2017 RESULTS AND 2018 OUTLOOK
2017 RESULTS AND ORGANIC GROWTH In €bn 65.0 Revenues 9.3 EBITDA Net recurring income, 2.6 Group share (1) 1.4 Net income, Group share (1) NRIgs excluding IFRS 5 accounting treatment for E&P (E&P classified as “discontinued operations”) i.e. NRIgs excluding the D&A upside (€0.1bn) but including E&P underlying contribution (€0.2bn) 22 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
2017 EBITDA (1) 2016 In €bn 2.3 1.9 Customer solutions 3.8 3.8 Infrastructures Renewable and 3.1 3.0 Thermal Power Generation Contracted 0.3 0.3 Power generation 0.8 0.6 Merchant (2) (1) Unaudited figures, excluding unallocated corporate costs and non-core activities sold (2) 2016 restated of nuclear tax 23 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
2.2x Net Debt (1) / Ebitda A- / A2 Credit rating €0.70 / share Dividend (1) Net debt pro forma from E&P interco debt 24 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
FINANCIAL STRUCTURE In €bn Financial net debt Cost of gross debt 27.7 24.8 2.99% 22.5 2.78% 2.63% Dec 15 Dec 16 Dec 17 25 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
NET RECURRING INCOME GROUP SHARE In €bn 2.66 2.45-2.65 (3) 0.10 2.36 (2) D&A uplift (1) Net debt / Ebitda ≤ 2.5x +8% “A” category rating 2017 reported 2017 2018 estimated Whithout E&P & LNG (1) Coming from IFRS 5 treatment of E&P (2) Without E&P and LNG contributions and without IFRS 9 and IFRS 15 treatments (3) Main assumptions: no E&P and LNG contributions, average weather in France, full pass through of supply costs in French regulated gas tariffs, no significant accounting treatment changes except for IFRS 9 and IFRS 15, no major regulatory and macro-economic changes, market commodity prices as of 12/31/2017, average forex for 2018: €/$: 1.22; €/BRL: 3.89, no significant impacts from disposals not already announced. 26 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
DIVIDEND PER SHARE In € per share Updated 2018 DPS 0.75 +7% 0.70 For fiscal year 2017 2018 27 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
GOVERNANCE
BOARD ACTIVITIES IN 2017 Chairman Chief Executive Officer Independant Directors representing 8 4 directors Employees and employees-shareholders 14 meetings Directors nominated 4 by French state 90% Participation rate Director representing 1 French state 1 9 d i r e c t o r s 53% independant directors (1) 21% foreign directors 56% women (2) (1) Pursuant to the Afep-Medef Code, the number of Directors representing employees and employee shareholders is not counted when determining the percentage of independent Directors. (2) In assessing the ratio of women to men on Boards of Directors, the law stipulates that Directors who are employee representatives – who are not elected by the General Shareholders’ Meeting – are not taken into account. 29 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
Strategy, Ethic, Environment Audit Nominations, Investments and sustainable Compensations and Technology Development and Governance Edmond Ann-Kristin Marie-José Françoise Alphandéry Achleitner Nadeau Malrieu Meetings 15 4 10 6 Participation rate 89% 85% 94% 97% Aldo Cardoso Mari-Noëlle Jégo-Laveissière Edmond Alphandéry Alain Beullier Patrice Durand Barbara Kux Aldo Cardoso Fabrice Brégier Catherine Guillouard Françoise Malrieu Françoise Malrieu Lucie Muniesa Philippe Lepage Olivier Marquer Lucie Muniesa Lord Ricketts of Shortlands Lucie Muniesa Christophe Aubert Marie-José Nadeau 30 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
S T R U C T U R A L T R E N D S E N E R G Y M A R K E T S T R E N D S E N G I E B U S I N E S S M O D E L Risks related to the Strategic risks Operational risks related external environment of sector transformation to the business Transformation of the Industrial safety/ electricity market Nuclear safety Country risks Digitalization & Cybersecurity Projects Regulatory risks Evolution of the Human Ressources natural gas market and transformation issues 31 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
S H O R T - T E R M M E D I U M / L O N G - T E R M Qualitative criteria Net recurring Income • Leading the Transformation plan 1/3 Group share (NRIgs) 40% 30% • Risk prepardness and management • Managing difficult cases • Communications Return on capital employed • CSR 1/3 (ROCE) Quantitative criteria 60% • NRIgs per share Total Shareholder Return • Free Cash Flow 1/3 (TSR) • ROCE • Net debt FIX VARIABLE PERFORMANCE UNITS (final acquisition 3 years after award, under performance conditions) No attendance No hiring or termination No multi year variable fee compensation compensation 32 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
Since April, 2015 • Chairman of the Board of Directors of Safran Since February, 2013 • Director of Eutelsat Ross From May 2011 to April 2015 • Executive Vice President, Economic and Financial Affairs of Safran McInnes From July 2009 to April 2011 • Member of the Executive Board of Safran Born March 8, 1954 From 2006 to June 2007 • Supervisory Board of Générale de Santé and Chairman of its Management Board French-Australian nationality From 2005 to 2006 Chairman of • Executive Vice President for Finance and Strategy - PPR (became Kering) the Board of Safran From 2000 to 2005 • Executive Vice President and Chief Financial Officer - Thomson-CSF (became Thales) Co-chairman of the “Action Publique 2022” From 1991 to 1999 • Chief Financial Officer - Eridania - Beghin-Say committee From 1980 to 1989 • Number of corporate finance positions - Continental Bank (became Bank of America) 33 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
Since May 2012 • Chairman of Solvay’s Executive Committee Jean-Pierre Clamadieu From September 2011 to April 2012 • Vice-Chairman of Solvay’s Executive Committee Born August 15, 1958 From 2008 to September 2011 French nationality • Chairman and Chief Executive Officer of Rhodia Chairman of the Executive From 2003 to 2008 Committee of Solvay • Chief Executive Officer of Rhodia From 1993 to 2003 • Rhône-Poulenc Group: number of Senior management positions 34 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
Chairman Chief executive Officer Independant Directors representing employees 8 4 directors and employees-shareholders Directors nominated 3 by French State Director representing 1 1 Non independant director French State 1 9 d i r e c t o r s 60% independant directors (1) 21% foreign directors 50% women (2) (1) Pursuant to the Afep-Medef Code, the number of Directors representing employees and employee shareholders is not counted when determining the percentage of independent Directors (2) In assessing the ratio of women to men on Boards of Directors, the law stipulates that Directors who are employee representatives – who are not elected by the General Shareholders’ Meeting – are not taken into account. 35 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
PRESENTATION OF THE RESOLUTIONS
Resolutions submitted to the ORDINARY Shareholders’ Meeting Approval of the Company financial and consolidated financial statements for fiscal year 2017, allocation of net income and declaration of dividend for 2017, regulated commitments and agreements, authorization of the Board of Directors to trade in the Company’s shares (Resolutions 1 to 7) Appointment of two directors, M. Jean-Pierre Clamadieu and M. Ross McInnes (Resolutions 8 and 9) Consultation on the components of compensation due or awarded for 2017 to Isabelle Kocher, Chief Executive Officer (Resolution 10) Approval of the principles and criteria for the determination, distribution and allocation of the fixed, variable, and exceptional components of the total compensation and benefits of any kind attributable to the executive corporate officers (Resolutions 11 and 12) 37 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
Resolutions submitted to the EXTRAORDINARY Shareholders’ Meeting Delegation of authority to the Board of Directors to issue common shares and/or share equivalent only outside public tender offer periods for the Company’s shares (Resolutions 13 to 17) Delegation of authority to the Board of Directors to issue common shares and/or share equivalent only during public tender offer periods for the Company’s shares (Resolutions 18 to 22) Limitation of the overall ceiling for immediate or future capital increase delagations (Resolution 23) Delegation of authority to the Board of Directors to resolve to increase the share capital by capitalizing premiums, reserves, profits or other amounts (Resolution 24) Authorization of the Board of Directors to reduce the share capital by cancelling treasury shares (Resolution 25) 38 ENGIE – SHAREHOLDERS’ MEETING 18/05/2018
Recommend
More recommend
