in key business areas. Our technicians work directly with end users, be they households or businesses and are the face of our customers to their own customers. Our technicians are therefore a key link in the user experience and CRM, customer relationship management. Our teams are highly integrated into our customers' processes through the connection of IT systems, shared tasks or pooled resources, information feedback for additional sales. This mode of operation with high performance indicators and the signing of multiyear contracts between 3 and 5 years, usually, which are often renewed by tacit agreement, has allowed solutions30 to forge long-term relationships. The group's relationships with its largest customers are spread across different contracts, business segments and geographical areas, thus reducing our commercial dependence. If these contracts are aggregated, Solutions30 [indiscernible] customer would account for 16% of sales in 2022. Now over to Amaury Boilot, who will comment the results for fiscal 2022. Just let me remind you that 2022 was a difficult year. A year of transition after 90 years of uninterrupted profitable double-digit growth. 2022 was also a year full of positive signs for the future, particularly in terms of our ability to capture new, high potential markets wherever we operate. Solutions30 markets are set for very sustained growth in the years ahead, and our group is particularly well equipped to capture it. Amaury, over to you.

Ladies and gentlemen, dear shareholders, greetings. For the full 2022 fiscal year, Solutions30 consolidated sales amount stands at EUR 904.6 million, up 3.5% versus 2021, 1.4% organically. After relatively stable sales over the first 9 months, the group returned to double-digit growth in Q4, up 11.6% plus 10.1% on an organic basis. As this graph shows, the excellent momentum of our business in Benelux and other countries offset the downturn in the French market, which is consolidating after 20 years of very rapid growth. The geographical rebalancing of our business is underway with sales in France for the first time in 2022, accounting for less than half of group revenues. Benelux, where sales are up 38%, accounts for 24.5% of total sales. Other countries, which together posted growth of 24.5% account for 28% of total group sales. During the year, the group continued the operational transition of its business in France. The telco market has reached maturity there, while smart meter rollouts have been completed. Going forward, other markets will revitalize growth in France, particularly those linked to the energy transition, electric mobility, solar panels or installation of connected object items for energy savings. Today, these markets are still penalized by supply chain issues, although it's tending to ease. They're also in the process of being structured and we're getting organized to capture the expected growth. In Benelux and other countries, growth momentum is continuing. Belgium, the Netherlands and Italy have begun to roll out fiber optics, while Germany, the U.K. and Poland, to a lesser extent, are just getting underway with a few pilot projects. Here too, we are ready to capture growth as we did in France and as we are doing in Benelux by demonstrating the replicability of our model. As a result of the fiber market start-up in Benelux and Italy and the downturn in smart-meter deployment business, the group's exposure to telco activities increased over the year and the sector now accounts for 77% of our business. If we now look at the income statement, fiscal 2022 shows contrasting performance from one country to another. And we have faced opposing issues. On the one hand, adaptation and transformation in markets -- in transitioning markets in France. And on the other hand, the need to manage an increase in workloads, which put pressure on our margins. In the course of the year, we renegotiated our commercial terms to cope with inflation, but there is a time lag and negotiations are continuing with a number of customers, particularly in France because the initial negotiations were not satisfactory. We also had to absorb costs related to the implementation of enhanced governance, compliance and risk management processes and the consolidation of our CSR policy. The group, therefore, reported an adjusted EBITDA of EUR 46.7 million resulting in an EBITDA margin of 5.2%, which is well below our normative levels, which were above 10%. The adjusted EBITDA includes EUR 20.9 million related to transformation operations in France to which I'll return in a moment. EUR 10.1 million required to adapt our structures as a result of the end of smart-meter rollouts in France. Adjusted for these items, the adjusted EBITDA would be EUR 77.7 million or 8.6% of sales. Operating costs were up 9% versus 2021, accounting for 85.6% of sales versus 81.3% a year earlier. While structural costs were up 2.9%, accounting for 9.2% of sales versus 9.3% in the previous year. After recognition of operating depreciation and provisions in the amount of EUR 18.9 million and after amortization of the right-of-use of leased assets in accordance with IFRS 16 standards. In the amount of EUR 28.1 million, i.e., EUR 47 million in total, the adjusted EBIT reaches EUR 0.3 million. As you can see on this slide, the entire decline in EBITDA originates in France, while Benelux countries and other countries grew. In France, the group posted an EBITDA margin of 4.9%, adjusted for the above-mentioned items EBITDA margin is 12.2%. In Benelux and other countries, EBITDA margins were respectively 12.8% and 2.8%. If we take a closer look on what took place in France, the 16% drop in sales after 6 years of growth averaging 34% per annum and the drop in profitability can be explained by 2 points. First, and essentially, our telecoms business. The deployment and construction of the fiber optic network have reached maturity. And to that an effect that was less expected, sudden return to normal numbers in subscriber numbers after the exceptionally high peak while exiting COVID. Today, the number of fiber subscribers continues to rise, but at much more moderate levels. Faced with the situation, players in the sector, customers, service providers, subcontractors have had to adapt very quickly and adjust the modes of cooperation. The operational conditions for contracts, particularly one of the group's biggest contracts in France have become significantly tougher in the telecom sector with a geographical redistribution of market share and repercussions for the entire industry. As for us, we gained market share in the Paris region and in the Southwest region against Scopelec and overall preserved our sales and market share on this contract. In this geographical redistribution, we had lost market share to Scopelec, who was running into serious financial difficulties and was ultimately liquidated in late 2022. In the Southeast, we were Scopelec's deputy in a sense, performing the work that they were unable to. We, therefore, had to maintain our -- to keep our structures in overcapacity in that area to cope with occasional peaks and compensate for possible failure of our competitor. This weighed significantly on our margins in 2022, but we chose to open this to preserve this overcapacity, which allowed us when Scopelec went under to pick up the entire market. So we've had this been operating this contract since the start of the year, and this will be reflected in revenues starting from Q2 2023, when Scopelec began operating the contract a year previously. The overall impact of this transition phase in the telecom sector cost us EUR 20.9 million in EBITDA. Second factor weighing on margins, the expected end of smart meter rollouts in France. This could not be offset by the ramp-up of activities linked to the energy transition, given the shortage in components that is delaying the takeoff of the markets. Costs of adaptation amounted to EUR 10.1 million. In Benelux, sales grew by 38% on a purely organic basis. This great performance was underpinned by the ramp-up of contracts and the rollout of fiber optics and the ongoing installation of smart meters in Flanders. This very rapid ramp-up requires both recruitment and training of technicians and a strengthening of our management structures. This weighs on the EBITDA margin, which nevertheless remains high at 12.8%, and the double-digit profitability reflects the group's historical business model. Critical mass over EUR 100 million in sales in a given area allows us to capitalize on the increase in standardized service and the density of its geographical coverage. In other countries, the group posted EUR 256.8 million in sales, up 24.5%, 15.5% of which organic. Sales were driven by strong momentum of operations in Italy and Poland and the U.K. Controlling operating expenses and revising pricing conditions on certain contracts allowed us to improve the EBITDA margin, which was up at 2.2% in these countries, which have not yet reached critical mass. Fiscal 2022 includes EUR 11.8 million in noncurrent operating expenses, essentially restructuring costs, EUR 7.9 million, and exceptional expenses incurred in response to the violent smear campaign waged against it in 2020 and 2021, EUR 2.4 million. Amortization of customer relationships are virtually unchanged at EUR 14.4 million in '22 compared with EUR 14.7 million in '21. The net financial is in the red by EUR 17.1 million. Important to note this does [ includes ] EUR 11 million in noncash items for the adjustment of the value of earn-outs in connection with a buyout of minority interest in the group's German subsidiaries. And this valuation of earn-outs is good news because it reflects great prospects for new contracts in that market. Interest rate expenses remained stable at Euro 2.7 million versus Euro 2.8 million in the previous year. Tax amounted to EUR 5.6 million versus EUR 5.4 million, and our tax rate is therefore 12.8%, 18.9% if you exclude deferred taxes. Group share of net income showed a loss of EUR 50.1 million compared with a profit of EUR 21.5 million in 2021. Let's move on to the balance sheet. The group's financial structure is still very solid with a net debt to EBITDA of [ 0.83% ] and a net debt-to-equity ratio of 26.7%. As of December 31, '22, the group shareholders' equity stood at some EUR 145.3 million. The group's cash position stood at EUR 124.4 million. Gross bank debt was at EUR 70.4 million. As a result, the group had cash net of bank debt of EUR 54 million at the end of December '22 compared with EUR 52.3 million at the end of December 2021. Total net debt includes EUR 67.4 million in rental debt in IFRS 16 and EUR 25.5 million in potential financial debt linked to earn-outs and put options came to EUR 38.9 million compared with EUR 33.1 million a year earlier. Outstanding receivables assigned under the group factoring program stood at EUR 77.3 million as of the 31st of December '22 compared with EUR 92 million December 31, '21. This factoring program is a nonrecourse program, and therefore, it's deconsolidating. The fall in outstanding receivables reflects the increased workload on new contracts for which the factoring program is currently being set up. Working capital requirements reduced by EUR 40 million negative at minus EUR 64.7 million. In particular, this includes advances negotiated with several of the group's customers to contribute to the effort required to launch significant new contracts, particularly in the field of fiber deployment. This explains the improvement in working capital requirements despite the increase in workload. Cash flow stood at EUR 31.1 million compared with [ EUR 70.2 ] million in 2021. Working capital restated for noncash items fell by EUR 27 million. Capital expenditure amounted to EUR 21 million or 2.3% of sales compared with 1.7% just a year earlier. These investments mainly concerned our proprietary IT platform, which is the backbone of our organization. This enables us to pilot our operations, to organize, optimize and plan our interventions and associated logistics and to manage back-office support. This leads to an overall free cash flow of EUR 37.2 million, up by almost EUR 5 million compared with '21. We have put our M&A policy on hold in the view of the macroeconomic context. And so cash flows linked to acquisitions were limited to minus EUR 4.2 million. Net cash used in financing activities amounted to minus EUR 39 million, including EUR 29.3 million for repayment of rental debt on the vehicle fleet. To sum up, this transitional year enabled us to maintain a solid financial structure with the refinancing of our debt to the tune of some EUR 100 million. This refinancing demonstrates the real confidence of our long-standing banking partners despite the allegations made against us, at a time when credit conditions are tightening. For 2023, we will continue to give priority to growth. And to this end, we will continue to pay particular attention to our costs and centralized cash management. The approved statutory auditors have certified group's consolidated and parent company financial statements without qualification based on the procedures performed in accordance with applicable rules and standards. The auditor's report is available on the group's website and in its annual report. The Annual General Meeting will be asked to renew PKF's mandate as statutory auditor for a new period of 1 year. I'd now like to hand over to Gianbeppi Fortis and Katarzyna Kuszewska to speak about the group's transformation and outlook.

Thank you, Amaury. This Annual General Meeting and Solutions30's 20th anniversary in 2023, provide an opportunity to review the group's recent developments, which will enable us to pass that symbolic milestone of EUR 1 billion in sales this year. Since 2015, the group's growth has accelerated sharply, driven firstly by the planned fiber, the fiber plan and the rollout of smart meters in France. And then thanks to the replication of our model elsewhere in Europe, particularly in Belgium, where we have enjoyed great success in recent years. So in just a few years, the group has grown from an SME to an international group. Present in fully 10 countries and employing some 15,000, including more than 7,200 salaried staff. Our group boasts 86 nationalities in its workforce. 800 customers, 200 training centers, 21 back office sites and call centers, and we are preparing to top the EUR 1 billion mark in sales this year. Over the last 5 years, we have implemented a transformation plan that has enabled us to build on solid processes to take our company even further in markets that present enormous opportunities. Our medium-term sales target is now EUR 2.5 billion, and I'd like to hand now over to Katarzyna, who's going to be presenting the processes we implemented and the results of our transformation plan.

Ladies and gentlemen, dear shareholders, as part of the transformation plan mentioned by Gianbeppi Fortis to accompany the acceleration of our development, we have strengthened our compliance, risk management and ESG standards and requirements. This transformation initiated in 2019 has accelerated significantly since 2021 when we began working closely with a leading international consultancy to strengthen our governance framework and apply the best practices in risk management and compliance. Norms, standards and procedures have been defined throughout the organization to govern all business relationships between the group and its partners. In 2022, a large part of the work involved implementing these new harmonized operating rules and training and raising the awareness of all group employees, which Natalie Duchesne, our Group Risk Compliance and ESG Director, and I set out to do. Through this transformation plan, Solutions30 is consolidating its foundations and fundamentals to better build its future with the aim of strengthening its governance framework and applying industry standards. Solutions30 has defined new control processes and drawn up and then deployed a risk manual and internal control system. The group subsequently appointed Natalie Duchesne as Group Risk Compliance and ESG Director. Now Natalie has rolled out the control processes in each country and department. Relying on an identified network of local contacts. As I said earlier, there has been a major training and awareness raising effort at all levels of the group. To reinforce compliance and risk mitigation processes. Solutions30 has also implemented a new third-party verification policy appointing a dedicated team of 8 people to carry out systematic checks on subcontractors and business partners. This approach is supported by our sourcing platform, mySupplace, which currently includes 3,000 partner companies. This collaborative platform serves not only as a subcontractor recruitment platform, but also as a compliance tool. It enables us to check, analyze and archive the compliance documents supplied by these companies, and we have set ourselves the ambitious target of analyzing 100% of our partners. This platform and this organization are strong competitive advantages for our group and should enable us to anticipate address and, if necessary, control any potential risks associated with these third parties. Over the past 5 years, Solutions 30 has strengthened and renewed the skills of all its governing bodies. Whether it be the Supervisory Board, Management Board and the Executive Committee. More than 50% of these bodies have added new members. In recent years, the Supervisory Board welcomed five new members out of a total of 7. With the integration of solid expertise in finance, audit compliance governance, ESG and corporate strategy. To keep pace with these developments, Solutions 30 has strengthened its code of conduct and anticorruption policies once again focusing on training and raising awareness among its team, its teams, our whistleblowing platform, which has also proven its effectiveness right up to the resolution of situations, enables all week signals, misconduct or noncompliance or internal risks to be reported. Last but not least, we have taken a comprehensive approach to simplify our legal organization chart in particular, to facilitate internal control. Solutions 30 has eliminated almost 50 legal entities, mainly through intergroup restructuring. This work of reorganization and transformation, which I took over in 2021, involved the entire group organization. It involves determining commitment by the teams and the continuous improvement effort to maintain the high standards of governance in terms of compliance and risk manager as well. Thank you for your attention. And now I'll hand back over to Gianbeppi.

Thank you, Katarzyna. Thanks to this transformation, Solutions 30 now has a stronger structure and governance structure. We are now gearing up to embark on the new phase in our history, one that will see the group grow once again to sales of EUR 2.5 billion. To meet market needs, customer expectations, and transformation challenges that lie ahead, Solution 30 is now organized around 3 complementary bodies. First of all, a Supervisory Board with enhanced powers to fully play its supervisory role. Secondly, a 4 member management Board, which will enable the group to retain its agility and its responsiveness and decision-making. Third, Comex extended to include support functions and country management, which works closely with the Managing Board. Thomas Kremer will return later to the composition of the Supervisory Board. The Management Board will now comprise 4 members as Gianbeppi knows term of office will not be renewed. I remain Chairman of the Board, while Luc Brusselaers stays Chief Revenue Officer. Wojciech Pomykala, who joined the Board last February, after successfully developing Poland, becomes Chief Operations Officer. He will be responsible for the company's operational management, including information systems and the group's ongoing transformation. Amaury Boilot, who has a wealth of operational and financial experience within the group has been appointed General Manager of the group's activities in France. His mission will be to support the country in finalizing its transformation to continue the transition to new high potential energy business and to improve the profitability of the group's activities. He has also been appointed Corporate Secretary and will be responsible for the group's financial compliance and legal support functions. The Executive Board will be supported by an enlarged Executive Committee, reporting to Amaury Boilot, Jonathan Crauwels has been a designated group CFO. His mission will be to support the management of our activities in the context of strong growth. Previously, he successfully supported the profitable cash generating growth of 3D Solutions 30 in Belgium and doubling the Unit-T sales. He also played a key role in setting up this joint venture with Telenet in 2018. Since that time, Solutions 30 has structured its ESG commitments and continue to strengthen them. In 2022, we have intensified our actions with the implementation of a number of measures that will enable us to better manage our progress towards our objectives. The powers and responsibilities of the Strategy Committee attached to the Supervisory Board, which is now called the Strategy and ESG Committee have been strengthened to ensure that environmental, social and governance, ESG criteria truly permeate all aspects and decisions of the company. We have strengthened the ESG team with the arrival of 2 additional people, a CSA manager as well as the arrival of an analyst. We are currently working with a specialist to make our strategy, objectives and ESG performance indicators easier to understand. We're also working on improving the measurement of CO2 emissions via a dedicated project. we're carrying out an awareness-raising campaign amongst our teams through dedicated internal communication and promotional activities. We have deployed the policies, procedures and codes of conduct resulting from our GRC project launch in '21, particularly in terms of group ethics and group compliance. And finally, we have set up a whistle-blowing platform. The group's focus on ESG has always been on recruitment and supporting talent in the professions of tomorrow. For several years now, we have been implementing a policy of recruitment, training and professionalization. When we recruit, as we're doing in Belgium right now to support our ramp-up there, we give young people, some of whom have failed in their initial education, a chance at their first job. We're also giving a chance to people undergoing professional retraining to position them in the digital and energy professions of the future. In '22, young people of under 30 years age accounted for almost 40% of our hires, and we provided an average of 25 hours of training per employee mainly at our 24 training centers. With respect to governance, it should be emphasized that the members of our Supervisory Board are all independent and the Board's skills were strengthened in 2022, specifically in terms of ethics and compliance. For 2023, we have set ourselves new targets in terms of controlling our energy consumption, recruiting and increasing the number of women in our management teams and monitoring our service providers. As I already had the opportunity of saying on many occasions and despite the air pocket of 2022 in France and only in France, the group today enjoys extremely solid growth prospects. The telecom sector remains a powerful growth driver for the group. The health crisis has accelerated plans to roll out ultra-high speed broadband infrastructures across Europe and the projects are multiplying to close the digital gap in many major European countries. At the top of the slide, you'll see the countries with the greatest potential. Belgium is one of them. That's one with the group benefits from a competitive advantage that is extremely solid. Sales of nearly 40% -- have grown nearly 40% in '22 and by almost 80% in the first quarter of '23. The sustained growth dynamic will continue in line with market growth. In Italy, we are making significant progress with TIM, and we are responding to calls for tender -- making progress with that. Acquiring new subscriptions [indiscernible] our core business, but to access as part of the market, we sometimes have to position ourselves in the upstream part of the market, such as what we're doing now is to deal with this new activity. In Germany, the market went through a very chaotic start-up phase, mainly due to the administrative red tape in the country, but it seems ready to take off now. We're seeing massive investment by operators in major projects in an eminently strategic market of 4.1 million households, of which only 9% are currently equipped. In the U.K., where the FTTH network is still limited, we are in the process of deploying our offering, drawing on the skills of the English teams ability to source labor in Continental Europe, given the local labor shortage and our expertise acquired in France and in Spain and the Benelux countries. The vested contract signed with the Community Fiber in early 2023 bears witnessed to the relevance of this positioning. It is the second contract of its kind after the one signed with Telenet in Belgium. This type of contract, we are very close to the customer. Our economic and commercial interests are perfectly aligned. And we are the only service provider today to offer this type of partnership. Other countries with good growth potential or the Netherlands and Poland, but they are less buoyant than the above-mentioned countries. And finally, France and Spain are the 2 most advanced territories in Europe in terms of FTTH rollouts and growth there will be moderate. However, this so-called moderate growth needs to be put into perspective as many markets would like to see an average 5-year growth projections of plus 5% or plus 10% per year. Now one of the group's key growth drivers is the energy sector. Growth in this market is set to accelerate over the next few years. And as it is indispensable when it comes to energy sovereignty as -- and with the war in Ukraine, this subject has been brought back to the fore. By the end of '22, most of the group's energy sales in France and Belgium will still be generated by the installation of smart electricity and water meters for Fluvius but also and increasingly by new activities linked to the energy transition, which are beginning to take over from the historical business despite supply chain problems. In this business, the group has solid potential based on 4 key areas. First of all, the deployment of smart meters in countries that are not yet fully equipped. This potential is fairly limited, but we are keeping a close eye on what could happen in Germany and in Poland in the future. The second area is the growth of electric mobility and the need for charging stations for electric vehicles. We are well positioned in this market, which is still highly fragmented. By 2025, over 6 million charges should be installed 15 million by 2030. McKinsey estimates the investment required at around EUR 17 billion in Europe over the period from 2020 to 2030. Third, the development of renewable energies and specifically solar power. The repower EU plan, which aims to strengthen European Union's energy independence revises upwards the targets for integrating renewables into the European Union's energy policy. The European Commission intends to put the emphasis on solar energy. It has earmarked a budget of some EUR 300 billion between now and 2030 and has made Photovoltaic panels, compulsory for public buildings and shopping centers from 205 -- 2025 on. This obligation is extended to new housing from 2029. Various European countries are beginning to implement this strategy as in France, where solar panels have been made compulsory on outdoor parking lots. This represents a real potential for the group, which is one of the top 5 players in the installation of solar panels and Photovoltaic power plants in France. Network upgrades are made essential by renewables, faced with the ever-increasing number of energy sources and the ever-increasing need, whether for recharging vehicles or using heat pumps or electricity grids have to adapt, injecting intermittent flows of renewable energy into the grid, represents a major challenge for their development. The European Commission estimates that over EUR 500 billion will be needed to invest in electricity grids between 2020 and 2030. Of this amount, EUR 400 billion should be allocated to electricity distribution networks over the period 2020 to 2030, including EUR 170 billion for digitalization. We clearly have a role to play in the sector, and we are starting to win contracts such as the Fluvius contract in Flanders, for example. In 2023, we will also be pursuing the action plan we launched in 2022. In France, first of all, we will need to return to profitability and growth. To this end, we have reviewed our organization and strengthened our positioning in the mature telecoms sector. We are integrating new activities in the southeast of France, and this will be more visible in our figures starting the second quarter 2023. At the same time, we will be continuing our efforts to strengthen our positions in energy transition markets. In terms of profitability, we are pursuing our efforts to increase synergies between activities and support the reallocation of our technicians to higher value-added businesses. The '22 activities in France have also prompted us to relaunch a medium-term strategic planning process to better anticipate changes in our markets with the aim of fully appreciating the duration of the technological cycles that underlie our activities and thus to implement the necessary operational transitions upstream everywhere. We intend to continue negotiating prices with our customers in line with observed inflation levels. But our biggest challenge is to position ourselves in the markets of the future, drawing on both local expertise and our business skills acquired in all of the areas where we are present. This is what will enable us to reach critical mass whenever wherever we operate. To capture the growth of our markets, a key challenge is to provide the right skills in the right place at the right time. To improve the sourcing and integration of our subcontractors in a fast-changing labor market, we have developed an intranet sourcing and staffing platform called mySupplace, which Katarzyna spoke about with you. This platform development since 2020 makes it possible to facilitate the search for resources for one-off or recurring services and manages the entire relationship with a subcontractor according to a standardized procedure. The platform is an integral part of our new processes, enabling us to carry out multiple compliance checks in the context of third-party verification. In 18 months, this platform has made it possible to recruit 1,000 technicians in France. While the database now lists over 3,000 companies representing a potential 40,000 technicians, a major competitive advantage in booming markets with high demand for skilled labor. This platform enables us to respond rapidly to temporary or recurring peaks in activity, such as wind, bad weather destroys facilities and requires us to send extra technicians out into the field in an urgent situation or when we need very specific skills to meet the customer requirement. Initially deployed in France, this platform is now used in all the countries where we operate. The good momentum at the end of '22 and the beginning of '23, supports our double-digit growth targets for the full year despite a geopolitical and economic context that remains uncertain. This growth will enable us to pass the symbolic milestone of EUR 1 billion in sales this year. And as we indicated a few weeks ago, we can look forward to a gradual improvement in our margin throughout this year. The Solutions 30 model is solid and well proven. In '22, we experienced an air pocket. The only one in 20 years of double-digit profitable growth. We are well positioned in structurally buoyant markets. We have solid expertise and a proven ability to duplicate our model, which we are currently doing in the Benelux region. We are therefore, looking forward to the future with confidence and determination. And we are now targeting sales of around EUR 2.5 billion in the medium term with a double-digit EBITDA margin. A quick update on the start of the year in the wake of the historically high Q4 2022. It set a new quarterly sales record for the group. So the year got off to a very good start with revenues at EUR 255.3 million, up 14.6%. Now over to Thomas Kremer, who will give us an update about the group's governance.

Thank you, Gianbeppi. Ladies and gentlemen, dear shareholders, good morning. This is the first time that I am speaking as an AGM. Allow me to introduce myself. Thomas Kremer, I have been a member of the Supervisory Board at Solutions 30 for a year. I hold a doctorate in law from the University of Bonn. I started my career in 2003 at Tucson Corp, a large German industrial group. And within that group, I worked in a variety of positions, Chief Legal Officer, Chief Compliance Officer. In 2012, I joined Deutsche Telekom as a member of the Executive Board in charge of data protection, legal affairs, compliance, security, internal audit and risk management. I was also a member of the German Government Commission on the Corporate Governance Kodex. I currently teach at the University of Bonn, business law and corporate governance. I, therefore, have good knowledge of the telecom sector of the issues of governance and compliance, which are major key topics for Solutions 30. Solutions 30 is based on a dual organization with the Supervisory Board and the Executive Board, the Management Board. And in this mode of governance allows the group to be particularly agile and responsive in the decision-making process. Gianbeppi Fortis explains the changes in governance that are currently underway in both boards and in the -- in the Board and in the Executive Committee, I will not say much more about that. The Supervisory Board is composed of 7 members. All members are independent. There are 3 specialized committees. The remit of these committees has been expanded in recent months. The Audit Committee has been enriched with the addition of risk and compliance. The Strategy Committee integrates ESG criteria, the responsibilities of the Appointments and Remuneration Committee remain unchanged. The Supervisory Board and its committees met 16 times in the year 2022. The rate of attendance was 97%, which testifies our strong commitment to the group. Solutions 30 is submitting for shareholder approval. First, the reappointment of Mr. Alexander Sator and Yves Kerveillant the appointment of Mrs. Paola Bruno in replacement of Mr. Francesco Serafini. Allow me to take this opportunity to thank Francesco Serafini for his invaluable contribution to the work of the Supervisory Board and to pay tribute to his 10 years of commitment to the Solutions 30 Group, many thanks to you, Francesco. The Supervisory Board would thus be composed of 3 historical members, so to speak, Alexander Sator, Caroline Tissot and Jean-Paul Cottet, who joined before 2018, 2023 and who guarantee the stability, the stability of the group's governance. 3 more recently appointed members, Yves Kerveillant, Pascale Mourvillier, who's in this room and myself who have helped to expand the Board's expertise in matters of finance, audit risk and compliance. Plus a new member with the appointment of Paola Bruno, which will help to further strengthen the diversity and expertise of the Supervisory Board, particularly in the field of market finance, corporate finance and strategy. Paola Bruno's experience in both Italy and the U.K., which are some of the group's key markets is a major asset and guarantees that complementarity persists in the Supervisory Board in the field of international experience. Paola Bruno has 30 years' experience in investment banking, financial consulting and asset management. She should also contribute her expertise in strategic planning and corporate development, investor relations and compliance, notably in times of crisis. Also note that Paola Bruno holds several directorships as detailed in the preparatory documents sent out for this AGM. Ladies and gentlemen, the approval by the Annual General Meeting, the renewal of terms of office for Mr. Sator and Kerveillant and the appointment of Mrs. Bruno would help to strengthen the expertise and diversity of the Supervisory Board. In particular, the Supervisory Board would thus include 43% of women and allowing Solutions 30 to comply with the European directive, women on board ahead of its transposition into Luxembourg law. Three nationalities would still be represented on the Supervisory Board, Italian, French and German. This next slide shows the main achievements of the Supervisory Board. The main issues discussed, and decisions taken by the Board at its meetings throughout 2022. These items are described in more detail on the group's annual report available on the website. We have taken every care for the Management Board to implement the group's strategy. As Gianbeppi Fortis and Amaury Boilot explained, 2022 was a tough year. But it also allowed us to consolidate the group's positions on the market and to demonstrate the group's ability to grow. The Supervisory Board met 6 times this year with a rate of attendance of 91%. So this slide about the main achievements shows the main points examined by the committees. The committees serve to assist the Supervisory Board in supervising and controlling the Executive Board. They prepare the Board's decisions on specific subjects within their areas of expertise. For instance, we closely monitored the implementation of the transformation plan mentioned by Katarzyna to facilitate its follow-up by the Supervisory Board. The Appointments and Compensation Committee met twice in the course of 2022, with an attendance rate of 100%. The Audit Risk and Compliance Committee met 5x attendance rate, again, was 100%. The Strategy and ESG Committee met 3x with an attendance rate of 89%. Ladies and gentlemen, compensation granted to Supervisory Board members is the strict application of the policy adopted by the Supervisory Board on May 10, 2022, and submitted to the consultative vote of shareholders at the AGM held on June 16, 2022. This policy links the remuneration of Board members to their effective attendance in board and committee meetings. Remuneration levels for Board members have been devised based on a benchmark, a summary of which was made available to the shareholders prior to the vote at the AGM of June 16, 2022. For fiscal year 2022, total compensation of the Supervisory Board remained below the maximum amount granted. It is composed of 66% of fixed compensation and 34% variable. Ladies and gentlemen, the compensation policy for the Solutions 30 Management Board aims to align the interest of the group with those of the company and its shareholders by creating a strong link between performance and compensation. Within this context, it aims to encourage the achievement of ambitious objectives and the creation of long-term value by setting demanding performance criteria. There are, therefore, 3 elements to the compensation granted to members of the Executive Board. One, an annual base salary that may vary according to the role and roles and responsibilities of each member. Second, a variable portion of the compensation based on annual targets. Reviewed and validated each year by the Supervisory Board based on the appointments and Compensation Committee's recommendations. Third, a long-term incentive and profit-sharing plan under which shares or stock options can be granted based on performance, which serves to encourage the long-term commitment of management board members in the best interests of shareholders. The fixed compensation for members of the Executive Board did not change between 2021 and 2022. The variable compensation was awarded in the amount of 29% of the maximum possible amount. In view of the fact that large proportion of the targets were not reached. The method of calculation and targets are described in the group's annual report. Lastly, the long term incentive plan came to maturity last year and has not yet been renewed. As the share price is now lower than the price to exercise the options, the conditions to exercise the plan have not yet been met. Ladies and gentlemen, thank you for your attention. Let me now hand over to Pierre Alexander for the vote on the resolutions. Thank you.

Thank you, Mr. Kremer. Prior to the vote on the various resolutions, let me remind you of the formalities. As mentioned earlier, the AGM -- one could attend the AGM either in person or remotely and therefore, all of the shareholders were invited to vote in the following way, either by mail, using a paper form or by sending a proxy that was sent to each shareholder and Chester the bearer could obtain these through the bank. There's also an Internet platform that was open from 9 a.m. on the -- on May 16 to June 1,500 hours. Those voting by mail, by proxy with a paper form, had to send back their form on June 13 at midnight at the latest. For the proxies and of course, all of these needed to be filled out properly. Only those who had held shares at the recording date, June 2, 2023, were entitled to vote in the present AGM. For shareholders who are physically present in this room, and we are delighted to welcome them. They received a paper voting form, stating their name first and last name. And if representing a corporate person, their details thereof. And the person and the number of shares also with voting rights are also stated on these forms in order for the form to reflect the precise number of shares it represents. As for the formalities and manners in which the paper form should be filled out. Let me specify that one must only check the black box. In order for your vote to be valid, you must comply with the instructions. And no other marks can be applied to the paper apart from checking the box. So there are 3 options, in favor, against or abstention. Otherwise, the vote will not be counted. This does not include the votes for shares for which the shareholders voted no or abstained. This will not be included within -- for in the calculation of the required majority. Please pay extra attention to these formalities because it's the only way for the company to adequately count your vote. We cannot be placed in a situation where we need to interpret a form. And therefore, only those that have been filled in -- fully in keeping with instructions will be taken into account. So either through the Internet or on paper or through proxies, a number of votes have been received, of course, prior to this AGM. Once the voting for each resolution shall be completed, we shall briefly suspend the AGM to count the votes. Please do not leave the room because we cannot suspend the AGM and wait for you to return. Also, please do not leave the room because of the voting process. Once the voting process has started, we cannot interrupt it. So as a reminder, there is no quorum required and we show that for deliberate in a valid manner on the resolutions about point 2 and 8 of the agenda, whatever the number of shareholders present or represented. The resolutions will be adopted with a simple majority of valid votes. Each share comes with 1 voting right and keeping with the articles of incorporation and legislation. Let us now examine the resolutions. The first resolution having considered the Executive Board's management report, reports of the [Foreign Language] auditor and observation of the Supervisory Board, the Annual General Meeting approves the financial statements for the year ending December 31, 2022, in their entirety. Showing a net profit of EUR 17,237,985. Please now vote. [Voting]

Resolution 2. The AGM after having reviewed the management report of the Management Board, the report of the approved statutory auditor and observations of Supervisory Board approves the consolidated financial statements for the financial year ending December 31, 2022, in their entirety, showing a consolidated net loss of EUR 49,136,742. Please now vote. [Voting]