Wienerberger AG (WIE) Earnings Call Transcript & Summary
May 3, 2022
Earnings Call Speaker Segments
Regina Prehofer
executiveLadies and gentlemen, dear shareholders, I would very much like to welcome you from sunny Vienna. And in my capacity as Chairman of the Supervisory Board, I hereby take the chair and open today's 153rd Annual General Meeting of Wienerberger AG. As announced in the convening notice, this meeting will be held as a virtual Annual General Meeting and broadcast live on the Internet in accordance with the COVID-19 Act and the corporate law COVID-19 regulation of the Federal Minister of Justice based thereon. I would like to welcome the shareholders of our company as well as the special proxies, Mr. Florian Beckermann; Mr. Ewald Oberhammer, Attorney at Law; Mr. Paul Fussenegger, Attorney at Law; and Mr. Arno Weigand, Notary Public; as well as the members of the Supervisory Board who are participating in the 153rd Annual General Meeting; as well as the Managing Board; our CEO, Heimo Scheuch; Mr. Gerhard Hanke, Ms. Solveig Menard-Galli; and Mr. Harald Schwarzmayr. I would also like to welcome Mr. Gerhard Marterbauer, representative of the auditors of the financial statements and consolidated financial statements, Deloitte Audit Wirtschaftsprüfungs GmbH; as well as the representatives of the media who are following today's AGM online. Dr. Bernhard Kirchl, notary public in Vienna, is going to certify the resolutions adopted at today's AGM and supervise the voting process. I would like to point out that an audio recording will be made of today's general meeting for the sole purpose of assisting in the drafting of the notarial minutes, and this recording will only be available to the notary. First of all, I would like to apologize for any inconvenience you may have experienced as a result of this AGM being held as a virtual Annual General Meeting. During the preparations, the company and I in my capacity as Chairman of the AGM have ensured that all legal requirements, recommendations and procedures for holding the AGM virtually are complied with and implemented accordingly. The Annual General Meeting will be held in German, but will also be interpreted into English. The link for the simultaneous interpretation can be found on the company's website. I hereby state that the invitation to today's 153rd AGM, including the agenda, was issued in due time in compliance with the provisions of the law and the Articles of Association by publication in the official Gazette #063 of the Wiener Zeitung of April 1, 2022. Furthermore, the convening notice was distributed electronically throughout Europe on the same day in accordance with the Section 123 para 4 of the Austrian Stock Exchange Act. At the same time the agenda of today's AGM was announced. The invitation as well as the agenda were also published on the company's website on the day the meeting was convened. I order that an excerpt from the official Gazette to Wiener Zeitung dated 1st of April 2022, as well as proof of the due publication of the convocation by the electronic information dissemination system dated April 1, 2022, be attached to the minutes of the AGM as an exhibit. I also state that the information on the organizational and technical requirements for attending today's 153rd Annual General Meeting as a virtual AGM on April 1, 2022, has been published on the company's website. The resolution proposals of the Managing Board and Supervisory Board on the individual agenda items as well as the Managing Board report on agenda items 8 and 9 were made available in due time on April 1, 2022, on the company's website, which is registered in the commercial register at www.wienerberger.com. The holding of the Annual General Meeting in a virtual form in accordance with the corporate law COVID-19 regulation leads to modifications in the course of the AGM as well as in the exercise of shareholders' rights, which I would like to discuss in more detail in the following on the process of the meeting. After the remuneration report and the report of the Managing Board, I will present the proposed resolutions on all agenda items on block. After that, the special proxies will have the floor to read out any proposed resolutions. This will be followed by the general debate, the Q&A session. In other words, we will play the shareholders' video statements recorded previously, and I'm going to read out the shareholders' questions received in writing, and the Managing Board and I are going to answer those questions. In addition to the questions and requests to speak recorded and submitted in advance of the AGM, shareholders will have the opportunity to ask supplementary questions for clarification in 2 rounds during the Q&A session. And after the questions have been answered, the respective proposed resolutions under agenda items 2 to 9 will be voted on. Voting rights, the right to submit motions as well as the right to object are exercised exclusively by granting power of attorney and issuing instructions to one of the special proxies proposed by the company in advance. The forms required to issue a proxy and instructions to one of the special proxies have been available on the company's website since April 1, 2022. Voting instructions as well as objections to the minutes must be received by the proxy authorized by you by the start of the voting process, in other words, shortly before the vote on the first agenda item. To ensure an orderly process of the meeting, we have asked you to send your questions and proposed resolutions to the company in advance. However, it goes without saying that you will also have the opportunity during the virtual annual meeting, first of all, in the first round of questions within 15 minutes after the start of the general debate to send any questions to [email protected] and motions for resolution by e-mail to the e-mail address of the special proxy authorized by you. I will notify you separately at the start of this period. Please refer to the relevant agenda item when submitting your questions, motions for resolution or voting instructions as well as objections for the record. Before the vote on the proposed resolutions on agenda items 2 to 9, you will have at least a further 5 minutes in the second round of questions to submit any follow-up questions regarding the answers given and to submit any motions for resolutions. The time of receipt of the questions and/or motions for resolutions is deemed relevant to determine the timeliness of both rounds of questions. I will also point out this deadline separately. To verify your identity as a shareholder, please use the sender's e-mail address that you have confirmed in the proxy form for transmission. In addition, I would kindly like to ask you to state your first and last name in the e-mail. If the shareholder is a legal entity, please make sure to provide the company registration number for identification purposes. You should send your motion for resolution, voting instructions or objections to the e-mail address of the special proxy authorized by you within the time limit specified in each case. You will find the e-mail addresses on the first page of the proxy form. However, I'm going to read them out now, and you will also be able to see them up on the screen. For Mr. Beckermann, [email protected]; for Mr. Oberhammer, [email protected]; for Dr. Fussenegger, [email protected]; for Dr. Weigand, [email protected]. Please send your questions to [email protected] within the time limit provided for this purpose. The list of participants will be completed after the proposed resolutions have been read out. It will be signed by me, and I'm going to announce the number of shareholders present. The list of participants will also be available for inspection at the special proxies authorized by you. I reserve the right, as in the case of a regular annual general meeting, to structure the proceedings in terms of time and, as I've already explained, to announce a specific time up to which questions and/or motions can be submitted. I would like to point out that it may be necessary to briefly interrupt the virtual Annual General Meeting in order to process instructions received from shareholders to the proxies. Let me now present the report pursuant to Section 65, para 3. As already stated in the invitation to today's AGM, the company has currently issued 150,187,982 shares. As of today, the company holds 3,318,663 treasury shares. This corresponds to a share of 2.9% of the share capital. Since the last AGM, 2,936,957 of the treasury shares have been purchased. The purchases were made in the period from March 9, '22, up to and including the 2nd of May '22 on the basis of Section 65, para 1, Number 1 of the -- Number 8, excuse me, of the Austrian Stock Corporation Act for purposes provided for by the law and for purposes in accordance with the authorization resolution of the AGM on the acquisition of treasury shares and the sale of repurchased treasury shares. This authorization resolution provided for the sale of treasury shares in a way other than via the stock exchange or a public offer, in other words, in particular, as consideration for the acquisition of companies, businesses, parts of businesses and shares in companies. One no-par value share corresponds to 1 out of a total of 150,187,982 of the capital stock. The shares required in the period from March 9, '22, up to an including 2nd of May '22 corresponds to a total share of 2.5% of the capital stock. The purchase price for this acquisition was EUR 79,650,961.14. On the 28th of May 2021, in the course of the implementation of the special LTI program, the company transferred 40,258 treasury shares with a total consideration of EUR 1,287,435.12 at a transaction price of EUR 31.98 per share to our CEO, Heimo Scheuch. One no-par value share corresponds to 1 out of a total of 150,187,982 of the share capital. The shares transferred in this manner, therefore, represent 0.03% of the share capital. The company also sold 2.5 million treasury shares off market on the 3rd of September 2021, through an accelerated private placement process. One share corresponds to 1 out of total of 150,187,982 of the capital stock. The treasury shares sold in this manner represent around 2.2% of the capital stock. The gross proceeds from the sale amounted to around EUR 81.25 million with the funds from the sale being used in full to pursue the growth strategy in water and energy management. I would now like to briefly deal with the remuneration report. And I would like to start with the remuneration for the Supervisory Board. As you may remember, in 2020, with effect for the year 2020, we changed the structure of the remuneration for Supervisory board and attendance fees were determined. All in all, for the Chairman, the deputy chairperson and every additional member of the Supervisory Board, we determine the amounts you see up on the slide. And accordingly, the committee remuneration was determined. Now that resulted in a total remuneration for the Supervisory board of EUR 845,959. This amount was below the figure for -- of the previous year because in 2021, primarily, we just had 7 shareholder representatives on the Board. This brings me to the remuneration of the Management Board for 2021. First of all, I would like to point out that as far as fixed remuneration for 2021 is concerned, in comparison with 2020, nothing much has changed. And this directly brings me to the variable remuneration. First of all, I would like to point out, as you may have found, that in 2021, we have the most successful year in our company's history since its 200 years of existence. And this, of course, has had an effect on variable remuneration of the Board. The maximum target attainment has been achieved in each case. Now the entitlement from the STI, the short-term incentive, can be seen up on the screen here on the slide. Now this corresponds to 100% of the base remuneration. When it comes to the LTI component, the maximum target attainment was achieved as well here. I would like to point out that also when it comes to the relative total shareholder return, which is something that we do not determine ourselves. But here, we match our sales with our peer group. Also, the maximum target level has been achieved. Actually, it has been surpassed. And this means that we are really among the most successful players here, which is really very positive for our shareholders. So here, you will see the total entitlement earned. All in all, what you see here is a complete overview of the Managing Board remuneration. First of all, I would like to point out the early retirement of Carlo Crosetto that led to a severance pay of roughly EUR 3 million. And we decided in connection with the continuation of the contract of Heimo Scheuch to pay out -- severance paid to Mr. Scheuch. Because in the case of non-Austrian Board members or rather shareholders, it is very difficult to explain the difference between Austrian and non-Austrian Board members. Now as concerns this severance pay, due to the early severance payout, the -- or rather, I would like to rephrase that this early payout has been very positive for the company. I would now like to come to the presentation on the 2021 financial year. And I will hand over to Dr. Scheuch, our CEO; and Mr. Hanke, CFO.
Heimo Scheuch
executiveRespect, creativity, passion and trust. Esteemed Shareholders, those are the core values of Wienerberger, of your company. We live these values in our company and with our partners every day in each and every transaction and it's hundreds of thousands of them. In terms of turmoil like these, in geopolitical terms, in national and European times, in terms of instability, these values are particularly important in the world of Wienerberger. In this context, in my capacity as Chairman of Wienerberger and as the Chairman of the Supervisory Board of Wienerberger AG, I want to tell you that I take a particular interest in contributing to the enhancement of the capital market culture in Austria. And I do hope that this AGM is the last virtual AGM of Wienerberger AG. I can say that protection of shareholder rights to be of paramount importance. Please be assured that in preparing the 153rd Annual General Meeting, we've complied with this principle. I'd like to explicitly emphasize that as CEO of Wienerberger AG, irrespective of any of the legal possibility that may exist, I regard virtual annual general meetings as an absolute exception. And as a matter of principle, do not wish to see any more virtual general meetings in the future. Within the Management Board, we intensively discuss the virtual AGM format and came to the conclusion that holding an AGM with physical presence of shareholders proved to be extremely successful in the past. In principle, we therefore refuse to permanently establish the right to hold virtual AGMs. It must be possible to engage in authentic and constructive exchanges with all our shareholders without the constraints of digital participation. In the course of the current business year, the Managing Board will examine whether a hybrid extension of the Annual General Meeting in accordance with the legal conditions in force at the respective point in time could be a meaningful option. At the same time, we will be dealing with the general issue of a modernized format for the Annual General Meeting. This is a particularly important aspect, and we will certainly do so in regular exchange with you as our shareholders. Engaging in an exchange with our shareholders is a matter of special importance to me. We're therefore planning to hold a shareholder day in the coming month. Alongside the investor relations team, I will, of course, be personally present. And please rest assure that your physical well-being will be taken care of on that day. And I very much hope that you will accept my invitation, and I will be able to engage in a constructive exchange with you. Let me also underline that the values I mentioned, that is respect, creativity, passion and trust, mean that in our entrepreneurial activities, we always put people first, the well-being of people, of the planet and creating added benefit in the form of increased convenient, easier installation of our products, conservation of energy saving, CO2 emissions, all those issues which are very core of our activity. We have a clear vision. We have a mission for the company. And based on these values, we will be further develop Wienerberger. Ladies and gentlemen, ESG or sustainability, which is the term I prefer because it's all about sustainability. This is a core element of Wienerberger. It's not just a department. It's not a commitment to governmental, national or international guidelines and policies. We as Wienerberger don't want to hide behind policies. We set clear goals, short-term, medium-term and long-term goals. And we address our challenges in combination with innovation. We have one of the highest innovation rates in the sector, and we are growing organically. Ladies and gentlemen, over the past decade, we've succeeded in growing at a rate of 6% organic growth. If you compare that to the GDP of the countries in which we operate, where GDP growth was plus 2%, you can see how fast Wienerberger is growing. And that sustainability, in combination with innovation, ensures strong organic growth. We can provide figures to prove that. This is Wienerberger over the past 10 years. We've grown from EUR 2 billion to EUR 4 billion revenues. Our portfolio has been restructured. We've grown in infrastructure, in renovation and repair. We've built an entirely new company. And it's these 2 segments that will grow even further in the future, particularly in North America and Europe. Infrastructure needs to be renewed. This is particularly important when we are talking about energy and water, and the building stock needs to be repaired and rehabilitated in order to meet the climate targets. This is where Wienerberger has to position itself. It has already been done. As you can see in recent years, in a strategic and systematic manner, we focused on the building envelope as our market. We're not just producers of bricks, for the roof, for the wall, for the facade. We are providers of all-in solutions for roofs, for walls and facades. The Pipe segment accounts for 1 -- more than EUR 1 billion revenues. And that is particularly important for water supply and water disposal. Making good use of water, water is a valuable precious thing, and we want to advance our efforts in this area. Here you can see the strong synergies between the pipe business and the clay-based business, the ceramic business. Of course, for a free-float company like Wienerberger, we focus on total shareholder return, which has increased dramatically over the past few years. We've outperformed all indices in the countries we operate in. And we have generated strong value for our shareholders. We did though last year and this year. We redeemed the hybrid bond, and we returned a large amount of money to you as our shareholders. And we were doing so within the framework of transparent exchanges. Despite the fact that we are living in a virtual world, unfortunately, so, we have established -- reestablished direct contact with you. We, as an Austrian company, we, Wienerberger, were the first to have physical meetings with our shareholders in London, in New York and elsewhere. We did so in order to enter into dialogue with you. And this is important for Wienerberger, Wienerberger's commitment to open and transparent exchange with our shareholders. This exchange is about the strategy and the further evolution of Wienerberger. Wienerberger will continue to grow and grow successfully in water and energy management. Those are core areas which are essential for us, not only because of the deplorable current events. We have to attribute greater importance to these segments in order to safeguard our energy supply and to reduce our CO2 footprint. May I briefly take a look back to 2021. Of course, it was a difficult start last year. In a mixed environment, the situation eased to a certain extent, in the course of the year, demand for our products and solutions increased strongly. We recorded a steep rates of increase in a very volatile environment as regards supply chains. Supply chains, which are local in the case of Wienerberger, of course, we are dependent on international supplies in the field of energy, but also with regard to spare parts and machinery. After all, we operate more than 220 production sites with modern plant and equipment. A detail, as an aside, before COVID, delivery times for machinery were 6 months. Now it's 24 months. Planning for the future investments has become much more difficult. Through smart and long-term responsible procurement management, we have to make sure that we can get everything we need. And this gives us a competitive advantage. In this volatile and unstable environment, we've succeeded in further developing Wienerberger, expanding our market presence also in the field of an organic -- inorganic growth. I'll come back to that. The important thing for us was to secure the availability of raw materials and additives, putting our procurement policy on a stable, long-term basis, manage COVID-19 for our more than 18,000 employees responsibly, pay attention to training, initial and further training. I'm sure we've been one of the companies that dealt very responsibly with all its stakeholders. And as I said at the beginning, what matters most is the creativity of our more than 18,000 employees. That has made us a highly innovative company. More than 30% of our revenues are accounted for by innovative products, and this is also reflected in the positive margin development. And 15% of revenues are accounted for system solutions, not just products but system solutions for the roof, for example, or for water management. Savings made in the company are not cost savings -- not just cost savings, there are so many projects going on within the company aimed at making us better, making us more efficient in our processes. Once again, a EUR 42 million contribution has been made to our result through improved processes, digitalized and automated processes and innovative technology. We're going to continue along these lines. As a result, we generated revenues of almost EUR 4 billion plus 18% versus 2020; EBITDA, almost EUR 700 million, plus 24%. And who would have thought that Wienerberger can generate EUR 700 million EBITDA in a single year, and we can do even better. step by step, we're going to move towards the EUR 1 billion mark in the coming years. And we will do so in a responsible manner when it comes to making use of capital. The margin has increased to 17.5% by almost 1 percentage point. And the free cash flow is strong at EUR 421 million. This is important for the dividend and for acquisitions. The growth topic is a very important one for our company. Alongside organic growth, we're also focusing on acquisitions, growth through acquisitions. As you can see on this slide, we take a very focused approach. We want to advance diversification in the individual business units. An example -- take the example of the United Kingdom, an acquisition that helps us in the field of water management, the roof segment, use of brown water in households. This is a classic example of diversification. Of course, we also want to deepen our value creation in the market. Here is a good example, the acquisition of a small company in Belgium. This is about prefabrication. And in North America, we have succeeded in acquiring the biggest supplier, Meridian Brick. We are in the process of implementing the integration of the company, and we can already see the positive elements resulting from these moves. And finally, in a company that is growing, it is always important to put all areas to the test and to ask ourselves, are they still future-oriented, too? Are they profitable enough? There have been areas which we divested, the Russian business, the Russian pipe business, for example, activities in Switzerland and some activities in Greek -- in Greece, in the pipe business, were disposed off. This is our consistent approach. The strategy, ladies and gentlemen, as I said, is a very clear one. The sustainability targets are part of the further development, or even more so, they are the basis of further development. Organic growth, I mentioned innovation and digitalization, efficiency enhancement. We call it operational excellence. It's going to contribute to further growth of Wienerberger, and strong portfolio optimization and mergers and acquisitions. When you're spending almost EUR 0.5 billion on M&A as we did last year, successful integration of these companies is important. We have to include the people from these companies. We have to have clear values, a clear vision and mission. And in North America and Europe, these are the regions where we want to grow. We have strong brands there. The top brands of Wienerberger are very well known, up to 80% among relevant customer groups, both in new build renovation, repair and infrastructure. And we're going to focus on that in the future even more strongly. Here is an example. Organic growth through system solution and innovative products. In recent -- over the past 10 years, we have almost doubled the margin from 9 -- the EBITDA margin from 9% to over 17%. There is a strong focus on growth but on profitable growth, on added value. And we have succeeded in that because our focus is on innovation and system solutions, and it will be so also in the years to come. As regards operational excellence, 1,400 initiatives are well on track. They are being documented, training is being provided, there are exchanges between the individual production sites. So we are improving continuously. And the EUR 150 million additional EBITDA contribution is enormous and there will be a further substantial growth in 2022 and '23. Ladies and gentlemen, it's easy to buy a company. It's easy because you can pay any price. Wienerberger would never do so. We use our money responsible. We have high profitability criteria, which we apply. And in general, we have a payback period of 5 years, which is well below the average of our industry. We use our money responsibly but not conservatively. It's your money. We're investing in growth projects and growth investments. ESG, that is sustainability, is an essential component. It's the core aspect of our strategy. Given the great variety of topics that come in here, I would like to focus on the environment part, the so-called E-part of ESG. Decarbonization is being taken very seriously by Wienerberger. We not only set ourselves medium- and long-term targets, but also short-term targets. We want to reduce our CO2 emissions by 15% by 2023, a very ambitious target. And we're documenting our progress. As regards to the secular economy, we have said very clearly that all our new products will be 100% reusable or recyclable. This is a very strong commitment. Some talk about urban mining. Other talks about the circular economy. For us, it's a question of making our products reusable. We are not a consumer company that has products with a life cycle of a few days or months. The life cycle of our products is 100 years on average. So we get the products back to reuse them after 100 years, and we can do that. So the percentage of reuse is not so high because we don't get so many products back. But we can reuse them. A lot is being said about the climate change. Every one of us has become an expert in climate change, but Wienerberger is acting. We are saving energy. We are investing year-after-year. You will hear about that -- hear more about that from Mr. Hanke. But without biodiversity, there is no life on this planet. And Wienerberger is committed to the target of each of the 220 production sites, making a contribution to biodiversity, to flora and fauna at the production site, and this will be documented. And I'm thrilled with what our people are doing. There is so much passion that goes into this effort. People are telling me how many trees they have planted at the production site, what they are doing to improve the infrastructure for biodiversity. So we have a good track record already. Nevertheless, as regards social aspects and governance, we're also doing everything that needs to be done. Every year, we build approximately 200 housing units for people in distress in the countries we operate in. Faced with very sad events, we succeed in helping people at the Polish, Czech or Slovak border through the darkest hours in their lives. We help them directly without any bureaucracy and with respect. And people can trust us that we're going to help them. As regards to our targets, we have short-term targets, for example, decarbonization, minus 15% by 2023. Medium-term target, 40% reduction of specific CO2 emissions through improved technologies. Thanks to our strong cash flows, we can manage that ourselves. Of course, we are committed to all EU and other targets. An example of our energy demand and supply. The transformation process needs energy from different energy sources. Of course, we're using natural gas, electricities and other energy sources. Given recent developments, we need to take not just a short-term but a long-term approach. We need to engage in research and development, financial resources must be available for research, for people who engaged in research. And together with international research institutions, we are working on improvement of our processes all in a highly structured way, which means that Wienerberger today has very clear strategies. It's not an overall strategy. After all, we operate in 28 countries. So we have 28 local strategies as regards to energy. There may be more electricity available here and more hydro power there. So we have to implement these strategies and secure the necessary infrastructure. We have made progress with individual pilots. In Belgium, we now have a fully electrified brick production line, which has made the production CO2 neutral, and the import of energy has been reduced successfully. This will also happen with hydrogen and biogas. In Denmark, we also already use more than 15% of biogas. It's going to be a long-term process and a successful one. And you will be seeing that Wienerberger will evolve even stronger. Ladies and gentlemen, as regards water management, energy management and sustainable living, Wienerberger is a pioneer. With our water solutions, enormous quantities of water can be saved. We provide water management for water treatment, water disposal, water monitoring. In the field of energy management, we are producing pipes that can be used for the transportation of hydrogen in the Netherlands, for example. So we have a future orientated portfolio. And as regards sustainable living, we also have portfolios for efficient renovation and new build. Let me give you an example. As a company, we contribute to the future of our planet. The solutions Wienerberger can offer its planet, in new build and renovation, means that our customers save 1.8 million tonnes of CO2 per year. I talked about the life cycle of our products, which is 100 years on average. So we have an extremely strong improvement as regards CO2 emissions. Those 40% savings of CO2 correspond to almost 900,000 tonnes. Even to date, we are making an active contribution to the fight against climate change, and we will be further reducing our CO2 emissions. So I'd like to thank you for the time being, and hand over to my colleague, Gerhard Hanke.
Gerhard Hanke
executiveThank you, Heimo. Ladies and gentlemen, over the coming 10 to 15 minutes, I'd like to give you an overview of the key financials of the Wienerberger Group. As we heard at the beginning, 2021 was a challenging year, a demanding year. And we're all the happier to be able to report on a new record year in the long history of Wienerberger. Revenue is up by 18% to a record of almost EUR 4 billion. Of course, the positive market sentiment contributed to high sales volumes across all our product groups and all countries. Our focus on innovation and operational excellence have led to a better result, higher profitability and a stronger free cash flow of EUR 420 million. The market environment, as I said, was extremely positive. But at the same time, we saw a volatile supply chain. And security of supply and price development in the raw material sector and also for logistics and energy were essential for us in the year under review. We were able to supply products to our customers at all times. And we were able to cover cost inflation, which ultimately led to the new record result of almost EUR 700 million EBITDA reported. This is an overview of the development of the individual business units. The business unit with the highest revenues and the highest earnings is Wienerberger Building Solutions. Revenues, almost EUR 2.3 billion, plus 10%. Here again, high sales volumes, cost inflation was covered. Contributions from our self-help program led to a new record result of more than EUR 470 million and an improved EBITDA margin of almost 21%. Our European pipe business for the first time exceeded the EUR 1 billion revenue mark, almost EUR 1.2 billion revenues, that is plus 25%. And we achieved EBITDA of EUR 128 million. We saw the first contributions to earnings from our acquisitions in England and Ireland. FloPlast and Cork Plastics were acquired in mid-2021, and we saw the first contributions to earnings. In the pipe business in Europe, on account of the volatile procurement markets, plastic granulates in particular, was extremely challenging. We had a situation of shortages of plastic granulates, and in the first half of the year demand was extremely strong for our products. But thanks to our centrally managed procurement, we were able guarantee 95% security of supply, which means that we were always able to deliver products to our customers, and margins remained stable, thanks to proactive price management. Our development in North America was extremely favorable, revenues up by more than 50% to almost EUR 500 million, supported by a positive market sentiment, particularly in the pipe business in the U.S.A. In addition, construction activity in the U.S.A. and Canada remained lively, which meant that EBITDA increased to EUR 80 million at the beginning of the fourth quarter. We closed the acquisition of Meridian Brick, which gave us a new basis for further organic growth. 2021 was a year of major investments. Approximately EUR 280 million were invested in our existing business. And as Heimo Scheuch said, we spent almost EUR 0.5 billion on acquisitions. As regards maintenance CapEx, despite high cost inflation, we can confirm the EUR 120 million. This is the amount we need in order to keep our plants going. Moreover, EUR 160 million were invested in growth projects, not just in terms of automation and capacity expansions and efficiency enhancement but also for the improvement of our CO2 footprint and the reduction of CO2 emissions. And this is reflected in our self-help program, which contributed EUR 42 million to earnings last year. EUR 0.5 million -- EUR 0.5 billion spent on M&A were already mentioned. Acquisitions in the U.S.A., Canada, England and Ireland and a smaller acquisition in Belgium, we expect to see a contribution to earnings of approximately EUR 60 million in 2022. Our efficiency enhancement program and our earnings stimulating program is well on track, about 1,400 initiatives are well on track across the company concerning production but also concerning logistics, back office overhead costs, supply chain, so across the company, the objective being to make these initiatives transparent, to follow them up in order to make sure that the earnings we expect are indeed generated. In 2021, we achieved contributions of EUR 42 million from the efficiency enhancement program. And for this year, we expect another EUR 93 million for the period 2022 and 2023. Energy is an important matter for our company. We are experienced in hedging our energy costs, and therefore, our cost level was fairly moderate in 2021. We know what costs are coming up. We can plan our costs, we can calculate our costs. From the viewpoint of sustainable price management, we also want to be -- to offer our customers' sustainable prices. A major part of our energy costs, both quantities and prices, have already been hedged. When we're talking about energy, of course, we are talking about natural gas and electricity. 2/3 of our energy costs are accounted for natural gas, 1/3 by electricity. So it was an extremely successful business year, which is also reflected in our income statement. Revenues, almost EUR 4 billion; EBITDA, almost EUR 700 million; operating EBIT, EUR 430 million. We had a minor goodwill impairment of EUR 10 million last year. The financial result is more or less the same as in 2020. And we paid tax -- we paid higher taxes in the amount of EUR 62 million, the net result being EUR 310 million. This also is reflected in a strong cash flow, significantly above the previous year's value. We built up working capital not in terms of quantity but rather in terms of value due to cost inflation. The working capital reflects maintenance CapEx of EUR 120 million. Ultimately, this resulted in a free cash flow of EUR 420 million. We spent this free cash in growth investments and acquisitions, and we also returned money to the shareholders in the form of a dividend and through the buyback of the hybrid bond. We have a strong balance sheet structure, a capital structure which is extremely stable. Our net debt remained stable at 1.6x net debt to EBITDA, although we invested a lot. The book value of our equity is more than EUR 2 billion. ROCE is more than 12%. Return on capital employed, which corresponds to the net yield on capital are tied within the company. Our long-term objective is to exceed 10%. So with the 12%, we achieved a higher ratio than is our long-term target. So all the key ratios have been achieved or even exceeded. I would like to briefly summarize the 2021 business year, which followed on 2029 -- 2019, which was our last record year. And Wienerberger was able to surpass growth in Europe and North America. ROCE of more than 12% significantly outperformed the 10% target, and we have a sound financial leverage. The net debt-to-EBITDA remained stable at 1.6x. We have a strong cash conversion ratio, which is more than 80%. Our self-help program is well on track and made a contribution of EUR 42 million to earnings. And this is why we are proposing to pay out a dividend in the amount of EUR 0.75 per share, which is an increase by 25% versus the previous year. This concludes my presentation of the 2021 business year. But I'd like to give you a quick overview of how we see business in 2022. The market environment carries on from the developments of the last quarter of 2021. One thing is making things difficult, however, geopolitical instability due to Russia's invasion of Ukraine. That has led to a great deal of uncertainty in Europe. Demand for our products remains high. Our factories, our plants are working at full capacity. We were able to meet our customers' demand. And cost inflation is still going up, but we have it under control. The most important topic for us as management are comparable to those of the second half of 2021. It's about forward-looking price management, hedging of raw materials, energy forward buying, continuous availability of raw materials, a proactive pricing policy and a continued strong focus on innovation and operational excellence in order to further advance Wienerberger's organic growth. Translated into figures, we expect revenues of EUR 1,150 million in the first quarter. We expect EBITDA to double to EUR 225 million in the first quarter and results of all business units are positive. Particularly in North America in the first quarter of 2022, we can see that a strong pipe business is still contributing a lot to earnings. The integration -- synergies from the integration of Meridian Brick are already becoming visible. Some customers are buying products earlier than they originally intended to because of the uncertainty around Ukraine. In the field of piping solutions, the situation continues as it was in the last quarter of 2021. PVC and PE prices continue to go up, but we can keep our margins more than stable in the first quarter. You will hear more about the first quarter on the occasion of the publication of the Q1 results on the 12th of May. And with this, I hand back to Heimo Scheuch.
Heimo Scheuch
executiveThank you, Gerhard. Ladies and gentlemen. We're going to conclude our review of 2021 and look forward to 2022. Given the increasing geopolitical and macroeconomic volatility, an outlook is difficult. We take it that new build in Western Europe will remain stable and renovation continues to grow in the field of infrastructure. We expect a stable development with a slight uptick in North America. All that on the understanding that we cannot plan for the great variety of scenarios which are not under control, and visibility is particularly low in the current situation. We observed a great variety of trends, but I'm sure that the company will master these challenges. Shortage of skilled labor, restricted access to processes, we have to offset that through improved system competence. Energy is another point which is difficult to forecast. Our contact with customers remain strong, all those challenges for the companies, and many of that is under control -- many of these aspects are under control. Of course, everything on the assumption that we can secure the supply of energy, that in the coming weeks and months, we will not see a shortage of gas suppliers. I think it's well known that there will be no shortage of supply. And we are therefore, able to issue a strong guidance for EBITDA in the amount of EUR 750 million to EUR 770 million for the full year 2022. Taking a look to the future. Wienerberger will rely on innovation and sustainability through strong capital allocation. We will make sure that our products remain affordable for our customers because we want to be able to sell our products and our products should be used. And we will focus on the long life span of our products and a responsible use of our resources on the basis of smart solutions for roofs, walls and facades and, in particular, in water and energy management. Once again, ladies and gentlemen, the development over the past 10 years. We thank you for having made this development possible, not just us as the Managing Board, but all the employees of Wienerberger. Thank you for having us, accompanied us along the way. We have become a stronger and much more resilient company, and we want to continue along this path together with you on the basis of clear criteria: 1/3 of our products are to be innovative products; 1/4 of our revenues are to be generated to system solutions; we want to make further progress in optimizing our structures better, more innovative, more digital technologies; and of course, we want to comply with our criteria in ESG, 40% CO2 reduction by 2030. We, as Wienerberger, express a clear commitment to these investments and a payback period of 4 years. So we always relate that to our profitability. Organic growth, ladies and gentlemen, will continue in the future. Regardless of how our markets develop, regardless of GDP growth, we want to outperform local GDP by at least 2% through innovation, and system solutions. In the field of M&A, we are going to be highly disciplined but determined because we want to further strengthen the system competence of the company in the field of renovation and infrastructure. We will maintain our maintenance CapEx structure in a way that we not only maintain our locations, our production sites, but improve them. And we intend to buy back to our shareholders between 20% and 40% of the free cash flow through share buybacks and dividends, and a proposal will be submitted to you today. Wienerberger, a traditional Austrian company, has been turned into a worldwide company specializing in sustainable buildings, sustainable infrastructure. And we want to be even stronger by 2030 with a stronger presence in our end markets, product and system markets. And we want to be able to say that we've prepared the ground for a modern performance-oriented company that focuses on customer benefit and that can make an active contribution to this planet in the field of climate biodiversity and circular economy. We want to be even more successful by 2030 as a modern company. Thank you for your attention.
Peter Steiner
executiveThank you very much, Dr. Scheuch and Mr. Hanke, for the reports, in particular for the specific guidance for 2022. That is supported by a very strong Q1, and that stands to show that we are on the right track. Let us now move on to the agenda. Agenda item 1, presentation of the adopted 2021 annual financial statements and the management report of Wienerberger AG for the financial year 2021, the consolidated financial statements and group management report, the corporate governance report, the nonfinancial report and the report by the Supervisory Board on the financial year 2021. I would like to point out that as announced in the invitation to the Annual General Meeting, the Annual Report 2021, the annual and consolidated financial statements and the management report and group management report have been available on the company's website since March 28, 2022. The annual financial statements for the 2021 financial year prepared by the Managing Board and the consolidated financial statements prepared in accordance with International Financial Reporting Standards were audited by Deloitte Audit Wirtschaftsprüfungs GmbH, Vienna and received an unqualified opinion. The auditor also confirmed that the management report of Wienerberger AG and the group management report prepared by the Managing Board are consistent with the annual financial statements and consolidated financial statements and that the company has prepared a corporate governance report in accordance with Section 243c of the Austrian Commercial Code and the financial -- nonfinancial report in accordance with the same section of the Austrian Commercial Code. On the basis of the written audit reports submitted by the auditors, the Audit Committee of the Supervisory Board examined the annual financial statements and the consolidated financial statements for the fiscal year 2021 together with the management reports of the Managing Board and recommended that the Supervisory Board approve them. At its meeting on March 25, 2022, the Supervisory Board then approved the annual financial statements of Wienerberger AG as of December 31, 2021 and the management report of Wienerberger AG, and thus adopted the annual financial statements in accordance with Section 96 para 4 of the Austrian Stock Corporation Act and reviewed the consolidated financial statements, the group management report, the nonfinancial report and the corporate governance report and concurred with them. I would also like to report that during the year under review, the Supervisory Board held a total of 10 meetings, the Audit and Risk Committee held a total of 5 meetings and the Nomination Committee, the Remuneration Committee and the Sustainability and Innovation Committee each held 3 meetings to discuss in detail the reports of the Managing Board and reviewed and approved the business cases submitted by the Managing Board that required its approval. At the same time, the Chairman of the Supervisory Board, yours truly, was in constant contact with Dr. Scheuch, CEO, in order to discuss issues of corporate strategy and the priorities of the Supervisory Board meetings. A resolution on this agenda item is not required. Agenda item 2, resolution on the use of net profit shown in the 2021 annual financial statements. The 2021 annual financial statements of Wienerberger AG show retained earnings of EUR 93,518,810.26. The proposed resolution of the Managing Board and the Supervisory Board on the appropriation of this unappropriated profit is as follows: the Managing Board and the Supervisory Board of Wienerberger AG propose that the AGM decide to distribute from net profit of EUR 93,518,814.26 under share capital of EUR 115,187,982, a dividend of EUR 0.75 per share entitled to receive dividends. In other words, EUR 86,390,986.5 less a prorated amount of EUR 286,432.5 for treasury shares. That's EUR 86,105,554 and to carry forward remaining profits of EUR 7,414,260.26. I would like to point out that the number of shares entitled to dividend has changed since the publication of the resolution and that the amount stated have been adjusted accordingly. The dividend will be paid out as of Monday, 9th of May 2022, by crediting the accounts of the custodian banks. The record date for the 2021 dividend is Friday, 6th of May 2022. The details of the payment will be announced in the official gazette of Wiener Zeitung. On to item 3 of the agenda, discharge of the Managing Board members for the financial year 2021. The proposed resolution of the Managing Board and the Supervisory Board reads as follows: the Managing Board and the Supervisory Board of Wienerberger AG propose that the Annual General Meeting decide that the members of Wienerberger AG's Managing Board acting during the financial year 2021 be discharged for that period. I would like to point out the discharge for the financial year 2021 concerns the members of the Board of Management: Heimo Scheuch, Gerhard Hanke, Ms. Solveig Menard-Galli, Mr. Harald Schwarzmayr and Mr. Carlo Crosetto, who reside from the Board as of February 28, 2021. On to item 4 of the agenda, discharge of the Supervisory Board members for the financial year 2021. The Managing Board and the Supervisory Board have also submitted a proposal for a resolution on this agenda item in accordance with Section 108 para 1 of the Stock Corporation Act. This reads: the Managing Board and the Supervisory Board of Wienerberger AG propose that the AGM decide that the members of the Supervisory Board acting during the financial year 2021 be discharged for that period. I would like to point out that the discharge also concerns Mr. Christian Jourquin, who resigned from the Supervisory Board at the end of March 2021. I would to take this opportunity to once again thank Mr. Jourquin, who was a member of the Supervisory Board since 2014, for his extraordinary commitment and his valuable contributions. Agenda item 5, election of the auditors of the annual financial statements and consolidated financial statements for the financial year 2022. There was a proposal for resolution pursuant to Section 108 para 1 of the Stock Corporation Act, which reads as follows. The Supervisory Board of Wienerberger AG proposes that the AGM decide to elect Deloitte Audit Wirtschaftsprüfungs GmbH, Vienna as auditors of the annual financial statements and consolidated financial statements for the financial year 2022. In this regard, a letter from Deloitte containing the information pursuant to Section 270 para 1a of the business code has been received, explaining that there are no circumstances that could give rise to concerns of bias and that Deloitte has a valid certificate of participation in an external quality assurance system. For the sake of order, it should be mentioned that the proposed auditor, Deloitte Audit Wirtschaftsprüfungs GmbH would audit the Wienerberger Group for the sixth consecutive year if elected in the 2021 financial year. A legal obligation to appoint another auditing company exists after 10 audit years. On to Item 6 of the agenda, elections to the Supervisory Board. Pursuant to a resolution adopted by the AGM on May 4, 2021, the company's Supervisory Board consists of 7 members elected by the AGM and 3 members delegated by the Works Council pursuant to Section 110 of the Austrian Labor Relations Act. 4 out of the 7 capital representatives are men and 3 are women, 2 of the 3 employee representatives are men and 1 is a woman. The Supervisory Board therefore currently consists of 6 men and 4 women, and that complies with the minimum share of men and women under Section 86 para 7 of the Austrian Stock Corporation Act. No objection was raised under Section 86 para 9, which means that the requirement under Section 86 para 7 of the Stock Corporation Act has been complied with. Taking into account 7 capital representatives and 3 Supervisory Board members delegated by the Works Council, at least 3 members must be women and 3 members must be men. If the number of capital representatives is increased to 9 individuals by resolution adopted at the 153rd AGM, at least 4 members must be women and 4 members must be men. In 2020 and 2021, the Nomination Committee of the Supervisory Board intensively dealt with the issue of what would be an appropriate size of the Supervisory Board. As a consequence of unscheduled retirements, up to March 2021, relevant evaluations carried out early last year resulted in a recommendation that at the 152nd Annual General Meeting on May 4, 2021, the number of capital representatives in the Supervisory Board be temporarily reduced from 8 to 7 individuals. Such a recommendation was put forward in the light of an ongoing succession process, accompanied by internationally acknowledged personnel consultants. Due to the retirement by rotation of long-standing Supervisory Board members in the midterm, the Nomination Committee recommends that the number of capital representatives now be increased to 9 individuals. This is to ensure compliance at any time with all applicable corporate governance standards, at the same time, guaranteeing that the Supervisory Board at all times has a perfect mix of skills and experience to work efficiently. Allow me to make a few comments about the candidates. I'm pleased that we have been able to win 2 Supervisory Board candidates with long-standing experience and strategic foresight as part of a transparent professionally accompanied succession process. Marc Grynberg and Dr. Thomas Birtel complement the competent spectrum of the Supervisory Board in an optimum manner, in particular, with regard to industry know-how and sustainability. Now they have specific industry expertise and know-how of the geographic markets relevant for Wienerberger. In 2 brief video statements, these candidates are going to introduce themselves. First of all, we're going to hear from Marc Grynberg.
Unknown Attendee
attendeeHello. My name is Marc Grynberg. As I stand for election today as an independent nonexecutive director, I would like to tell you a bit more about me and what you may expect from me if you approve my appointment today. I'm 56 years old, a Belgian National with an educational background in finance and engineering. I've had a broad international career as an industry executive, firstly, in the chemical sector; and over the past 25 years, in materials technology. Between 2008 and the end of last year, I was the CEO of Umicore, a company listed in Belgium and a global leader in clean mobility materials and recycling. During my tenure as CEO, the company went through a significant transformation, which involved a combination of M&A activities, organic investments, increased emphasis on R&D and a true integration of sustainability into the strategy. During that same period of time, the company achieved significant growth and value creation. At Umicore, we developed innovative materials for lithium-ion batteries, which enabled the transition to electrified mobility. We also developed a closed-loop concept in order to address both the growing scarcity of raw materials and their environmental footprint. I'm truly passionate about sustainability and have made Umicore a leader and a benchmark in its industry. Sustainability is not only about how to minimize the impact of industrial activities on the environment or in the communities. It is not only about ESG disclosures. I look at sustainability as a source of competitive differentiation, and what really matters to me is how we address the most pressing societal challenges such as climate change and how every one of us becomes part of the solution. As far as industrial companies are concerned, sustainability is, to a large extent, about how to make best use of technological competencies to come up with better materials, better products and better processes. At the end of last year, I handed over my executive responsibilities and I've chosen to focus exclusively on a limited number of nonexecutive Board mandates. I currently serve as an independent nonexecutive director on the Board of Nexans, a company listed in France approximately the same size as Wienerberger and a key player in the energy transition globally. I'm also a member of Nexans Strategy and Sustainability Committee, and recently the Board appointed me as Climate Director. I'm prepared to take on 1 or a maximum 2 additional nonexecutive Board mandates, which means that if you approve my appointment today, I would be in a position to properly carry out my mandate with the highest degree of engagement and in full independence and no risk of overboarding. I do have already a little bit of an experience of the construction materials industry as Umicore used to own and operate a zinc building materials activity. However, I do realize that I still have a lot to learn about Wienerberger and about the industry in general. I truly look forward to that. And if you approve my appointment today, I will be honored to contribute to the next phase of development of your company. Thank you for your trust.
Peter Steiner
executive[Interpreted] Thank you very much. We now move on to the statement by Mr. Birtel.
Unknown Attendee
attendee[Interpreted] I'm Thomas Birtel. I'm a German national born in 1954. After several positions in industrial plant and equipment, I have been working for the Strabag Group for more than a quarter of a century. Since '26, I've been a member of the Management Board of Strabag SE, and since 2013, I've been CEO of the Strabag Group. The Strabag Group has a construction output of more than EUR 16 billion, 11,000 construction sites continuously in operations and 74,000 employees. It's one of the big players of the construction sector in Europe. What impresses me by Wienerberger is the way the company deals with sustainability, not only as an attribute of products but also of the processes by which the products are made. In addition to sustainability, digitalization is another important trend. And here too, Wienerberger is playing a role which is outstanding and pioneering in the sector. And I compare the company with the group whose CEO I still have the honor to be. I feel greatly honored to stand as a candidate for election to the Supervisory Board of Wienerberger AG. And in case of my election, I would like to thank the shareholders of Wienerberger AG for their trust and confidence. I'm looking forward to contributing my long-term experience in the construction industry and in the field of digitalization as well as my system competence to Wienerberger. I'm confident to have enough time for my function as a member of the Supervisory Board of Wienerberger AG because for age reasons, I'm going to retire as CEO of Strabag SE at the end of this year. The number of my mandates is small. I hold 3 Supervisory Board mandates in an insurance group in Hanover and will therefore have enough time to dedicate my energy to my position at Wienerberger. I think Wienerberger's products are the ideal building material for the future. Take the brick. The brick is sustainable, it's durable, it has outstanding building physical properties and it's beautiful. I can assure you that there are no circumstances that would give rise to a concern of bias in my function as a member of the Supervisory Board of Wienerberger AG. I would be very happy, ladies and gentlemen, esteemed shareholders of Wienerberger AG, if you agree to elect me a member of the Supervisory Board of Wienerberger AG. I would be happy to dedicate my experience and my expertise to Wienerberger in the future.
Peter Steiner
executive[Interpreted] All right. Thank you very much, Marc Grynberg and Dr. Birtel, for the presentations. A couple of remarks about myself. Now I've been a member of the Supervisory Board since 2018 and I've chaired it since January 2021. In addition, I've been a Chairman of the Remuneration Committee since 2019 and Chairman of the Nomination Committee since 2021. In the course of my career, I've gained in-depth expertise, particularly in the areas of building materials, chemicals and the digital transformation. After studying economics and then passing my exams to become a tax adviser and auditor, I served as a Board member in various, mostly stock-listed companies in the construction building materials, chemicals and plant engineering sectors. Now my Board activities were followed by 6 years as a partner in JPMorgan's private equity arm. I then set a business as an auditor and tax adviser to work as a professional supervisory board member for companies that, in turn, deal with building materials, the chemicals and the digital transformation. Among the listed mandates, I hold in addition to my Supervisory Board activities for Wienerberger as with Clariant AG, which is also listed; and Zeal Network SE, which was originally listed on the Frankfurt Stock Exchange and is now based in Hamburg. In the course of these mandates, I've also dealt with different jurisdictions and I've been able to gain corresponding experience in the associated corporate governance models. As you can see from the list in my CV, I'm an independent contractor, freelancer, independent, totally unbiased and free from any conflict of interest. For me, serving as a member of the Supervisory Board is not a sideline, not a secondary occupation but rather my main occupation for which I have sufficient time. If elected, I look forward to accepting this position and continuing to contribute my experience to Wienerberger. So much for my own background. Finally, I would like to point out that the CVs of all Supervisory Board candidates standing for election today as well as the declarations pursuant to Section 87 para 2 of the Stock Corporation Act have been available on the Wienerberger's website since the 1st of April 2022. On to the proposed resolutions for agenda item 6. Proposed resolution 1 reads: the Supervisory Board of Wienerberger proposes that the AGM decide to increase the number of Wienerberger member of the Supervisory Board elected by the AGM from currently 7 members by 2 individuals to a total of 9 members within the limit of 3 to 10 members as provided for by the Articles of Association. Proposed resolution 2 reads: the Supervisory Board of Wienerberger proposes that the AGM decide, a, effective as of the end of this AGM, Mr. Peter Steiner, yours truly, is reelected as a member of the Supervisory Board of Wienerberger AG for the maximum period under Section 10 para 3 of the Articles of Association of Wienerberger AG. This is until the end of the AGM meeting which decides on the discharge for the financial year 2025; b, effective as of the end of this Annual General Meeting, Mr. Marc Grynberg is elected as a member of the Supervisory Board of Lineberger for the maximum period under Section 10 para 3 of the Articles of Association of Wienerberger AG. This is until the end of the AGM which decides on the discharge for the financial year 2025; c, effective as of the end of this AGM, Dr. Thomas Birtel is elected as a member of the Supervisory Board of Wienerberger AG for the maximum period under Section 10 para 3 of the Articles of Association of Wienerberger. This is until the end of the AGM which decides on the discharge for the financial year 2025. This brings me to agenda item 7, resolution on the 2021 remuneration report. The proposed resolution of the Managing Board and Supervisory Board is the Managing Board and the Supervisory Board of Wienerberger AG propose that the AGM approve the remuneration report for the financial year 2021 as published on the company's website registered in the commercial register. I would like to point out that the remuneration policy 2022 to 2024 for the Managing Board and the Supervisory Board of Wienerberger AG were submitted to and approved by the 151st Annual General Meeting on the 5th of May 2020. The remuneration report 2021 is fully in line with the principles and provisions of the remuneration policy. I expressly point out that no discretion was exercised in 2021 as regards to the remuneration of managing Board members. Deloitte Audit Wirtschaftsprüfungs GmbH evaluated the remuneration report of Wienerberger AG and determined that the remuneration report meets the legal requirements. The 2021 remuneration report was also published on the company's website at www.wienerberger.com in due time on the first of April 2022. On to agenda item 8, authorization to repurchase treasury shares involving a reverse exclusion of subscription rights. The proposed resolution of the Managing Board and Supervisory Board reads as follows: the Managing Board and the Supervisory Board of Wienerberger AG propose that the Annual General Meeting decide in accordance with Section 65 para 1, no. 8 as well as para 1A and para 1B of the Stock Corporation Act. During a period of 30 months of the date of this resolution, the Managing Board of Wienerberger AG is authorized to purchase treasury shares of Wienerberger AG at the lowest equivalent of EUR 1 per share and the highest equivalent of twice the closing price of the 3rd of May 2022 per share without obtaining any further resolution by the AGM with the amount of repurchased shares not exceeding 8% of the share capital of Wienerberger AG. At the discretion of the Managing Board, such purchase may be carried out on or off the stock exchange or by way of a public offer. Shares may also be purchased from individual shareholders or from a single shareholder. The Supervisory Board must be informed of such decision afterwards. An off-market purchase may also be carried out by excluding the shareholders' prorated rights of disposal. This is the reverse exclusion of subscription rights. Any purchase may not be carried out for the purpose of trading in treasury shares within the limits prescribed by law, especially regarding the maximum number of treasury shares. The Managing Board may exercise this authorization in all or in part, individually or collectively, once or repeatedly, provided that the portion of the share capital associated with the shares held by the company on the basis of this authorization or otherwise never exceeds 8% of the share capital. This resolution replaces the authorization of the Managing Board to repurchase treasury shares adopted by the AGM on May 5, 2022. I draw attention to the fact that the report by the Managing Board on this proposed resolution was published on the company's website on April 1, 2022. Furthermore, I would like to point out that this resolution requires a majority of at least 3/4 of the share capital represented when the resolution is adopted. On to Item 9 of the agenda, resolution on the sale of treasury shares, excluding subscription rates. The proposed resolution of the Managing Board and Supervisory Board is: the Managing Board and the Supervisory Board of Wienerberger AG propose that the AGM decide, a, pursuant to Section 65 para 1B of the Stock Operation Act for a period of 5 years from the date of resolution subject to the approval by the Supervisory Board. And without obtaining any further resolution by the AGM, the Managing Board of Wienerberger AG for purposes of selling and/or using treasury shares, is authorized to adopt the form of sale permitted by law other than through the stock exchange of a public offer, applying by analogy, the rules governing the exclusion of subscription rights of shareholders and to determine the terms of sale. Such authorizations include the sale and/or the use of treasury shares in the form of a sale permitted by law, other than through the stock exchange of a public offer, including but not limited to, an off-market sale. Once again, this is referred to as the exclusion of the repurchase rights of shareholder in whole or in a part, for example, in the form of an accelerated private placement or as a non-cash transaction currency for the acquisition of company's shares or various other assets. Such authorization may be exercised by the company by a subsidiary or by third parties for the company's account in whole or in part or in several installments, and by pursuing one or more purposes. This is in accordance with Section 22A para 3 of the Austrian Business Code. B, pursuant to Section 65 para 1 # 8 last sentence of the Stock Corporation Act, during a period of 30 months of the date of this resolution subject to the approval by the Supervisory Board and without obtaining any further resolution by the AGM, the Managing Board of Wienerberger AG is authorized to decrease the share capital by redeeming purchase treasury shares. The Supervisory Board is authorized to adopt amendments to the Articles of Association arising from such redemption of shares within the limits prescribed by law. Especially regarding the maximum number of treasury shares, the Managing Board may exercise authorizations in whole or in part, individually or collectively, once or repeatedly. This resolution replaces the authorization to sell treasury shares adopted by the AGM on the 5th of May 2020. A report by the Managing Board on this proposed resolution was also published on the company's website on April 1, 2022. Furthermore, I would like to point out that this resolution requires a majority of at least 3/4 of the share capital represented when the resolution is adopted. This concludes the presentation of the reports and proposed resolutions on the agenda items. In the meantime, the list of participants has also been completed, so that I can now announce the attendance at today's AGM.
Unknown Executive
executiveAccording to Section 117 of the Stock Corporation Act, a list of attendants was drawn up. According to that, 876 shareholders are represented by 4 special proxies, holding 71,194,914 votes. Therefore, today's AGM has the necessary quorum. The list of attendants will be made available to the 4 special proxies. Moreover, it will be attached to the minutes of today's AGM. For privacy reasons, also in the interest of shareholders, we do not disclose the list of participants today. I now give the floor to each of the special proxies and ask them to let us know if further resolutions, proposed resolutions have been received. If so, please read them out. If not, please confirm that you have not received any further proposed resolutions. Mr. Beckermann.
Florian Beckermann
shareholderThank you for giving me the floor. I represent 250 shareholders holding 29 million shares, and I have not received any further resolutions.
Peter Steiner
executiveMr. Oberhammer.
Florian Beckermann
shareholderThank you, Mr. Chairman. I have not received any proposed resolutions either.
Peter Steiner
executiveDr. Fussenegger.
Paul Fussenegger
shareholderMr. Chairman, I have not received any further proposals for resolutions.
Peter Steiner
executiveDr. Weigand.
Arno Weigand
shareholderMr. Chairman, I have not received any further resolutions.
Peter Steiner
executiveThank you very much. It is now 11:44. As announced, you now have 15 minutes to transmit additional questions or proposed resolutions, if any. These will have to be received by 11:59 by e-mail sent to the aforementioned address, [email protected]; or to the e-mail address of your special proxy. I now open the general debate on all items on the agenda.
Peter Steiner
executiveWe're going to start with the video statement recorded last week. As indicated in the convocation and outlined in the information on the organizational and technical prerequisites for participation in this year's AGM, Wienerberger AG grants shareholders voluntarily the possibility of having their questions recorded and put them personally to the audience. I would ask the technicians to start the video.
Max Pohanka
attendeeMembers of the Management Board, shareholders, I'm Max Pohanka, and I represent the Own360 Community, which owns 15,000 shares of Wienerberger AG, and I'm happy to present a number of selected questions. First of all, I'd like to congratulate you on the excellent result for 2021. And I'm talking to you from the media room of Wienerberger AG. I've been given the opportunity to address questions to the AGM. I'm most grateful for that. Thank you very much. It's a great thing and real progress within the framework of virtual AGMs. I'd like to start with my questions from the Own360 Community. Wienerberger, within the framework of its ESG targets, wants to rely on urban mining. The cyclo break has already been produced in the Netherlands. 20% ceramic residues are being used there. Can you give us a road map for urban mining? What can be the maximum percentage of ceramic residues in bricks? Are you working actively on improvements? I move on to my second question. Are there parts of the supply chain that are particularly affected by Russia's attack against Ukraine? What measures have been taken to secure the supply chain? The question also concerns energy supply for production. My third question, Wienerberger's exposure to Russia, according to you, Mr. Scheuch, is less than 1% of the group's revenues. Why don't you follow international examples and exit from Russia? And now I move on to my fourth and last question. Wienerberger successfully positioned itself as an innovative company. For the time being, approximately 30% of revenues are accounted for by innovative products. What's the percentage of corporate resources that are being used for the development of innovative products? Is there a change in Wienerberger's economic orientation? Will the core business in 15 years from now, be significantly different from what it is today? Thank you in advance for answering my questions, and I say goodbye to you from Wienerberger AG's media room.
Peter Steiner
executiveThank you very much for these questions, Mr. Pohanka. And I would ask the CEO, Mr. Scheuch, to answer these questions.
Heimo Scheuch
executiveAs regards urban mining, I'd like to tell you the following. Wienerberger, in the past, has been using secondary raw materials and will do so also in the future. As we operate in 28 end markets, we have highly diverging structures there. You mentioned the Netherlands, a country that has made a lot of progress in urban mining. So there, we have better access to this resource than in other markets. It is possible to use demolition material and add it to brick production. In the case of pavers, it can be more than 40%. In facing bricks, rather less, up to 20%. It depends on the product mix and the application. But one thing is important. We can add secondary raw materials. We can reuse them and will do so to a greater extent in the future. The important point is availability. We are part of a value chain that is yet to be developed. In some countries, more progress has been made than in others. But this holds not only for brick production, but also for pipe production where we use recycled plastics up to 40% in certain pipe products. Again, it depends on the application. So much about your first question. As regards to the supply chains of Wienerberger, we rely primarily on local supply chain in the field of clay. We mine our own clay on-site and additives are also sourced locally. As I said, in the field of energy and machinery and machinery parts, we are dependent on international suppliers. We have tried to engage in advanced purchases, building up reserves of machine components, wherever this is necessary, because we want to act in a future-oriented way and we want to be able to plan for the future. As regards Ukraine, we do not receive many supplies from Ukraine. And as regards gas, let me make a brief point on that. We buy from international suppliers who do source Russian natural gas and use them -- we use them in the members -- in the individual countries we operate in. From today's perspective, I see no indications of shortages or supply bottlenecks. We will make sure that in the countries we operate in, we cooperate with governments and suppliers to ensure security of supply. Your third question referred to Russia. As you said, we have an exposure to Russia with 2 brick plants in Kazan. This business accounts for less than 1% of our revenues. It's purely local business. We source raw materials locally and we sell locally. Wienerberger has no supply chain issues there. In -- as regards to the sanctions, we comply with the sanctions fully. But we do have a certain degree of responsibility vis-a-vis our employees and their families there. And we are, therefore, maintaining the asset and will not dispose of it hastily. This is what we regard as our responsibility. In the pipe segment, we've been -- we withdrew from Russia some time ago already, and we will do whatever is necessary in the other segments. Your next question concerned innovative products. Well, you can't control innovation by saying, okay, let's do innovation. Wienerberger, a company with revenues of EUR 4 billion, has numerous customer contacts, hundreds of thousands of contacts, and a lot is coming back to us. We learn a lot about the sustainable installation and processing of our products. And together with our customers, we further develop that. We make innovations and implement them in the market. So innovation is being pursued by the company, together with its customers and stakeholders. Now when you look back over the past 10 years, Wienerberger was a different company 10 years ago. And in 10 years from now, it will be different again. Renovation, repair, infrastructure will be further expanded. In new build, we are developing product solutions in order to be more sustainable and even more systemically relevant and to create additional customer benefit, not just in the use of our products but also in maintenance and repair, particularly in the field of water and energy management. I hope I've been able to answer your questions sufficiently.
Peter Steiner
executiveThank you very much, Mr. Scheuch. IVA has submitted a number of questions, which I'd like to read out now. First of all, a comment regarding the AGM as a present meeting. Wienerberger as a pure free float company on the Vienna Stock Exchange has a model function. In the interest of the owners, it cannot be meaningful to separate management and owners physically in the long term. We don't want management in an ivory tower. Returning to a face-to-face AGM is urgently required and Wienerberger should fulfill its model function and commit to future physical AGMs. I would like to remind you that at the beginning, Mr. Scheuch presented his position on this point very clearly. And I think that is also what IVA has in mind. Then a comment on the remuneration report. 2021 was an excellent year for the company, and the management Board earned a lot. The elimination of the one-off COVID incentive for the CEO is to be welcomed because it's against team spirit and not in accordance with international standard. Question to Mr. Steiner, where you -- did you receive external advice for the renegotiation of severance payment? And how much did that cost? The remuneration element, which we call special LTI, was presented at the 152nd AGM, and it was approved within the framework of the remuneration report. The severance payment, which was presented today, is the payout of earned severance pay. We decided to do so because we find it difficult to explain to non-Austrian shareholders what severance pay is, this is something that only exists in Austria. And we use the occasion of the prolongation of the contract with Mr. Scheuch to pay out the earned components of sovereigns pay. This was not only in the interest of easier communication, but also in the economic interest of the company. Of course, we did get legal advice for that, but it was not accounted for separately, and it didn't cost much. Another comment regarding the remuneration report, the Supervisory Board, with EUR 845,000, is one of the most expensive supervisory boards in Austria. The workload is quite varied. Now if you have 2 additional capital representatives, what will be the division of tasks on the Supervisory Board? How many mandates do we expect per Supervisory Board members? Now we explained already that the increase from 7 to 9 Supervisory Board members is not a long-term matter. In the past, we usually had 8 members. But given the development, the foreseeable development, we think it's in the interest of continuity, at least temporarily, to increase the number of Supervisory Board members to 9. Well, as far as I am concerned, I spend more than 40 days working for Wienerberger, but this is difficult to quantify. There are routine appointments between Mr. Scheuch and myself, apart from the meeting of the Supervisory Board and its committees. But in the life of a company, there are always unexpected events that demand attention from the Supervisory Board, and such attention is available without restrictions. Another question about the remuneration report, which was audited by Deloitte. What were the audit activities of Deloitte? What was the result? How much did it cost? We have a remuneration regime for the Supervisory Board which allows for no discretion. The auditor audits the remuneration to be paid out on the basis of the rules submitted to the Supervisory Board and approved by the Supervisory Board. This happens within the framework of the audit of the annual financial statements. And there is no individual amount to be accounted for. A question regarding Peter Johnson. According to the Austrian Corporate Governance Code, Mr. Johnson is no longer independent, how does the Chairman intend to deal with this situation? Well, Peter Johnson, I greatly appreciate Peter Johnson as a colleague whose contributions to the Supervisory Board in recent years have been highly esteemed and valued. He has great expertise and his departure from the Supervisory Board at some point in time in the future will be most regrettable. We have not yet set a date for that, but he is going to step down from the Supervisory Board at some point in time for reasons of age. The personnel planning of the Supervisory Board is a medium-term one, and such developments will be taken into account in the future. Those were the questions from the -- from IVA, the association representing investor interest. There are a number of more questions from IVA, which will be answered by Mr. Scheuch.
Heimo Scheuch
executiveThank you, Mr. Chairman. I'll first read out the question, and then I will answer it, either myself or Mr. Hanke. First question concerns the non-financial report, Page 18. CO2 reductions according to Scope 1 and 2 have been successful, CO2 savings, however, correlate to the result less than the volume of waste, why is that? Our targets for decarbonization were set relative to a reference year, which is 2020. And the target up to 2023 is 15%. This is independent of business performance and the market. The emissions -- volume of emissions in the base year has to be reduced by 15%. This is a highly demanding target because it concerns the production process and not the result. So we are talking about real savings compared to the benchmark year. Next question concerns the circular economy. What are Wienerberger's targets in terms of time and quantity? As of 2023, all new products are to be 100% reusable or recyclable. And we guarantee the attainment of this target. This is a clear commitment on our part. Even today, many of our products are already reusable or recyclable. So we have set ourselves a clear target. Next question, Wienerberger's 2 production sites in Russia, what is the strategy pursuit there? As I said already, we are maintaining this business because we feel responsible to our local partners, our employees and their families as well as the customers. We will be -- we do not intend to act on a short-term basis but rather in the long term. A brief interruption. We are approaching the end of the question period. It is now 12:06. If you want to put questions for clarification or submit proposed resolutions, you can still do so until 12:11 by e-mail sent to the aforementioned addresses. After that point in time, questions and proposed resolutions can no longer be taken into account. Next question concerns the gas prices. The war in Ukraine has led to distortions in the energy markets, users of energy gas are particularly concerned by price increases. Does the high gas price have implications for Wienerberger's business? Can you elaborate on the individual segments? Our cost structure is quite clear. We have already communicated that, for years, we have actively hedged our energy quantities and energy prices. We engage in forward purchasing of gas and electricities at fixed prices which means that a certain degree of smoothing occurs when prices increase steeply or decrease, and that is reflected in the development of gas and electricity prices. So in terms of gas and electricity for this year, we have made forward purchases on attractive conditions. Next question. In an interview with Kleine Zeitung, Mr. Scheuch mentioned the possibility of a short work program for Wienerberger if gas delivered risk were to be reduced. Well, I never said that this would be coming. I only said that in the unlikely event of an interruption of gas supplies, we would be affected by that. And in that case, we would have to deal with the situation and take the necessary precautions. A short-time work regime would be one possibility. Remember what happened during the COVID situation in Austria as well as in other countries. We were working with a short time work regime. We're not planning for that because demand is very high, and our plants are working at full capacity. If supply shortages in the field of energy were to occur, we would take that into account. We react quickly as we did in the past, and we would implement such a short work regime. Next question. Currently, the rate of inflation in Europe is 6.8%. What are the implications for Wienerberger's business broken down by segment? Well, during the first months of the year, the rate of inflation was between 7% and 8%. But as you know, plastic granulates are subject to a different dynamic development with higher rates of inflation. PVC, PE and PPE, there are rates of inflation of 30% to 35%. In the traditional brick business, we have rates of inflation on the European average of 7% or 8%. And the guidance for 2022, we are assuming a rate of inflation of 7% to 8%. That is the basis for our guidance for 2022. Next question. The tax burden has increased because of the good result. I don't have any tax losses carry forward as mentioned on Page 262 of the annual report. In our annual report, we are mentioning EUR 380 million in tax loss carryforwards. This is the aggregate figure of the group as a whole. A major part concerns the Austrian tax group, but this figure is the aggregate figure for the group as a whole, as shown on Page 285 of the annual report. The tax loss carryforward is disclosed there. Next question. For well-known reasons, 2021 was an excellent year. The company has a lot of capital, do we pay negative interest? The answer is no. There are upper limits with the bank and -- banks, and we always try to remain below these upper limits. So we don't need to pay negative interest. Next question. Other operating expenses, annual report Page 256, EUR 162.7 million plus EUR 60 million compared to the previous year are not explained. Can you mention the 5 biggest items and the economic background? Well, this item comprises research and development, almost EUR 20 million of transaction costs, more than EUR 10 million, exactly EUR 11 million. And on the basis of the North American transaction, there was a so-called remedy package, which meant that parts of the assets of Meridian and General Shale have been sold. This resulted in a divestment loss of EUR 12 million. This is also disclosed and explained in the notes to the annual report. Other operating expenses, donations, how much did you donate to whom? Did you make donations to political parties, advertising, advertisement? Can you break down the media mix, where advertisements placed in media published by the economic chambers? We neither made donations to political parties. This is to be ruled out altogether. At Wienerberger, we only have marketing expenses for our products. And in the markets we operate in, we take marketing and communication measures. But in no way is this related to representative bodies or economic chambers. I would like to add that social media expenses are increasing because this is getting more and more important for our external communication. But the order of magnitude is still quite small. We had external costs for social media of not more than EUR 27,000 in 2021. Next question concerns the annual report, Page 264. Was special CapEx increase? Special CapEx was increased by EUR 85 million, what are the future project investments? Well, 2020 was the year of a pandemic, and investments were reduced at that time. Therefore, special CapEx was lower than usual. Gross investments, today, our investments in sustainability, reduction of energy consumption, reduction of CO2 emissions, but also other topics such as miner capacity, increases, automation, et cetera, amounting to EUR 160 million, as I explained earlier. And then there is one question about whistleblowing. Did you get any reports from whistleblowing in flows in the year under review? What were the consequences? I'd like to point out that a whistleblowing tool was introduced in Wienerberger. It has been used already. Gerhard can say something about the reports received.
Gerhard Hanke
executiveWe received relatively many reports, but those were reports that did not give rise to anything in particular. We received reports about management behavior, management conduct. Those were all things that were taken up and clarified by our team. But no major issues were raised within the framework of the whistleblowing tool. We follow up every whistleblower report. We take them seriously, and we offer absolute protection from retaliation against persons using the whistleblowing service.
Heimo Scheuch
executiveSo I have no further questions -- yes, there are a few more questions. Okay. Following question is asked by Mr. Berger. In other words, how many people were logged on to the Internet? And how many out of them were from Austria? Now let me answer that as follows. 159 participants, 139 from Austria, 22 from an English-speaking country. On to the next question, also asked by Mr. Berger. What were the costs of last year's virtual AGM? And what were the costs of the publication in Wiener Zeitung? The cost of last year's AGM were EUR 112,000. Out of these, publication in Wiener Zeitung were approximately EUR 5,500. On to the next question, how many people are logged in today? 72, 13 from an English-speaking country. So this question has been answered. On to Mr. Berger's next question. What were the costs of the proxies, the notary public and also the technical service? Now the cost for the first special proxies amounted to EUR 10,000. This amount, however, it depends on the actual duration of the AGM. And the costs for the technical equipment, including all of the equipment for the AGM in 2021, amounted EUR 20,000. Then another question by Mr. Berger. Regarding the cost of the Meridian acquisition, now USD 201 million was the net purchase price. And Gerard, can you step in here?
Gerhard Hanke
executiveWell, the financing of the purchase price was out of the cash flow. This means that at the beginning of the year, we had sufficient cash funds available that allowed us to pay these acquisitions costs out of cash funds.
Heimo Scheuch
executiveNext question regarding the hybrid bond. The question is, to what was the amount? And to what extent was the repurchase made? The answer is we made the repurchases as early as possible. That was a nominal amount of EUR 240,630. Publication has been made in the annual report, and that means that the hybrid bond is a matter of the past. Another question also by Mr. Berger regarding e-vehicles, hybrid vehicles, et cetera, forklifts. The question is, what about Wienerberger's electronic fleet? I would like to answer that by saying that in every country where Wienerberger operate, we have a separate car policy, which means that we focus on CO2 emissions. So no longer the size of the engine. And in that regard, I would like to ask for your understanding, Mr. Berger, that this is a highly detailed question and it is very country-specific. So for the most part, really, we have switched over to so-called CO2 savings, whether this is e-cars or CO2 savings. Specific criteria and standards have been implemented. Availability, of course, is of the essence. And we do find that many employees actually have switched over, for example, to environmentally friendly vehicles. Another question was how many electronic vehicles or hybrid vehicles were acquired in 2021? Apologies, Mr. Berger. We do not have the exact figures as of to date. So once again, I would like to emphasize that step-by-step, we're going to switch over the entire fleet, all of our cars, to hybrid vehicles or e-electronic vehicles. So the majority, really, of our company vehicles cars is hybrid or at least we have electronic cars, electronic vehicles available at Wienerberger in all of our countries. On to Mr. Berger's next question, how many employees retired in 2021? What was the average age and how many retired out of health reasons? I can say that as regards the group, we do not have centralized figures as regards to the annual retirement of all of our workforce. What we can tell you is that in Austria, we have a database, we had 17 people retiring in 2021. And out of the 17 retirements, none of the employees retired out of health reasons. That is what we can tell you. A follow-up question by Mr. Berger. What was the average capacity utilization of American plants in 2021? That was a kind of transition because we acquired Meridian in 2021. So these are really interim figures, if you will. However, I can assure you that we are moving towards full capacity utilization in all of the U.S. plants. So in 2021, we were somewhere in the range of the upper 80% utilization. We are now approaching -- or rather we approached 90%. And now we are way above 90% utilization rate. Another question by Mr. Berger regarding logistics expenses for 2020, 2021. To what extent has global trade been restricted? And what about freight expenses? Let me answer the first part of the question. It goes without saying that freight expenses have gone up, that has not just to do really with the increase in business, but also, of course, with a rise in fuel prices and electricity prices, we had a plus of EUR 250 million in 2021 in comparison with the previous year, 2020, that is. Now of course, we have repeatedly emphasized that our business is local, which means that due to restrictions in local trade, Wienerberger is not too much affected. However, we are affected by restrictions as regards, let us say, the invasion of Russia in Ukraine and the war that is going on there. Now supplies from Russia to Europe that have been stopped or impacted have been closely monitored by us. Next question by Mr. Berger regards the brand in Europe. In the roof tile business, Wienerberger still does not have a plant in the U.S. How about that? Well, basically, Mr. Berger, this is a niche market in the U.S. only. It's basically just relevant in the south of California and in some of the southern states, but not really in the Pan-American business. This is still characterized by Bitumen and this is why Wienerberger's entry into that market will not make any sense. However, with the experience from Europe, solar roof panels, et cetera, water strategy, et cetera, that we are implementing in Ireland and Great Britain will be closely monitored. And also after the acquisition that we have recently -- that we recently made, this is a strategy that we will closely follow. Another question. After the Meridian acquisition, what are your plans regarding Canada? Is Canada going to see the same development as the U.S.? Well, Mr. Berger, the answer to your question is as follows. In Canada, there are certainly very important markets. The most important market is Ontario, which is the market surrounding Toronto, and this is a market that we're going to focus on. And due to the acquisition of Meridian with 2 plants and our existing business, we play a leading role close -- both in single-family homes, but also multi-story buildings, but especially in the commercial business that we want to expand on. First of all, we want to consolidate and we want to merge the business. And then step by step, we're going to closely dedicate ourselves to the development in Canada. That's an integral part of our business in the U.S. Another question also asked by Mr. Berger regards PR and advertisement, regarding the Wienerberger brand, 2020 and '21, what were your investments? Total marketing costs for the brand is roughly between EUR 60 million and EUR 70 million. However, we should take into account these are not just brand-related costs but also HR costs, for example, have been included in these figures. And indirectly, honestly, when it comes -- due to the evaluation recognition of the brand, they have to be taken into account. Next question, I would like to answer that right away. How many plants were closed in the previous 3 years? And where were these plants located? In 2021, 4 plants were shut down. They have been mentioned early on today. Pipelife Russia, for example, Pipelife Greece, and also another 2 plants, one in North America and another one in Europe were closed. In 2020, it was 8 plants across the board in Europe. And in 2019, it was one plant in Germany that was shut down. Now next question also by Mr. Berger. For the U.S. employees, any pension provisions? And what are the costs really of setting up a pension fund for the employees on a yearly basis? I'm familiar with this topic from German companies operating in the U.S. The answer to that is yes, we have set up such pension provisions. The total expenses for U.S., both for white and blue collar workers, were roughly EUR 1.3 million. Next question, once again by Mr. Berger. What -- was goodwill depreciation taken into account? The answer to that is as of the end of the half year last year, goodwill depreciation was made. The cash-generating units were broken down. And in 2021, it was the CGU Pipes, Pipelife East, and their goodwill in the amount of EUR 10 million has been allocated. And this goodwill in 2021 at the half year, it was fully depreciated. I would like to answer the next question by Mr. Berger. When did you start -- or when did you stop production at Semmelrock in Austria? As of the effect of May 2018, the business of Semmelrock in Austria was sold to the German Roberge Group, and this is why business is no longer carried out in this line of business in Austria. What was the amount of that debt? Now honestly, we carried out a provision for individual risks and the share of these claims is insignificant. I am not able to give you the specific amount now, but we use really factoring. And it's certainly less than EUR 10,000 or so. So it's really insignificant. Next question, what about fleet expenses in 2020, 2021 and also the P&C insurance expenses. Now I would like to say that vehicles are insured or rather we lease them in all of the countries, and those lease agreements take into account maintenance costs, et cetera. However, we do not have any detailed figures, but this lease costs also take into account insurance expenses. The next question goes to the presentation of the results of 2021. Now the results 2021 is first-class question. Why did you not use more of this presentation in today's AGM? Thank you very much, Mr. Berger for those kind words. However, it would certainly exceed the scope of such a meeting if we were to present all results available and make available all those results. And -- but we try to be as transparent as possible by all the channels available to us, and we want to make sure that you are going to have access to all of this information. So please bear with us because we really need to focus on the most relevant aspects and especially on the strategy. The next question, once again, as by Mr. Berger, what were the expenses of security software solutions? What hacking prevention actions have been undertaking? What are the 5 major banks? And what is the average rate of interest? So a lot of questions. Cybersecurity, I would like to answer that first. We spent a ton of money actually on cybersecurity to avoid any hacker attacks. In 2021, we spent EUR 2.8 million for that alone. And there are a couple of milestones related with that. We are supported by an external partner in that regard, and this partner supports us in order to be able to constantly monitor our network. There are many alerts that we see time and again. Many potential hacker attacks. But in 2021, quite successfully, those were fended off. And this means that no cyber attacks, no threats of that manner on our network were observed. What are the 5 major banks? Well, basically, there are not 5 major banks, but rather a consortium of 10 core banks among them leading Austrian banks such as UniCredit, Raiffeisen, Erste Bank, but also BNP Paribas, Commerzbank, Danske Bank, SEB in Sweden, KBC in Belgium, ING and BECM. And last but not least, those are our trusted partners. As regards the interest rate, we're not going to name them specifically, but it is very attractive. And we have fixed interest rates agreed for the most part of our instruments, and most of debt funded is covered by our bonds. Therefore, we may draw the conclusions on the basis of the interest rate that we named for the previous year. All right. And thank you very much. Another question by Mr. [ Boehm ] voting card #434. I'm going to read out Mr. [ Boehm's ] question. As a shareholder, I have been invited as a shareholder to the AGM that is held as a virtual meeting, actually registered for that. And also, Florian Beckermann has been appointed as my special proxy. Could you please read out the following text also including Mr. [ Stockhandl's ] statements. [Foreign language] Let me briefly check. Whether this is up on the screen, alright. And in the presentation in the annual financial report as regards energy purchases in Bulgaria, Serbia, et cetera, was listed in connection with the termination of gas supplies from Russia. Could you please explain the problems, any specific impacts due to Russia's war in Ukraine? So of course, Bulgaria and Serbia are countries that are mentioned in the footnote in the report, how come? Because in those countries, there was no opportunity to hedge those energy prices, they are controlled by the national government in those 2 countries, and we make purchases at the prices set by the government. That is the background. Now the footnote has nothing to do with the fact or should not be seen in connection with the termination of gas supplies by Russia. It only has to do with the fact that it does not fall within our, let us say, scope of hedging as the remaining European countries. [ Mr. Boehm ], I would like to ask you that the following questions that you have presented that also refer to the document that Mr. [ Stockhandl] sent to Mr. Steiler. And I'm going -- or I have been asked to read this document out, and I very much hope that this concludes all of the questions. So could somebody please -- I'm going to read out the text. Well, Steiler Investment GmbH voting card #458 represented by Mr. Steiler. Could you please read out the question quite politely, quite elegantly for that matter. So dear shareholders, ladies and gentlemen, many of you are familiar with me, [ Franz Stockhandl ]. Many of you appreciate his very ironic speeches held, and some of you may appreciate his intelligent questions. In brief, his attendance brings life to every AGM. Mr. [ Stockhandl ] is almost 80 years and has a hard time seeing properly. He has not managed to register to the virtual AGM. This virtual meeting is a disaster. Today, at roughly 10:30, Mr. [ Stockhandl ] sent his questions by e-mail. So therefore, allow me to read out Mr. [ Stockhandl ] question presented by Steiler Investment GmbH. Once again, in this connection, I would like to point out that this was also requested by Mr. [ Boehm ]. Regarding the AGM of Wienerberger, the fact that Mr. Scheuch advocates an in-person meeting is very much appreciated by me. This has to do with the opportunity really to directly get in touch with the Board. And in addition, we are going to have a better personal relationships with all the available shareholders there. And prior to the AGM, it will be possible for us to also interact with all those present. At the virtual AGM, there was no, let us say, order of seating. And this is a problem for me as well. When following really the AGM via my computer, I completely turn up the speed. When my mouth, for example, is shifted a bit, immediately, the volume will change, which is really quite negatively. Something like that happen. Like a word, for example, automatically proposes a question, and then no longer I find myself in a position to leave this word segment. I have to switch off my computer and reboot it again. So everything is delayed and also the request to take the floor. You received my questions as an attachment. Once again, I'm including that. I want to take the floor, and I want to ask questions. My Zoom text software shows me one page on a monitor and -- the monitor I have. In order to be able to properly read through a report, I should be able to zoom in, and that makes it impossible for me to use the search function. So what I would like to know, a long time ago, Mr. Schaschl integrated Treibacher into Wienerberger. This is why I got rid of my Treibacher share. When he noticed that Treibacher was not a good fit with Wienerberger, he sold DCW to 2 families. Subsequently, I sold the relevant shares. I joined the Wienerberger train when the price went down from [55 to 35]. It was too early, Mr. Reithofer, who was really an excellent manager, was quite active. However, the M&A acquisitions were made at a negative price. He stepped down for health reasons. At an earlier AGM, I asked a similar question. Mr. [indiscernible] , the president, however, did not allow the question. And I was quite upset with myself, honestly, because the annual report precisely said that the CEO was responsible exactly for the group of questions I asked. However, I did not follow up, and I thought I would be able to ask the question in the next year, which was unfortunately in the meantime, the manager had passed away. So I will be waiting in a short while. When answering my question, could you please name my voting card number. This will make life easier for me. Question #1, this goes to Mr. Scheuch. It is my feeling that Mr. [indiscernible], relied on the support of his peers. He said the bonus will allow for a full level of bonuses to be reached. Now for example, my suggestion is that the bonus followed the target maintaining the business of Wienerberger. Question #2. What were the problems Wienerberger had at that time that business really -- business performance went down? How did you really thought that you would be able to do better in the future? Next question. Has there always been a dividend that allows shareholders to remain on board? Question #4. Now you promoted a moderate increase. How come in order to be able to stay on in your position or to have more time really to steer Wienerberger in a direction that was more in line with your vision? Question #5, also directly to you, and that is a follow-up question. Do you think that you have actually managed to go the entire path? So those questions go to you as captain really, of the ship. But now really, we are in the reality marked by a war and by the pandemic. Question #6 is the first one where you're most likely going to use your back office. I'm going to ask you about the book value and the relevant ratio, and the amounts are prior to the [ call ups ]. And second, when you -- the share price hit rock bottom or the most recent balance sheet pre corona level and the current balance sheet day. Thank you very much for the opportunity to take the floor. Unfortunately, in the virtual AGM, I do not have any right to personally read out this. So thank you very much for reading this. And as miners say, [Foreign Language]. First of all, thank you very much for your questions. I hope you can hear me well and hear the answers. I thank you for your comments and for your questions. Those are questions that do not concern the 2021 business year. However, as we are all interested in good communication and we all respect one another, I will try and answer the questions as far as I can. As regards the late Chairman, Mr. [indiscernible], I can tell you from my own experience that he was always acting in the interest of Wienerberger and its business. He ended the era of my predecessor and appointed a new managing Board because at that point in time, our business model, our growth and our indebtedness were rather precarious. So it was necessary to do something quickly and with determination. Mr. [ Stockhandl ] , you know we closed more than 70 sites. We restructured the company completely. We were going through difficult times. You asked if I had been able to imagine the dimension of the crisis at that time. Now I can tell you that the crisis we were in, in 2009, '10 and '11 was a serious one. We had to restructure the company completely, not only in its production, but also in its product range, its solution competencies and its way of acting in the individual market. It was a profound restructuring process, which took longer than I had originally thought. But it was a successful restructuring. I never had any personal advantages in mind. I was thinking about Wienerberger and nothing else. And for this, I hope I can claim your respect. It was a difficult path, but it was a successful one. Today, we are in a strong position, and this is due to the efforts and the passion many of us put into the company during the past 10 years. We were able to implement a great deal. We had a vision, and we followed our vision. You will remember that I said many times that the company has a potential of EUR 500 million EBITDA, which we want to realize regardless of what is happening in the market, and this is what we did. We paid out dividends, except for a brief period when things were really difficult. That was not because of institutional investors, but investors as a whole. The total shareholder return, as I said, today, share price development and dividends over the past 10 years have increased enormously. So we're really top in that respect compared to others. So we were all working on Wienerberger's future. I thank you for having put critical questions for so many years, and I do hope that I can welcome you personally at the Shareholder Day, which I announced at the beginning or perhaps at the next normal AGM. You're also asking how much of the way we have already covered. Well, our life bids -- our private life or our professional life is a long way. We have to address challenges that come unexpectedly. Who would have foreseen COVID? Who would have foreseen the crisis in Ukraine? This is what we have to address. And we can only cope with these challenges if we have a strong company with a clear strategy, a strategy that invests in the future that engages in research and development that comes up with innovations and that assumes responsibility in the field of sustainability. Those are essential factors, innovation and sustainability. Your question regarding the book values. I think I hand over to Gerhard Hanke for an answer to this question.
Gerhard Hanke
executiveThe book values you were asking for our capital. Well, I would have to check that, and we will provide you with the information. We will ask Mr. [ Stockhandl ] what exactly he means. There's not been a price drop, not a drastic price drop. We don't have the figures for 2009 and 2010, but we will be providing both all the information you requested, Mr. [ Stockhandl ]. So thank you very much. I hope I've been able to present this statement in the interest of all. There is a follow-up question from Mr. Berger about loss carryforwards. How much of that is accounted for by Austria and how much by other countries? Well, most of it by Austria. But there is also Italy, Belgium and France. And then we have a question from Mr. [ Schwerig ]. Would Wienerberger welcome Wiener Börse to launch an IPO?
Heimo Scheuch
executiveWell, for me, it's important to see a satisfactory development of the Vienna Stock Exchange. The decision about its future is in the hands of its owners. I can only say that I hope that Wiener Börse will see a further strategic development. An IPO is conceivable. And all I can tell you is that the Vienna Stock Exchange is developing very well. Another question from Mr. [indiscernible]. Is STRABAG AG planning to acquire a participation in Wienerberger? No, not at all. There are no such plans, and this is not a strategic target of ours. Next question from Mr. [indiscernible]. What about your cooperation with Investor Klaus Umek? We appreciate the activity of [indiscernible] adviser as an institutional investor, a constructive exchange is at the focus of our attention. We appreciate Mr. Umek if he -- when he contributes to the debate. Another question. Are you planning cooperations with leading Austrian banks such as bank99, ELSA Group or RBI, Raiffeisen Bank International? Are you thinking about how to make it possible for young people to build their own homes regardless of the rising material costs? Well, I think we have to -- there is no doubt about the fact that -- we do experience a certain cost inflation, which, to a certain extent, we have to pass on to our customers. But if you relate that to the life cycle, to the improvements we achieved in the field of ESG, our products compared to others are still relatively favorably priced, considering a life cycle of 100 years. Of course, affordability is at the focus of our attention. We want to offer solutions that are fast and easy to install because construction costs play an important role. Cooperation with banks and other financial institutions beyond Austria, this is not part of the business model of Wienerberger. We don't intend to operate in the field of finance. This is to be left to the market. But we do have -- operate in a very strong market for single-family homes and multifamily homes. So I think we've answered these questions. So I move on to the next question. Again, from [indiscernible] on the Austrian capital market. CEO Scheuch can't really be satisfied with the listing of a startup 300, and private investors suffered severe losses. Doesn't that damage the reputation of and the confidence in the Vienna Stock Exchange? Well, the Vienna stock market is subject to certain regulations. We have to monitor that. But I think we are on the right track. Of course, there are developments that are not to be welcomed, but this is the case also in other financial markets. But in the long term, we are moving in the right direction. Another question about precision ground bricks bonded with DRYFIX; what's the percentage of those bricks? What are the savings achieved through the use of the DRYFIX bonding system? Well, precision ground bricks for which a DRYFIX is used account for 55% of total revenues in the Wall segment. The CO2 footprint of the use of DRYFIX is much smaller than when mortar or thin bed mortar is used. There's a follow-up question concerning expenses on motor vehicle insurance. An answer to be given to Mr. Berger. The premium, insurance premium for the motor -- for the vehicle fleet was EUR 480,000. This includes third-party liability, motor roll in and property insurance. Another question from Mr. Berger concerns loss carryforwards. Well, the question has been answered already. I think we have answered all questions. Is that so, Mr. Chairman?
Unknown Executive
executiveWell, we have not received any further questions. I therefore close the general debate and point out that as of now, as announced, no more questions can be answered. Having dealt with all the questions, I use the occasion to thank the managing board and all employees of the Wienerberger Group for their extremely successful work in the year under review. Once again, I now give the floor to the 4 special proxies and ask them to read out any motions they may have received until the end of the second round of questions or to confirm that they have not received any motions. Mr. Beckermann.
Florian Beckermann
shareholderMr. Chairman, thank you very much. I haven't received any motions. Nevertheless, I'd like to make a brief comment in my own interest as a special proxy of Steiler Invest, I am directly concerned by the delegations of Mr. [ Stockhandl's ] questions. This example shows problems that can arise for -- in this format for people who are not well versed in dealing with electronic systems. And thank you, Mr. Scheuch, for having responded so proactively. And this also underlines the importance of the initial statement made by Mr. Scheuch. There is another problem we as special proxies are confronted with again and again. People with impaired facilities find it difficult to register for the AGM. So this again is a point that underlines how important it would be to return to the normal format. Mr. Oberhammer?
Ewald Oberhammer
shareholderThank you, Mr. Chairman. I have not received any motions. Mr. Fussenegger?
Paul Fussenegger
shareholderMr. Chairman, I have not received any motions, either.
Heimo Scheuch
executiveAnd Mr. Weigand?
Arno Weigand
shareholderMr. Chairman, I have not received any motions.
Unknown Executive
executiveSo we can move on to the vote on the proposed resolutions under agenda items 2 to 9. It is now 1 o'clock sharp. As announced at the beginning, it is no longer possible as of now to give instructions to the special proxies or to raise objections. I've already read out the proposed resolutions. They can also be viewed on the website of the company. I now ask the notary, Mr. Kirchl, to certify the resolutions adopted at today's AGM. Before we proceed to the vote, I would like to point out that those shareholders that are concerned by the resolutions, as well as their special proxies, have no right to vote. I would now like to suspend the AGM for a couple of minutes because we have to perform another capital calculation, which is going to take a couple of minutes, but we need that for the vote. So let's plan for 10-minute break. So at 13:11, we will resume the AGM. [Break]
Unknown Executive
executiveThank you very much, ladies and gentlemen, for your patience. We had a technical glitch. However, we have managed to solve our problems. So once again, apologies. Let me once again start by pointing out that every shareholder and all special proxies affected by a proposed resolution do not have a right to vote. Once again, voting again will be carried out using the subtraction method. In this procedure, the no votes and the abstensions are counted and then subtracted from the total number of votes represented in these results in the yes votes. For this purpose, attendance is kept on record at all times. In my capacity as Chairman, I reserve the right to modify the procedure as necessary. The 4 special proxies at the beginning of today's AGM received voting cards bearing the number under which they are registered in the list of attendees. By entering those numbers in the computer administration system, the number of shares held by the relevant shareholder will be included in the calculations in accordance with the votes cast. I now ask the special proxies who vote no or abstain from voting to raise their voting card until it has been read out aloud by our staff. Let us now come to the vote on agenda item 2, which is the resolution of the net profits shown in the 2021 annual financial statements. Who votes against this? Instruction card Oberhammer. No further no votes. Any abstentions? Instruction card Oberhammer, no further abstentions. I'm now closing the voting process and announce the result of the vote. Yes votes, 71,194,354, corresponding to 99.99999%. No votes, 13, corresponding to 0.000018%. A total of 90 -- excuse me, 71,194,367 valid votes were cast, corresponding to 61.8% of the share capital. I would like to state that this proposed resolution was adopted with the required majority and that the AGM has therefore approved the proposed appropriation of the net profits. Item #3 on the agenda, discharge of the Managing Board members for the financial year 2021, whereby it is proposed that the actions of the members of the Managing Board holding office in the fiscal year 2021 be ratified on block. I would like to point out once again that those shareholders or the representatives who are affected by the resolution are not entitled to vote. Any no votes, instruction card Beckermann, instruction card, Oberhammer, no further no votes. Any abstentions? Instruction card Beckermann and Oberhammer. No further abstentions. Now closing the vote. And I would like to announce the vote as follows. Yes votes, 70,410,037, 99.43%. No votes, 408,150, corresponding to 0.5763%. A total of 70,818,187 valid votes were cast, corresponding to 61.48% of the share capital. I would like to state that this proposed resolution was adopted with the required majority. And hence, the Annual General Meeting is therefore resolved to discharge the Managing Board members for the financial year 2021. Let us now move on to the vote on item #4, discharge of the Supervisory Board members for the financial year 2021. Once again, it has been requested that the actions of the members of the Supervisory Board holding office in the financial year 2021 be ratified on block for this period. Once again, those shareholders or their representatives who are affected by the resolution shall not be entitled to vote. Any no votes? Instruction card Beckermann, instruction card Oberhammer, no further no votes. Any abstentions? Instruction card Oberhammer, no further abstentions. I'm closing the vote on this agenda item and I announce the result as follows. Yes votes, 70,491,417, corresponding to 99.23%. No votes, 548,718, corresponding to 0.77%. A total of 71,040,135 valid votes were cast, corresponding to 61.67% of the share capital. I note that this proposed resolution was adopted with the required majority and that the AGM has therefore resolved to discharge the Supervisory Board members on block for the financial year 2021. On to agenda item 5, election of the auditors of the annual financial statements and consolidated financial statements for the financial year '22. Who's against this resolution? Instruction card Beckermann and instruction card Oberhammer, no further no votes. Any abstentions? Instruction card Oberhammer. No further abstentions. I'm closing the vote and announce the results. Yes votes, 70,620,172, corresponding to 99.19%. No votes, 574,140, corresponding to 0.8%. A total of 71,194,312 valid votes were cast, corresponding to 61.81% of the share capital. I find that this proposed resolution was adopted with the required majority and that the AGM has, therefore, elected Deloitte Audit Wirtschaftsprüfungs GmbH audit and group auditor for the financial year 2022. Let us move on to the vote on agenda item 6, elections to the Supervisory Board. Resolution proposal 1, increase in the number of shareholder representatives from 7 to 9 members. Any no votes, instruction card Beckermann, instruction card Oberhammer, no further no votes. Any abstentions? Instruction card Beckermann, instruction card Oberhammer. No further abstentions. I'm closing the vote and announce the results as follows. Yes votes, 71,084,860, corresponding to 99.95%. No votes, 37,778, corresponding to 0.05%. A total of 71,122,638 votes were cast, corresponding to 61.74% of the share capital. I find that this proposed resolution was adopted with the required majority and that the AGM has thus resolved to increase the number of the members of the Supervisory Board elected by the AGM by 2 to a total of 9 members. Resolution proposals 2. I'm now going to ask you to vote on the motion to reelect me, Mr. Peter Steiner, to the Supervisory Board for a maximum term stipulated in the Articles of Association. No votes, instruction card Beckermann, instruction card Oberhammer. No further no votes. Any abstentions? Instruction card Beckermann, instruction card Oberhammer. No further abstentions. I'm closing the vote and announce the result. Yes votes, 58,952,150, corresponding to 82.9%. No votes, 12,156,043, corresponding to 17.1%. A total of 71,108,158 valid votes were cast, corresponding to 61.73% of the share capital. I hereby establish that the motion was adopted with the required majority and that I, Mr. Peter Steiner, was elected to the Supervisory Board of Wienerberger AG for the maximum term stipulated in the Articles of Association. This is until the end of the AGM, which resolves on the discharge for the 2025 financial year. Thank you very much to all of the shareholders for the trust placed in me. I would now like to ask you to vote on the motion to elect Mr. Mark Greenberg to the Supervisory Board for the maximum terms stipulated in the Articles of Association. No vote, instruction card Oberhammer and Beckermann. No further no votes. Any abstentions? Instruction card Beckermann, instruction card Oberhammer. No further abstentions. I'm closing the vote and announce the result. Yes votes, 70,178,117, corresponding to 98.73%. No votes, 900,825, corresponding to 1.27%. A total of 71,078,942 valid votes were cast, corresponding to 61.71% of the share capital. I say that the motion was adopted with the required majority and that Mr. Mark Greenberg was elected to the Supervisory Board of Wienerberger AG for the maximum term stipulated in the Articles of Association. This is until the end of the AGM, which resolves on the discharge for the financial year 2025. Congratulations to you, sir, on your election. I would now like to ask you to vote on the motion to elect Dr. Thomas Birtel to the Supervisory Board for the maximum term stipulated in the Articles of Association. No votes, instruction card Beckermann, instruction card Oberhammer. No further no votes. Any abstentions? Instruction card Beckermann, instruction card Oberhammer? No further abstentions. I'm closing the vote and announce the results. Yes votes, 69,995,458, corresponding 98.73%. No votes, 900,825, corresponding to 1.3%. A total of 70,896,283 valid votes were cast, corresponding to 61.55% of the share capital. I state that the motion has been adopted with the required majority, and that Dr. Thomas Birtel has been elected through Supervisory Board of Wienerberger until the end of that AGM, which resolves under discharge for the financial year 2025. Congratulations to you, sir. Let us now move on to the vote on agenda item 7, resolution on the 2021 remuneration report. Any no votes? Instruction card Beckermann, instruction card Oberhammer. No further no votes. Any abstentions? Instruction card Beckermann, instruction card Oberhammer. No further abstentions. I'm closing the vote and announce the results. Yes votes, 50,000,853, corresponding to 81.5%. No votes, 11,353,175, corresponding to 18.5%. A total of 61,354,028 valid votes were cast, corresponding to 53.26% of the share capital. I find that the motion was adopted by the required majority and the remuneration report regarding the remuneration of the Managing Board and the Supervisory Board for the financial year 2021 was adopted. Let us now move on to the vote on agenda item 8, which is the authorization to repurchase treasury shares involving a reverse exclusion of subscription rates. Who is against this? Beckermann -- instruction card Beckermann, as well as instruction card Oberhammer, no further no votes. Any abstentions? Instruction card Beckermann, instruction card Oberhammer, no further abstentions. I'm closing the vote and announce the result. Yes votes, 65,327,239, corresponding to 91.98%. No votes, 5,692,366, corresponding to 8.02%, a total of 71,019,605 valid votes were cast, corresponding to 61.66% of the share capital. I state that the motion was adopted with the required majority and that the Managing Board was authorized to repurchase treasury shares. Now let us move on to the vote on agenda item 9, which is the resolution on the sale of treasury shares, excluding subscription rights. Any no votes, instruction card Beckermann, instruction card Oberhammer. No further no votes. Any abstentions? Instruction card Beckermann and instruction card Oberhammer, no further abstentions. I'm closing the vote and announce the results. Yes votes, 65,650,705, corresponding to 92.44%. No votes, 5,368,900, corresponding to 7.56%, a total of 71,019,605 valid votes were cast, corresponding to 61.66% of the share capital. I state that the motion was adopted by the required majority and that the AGM resolved to authorize the sale of treasury shares. Now ladies and gentlemen, this concludes the agenda of today's 153rd Annual General Meeting. I would like to thank the shareholders who have followed the Annual General Meeting on the internet and all those who have participated in the preparation and implementation of the virtual AGM. And I'm now going to close the AGM. Be safe.
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