Umicore SA (EBR:UMI)
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Apr 28, 2026, 5:35 PM CET
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AGM 2025

Apr 24, 2025

Speaker 4

2025. Also, on 24 March 2025, the convening notices were sent to the holders of registered shares, as well as to the members of the supervisory board and the statutory auditor. On the same day, the convening notices were published through a press release and on the website of Umicore, together with, inter alia, the postal voting and proxy forms, as well as the annual accounts and the reports mentioned in the agenda. [Foreign language]

Thomas Leysen
Chairman of the Supervisory Board, Umicore

[Foreign language]

[Foreign language]

We have shown that we are a strong business. We do have a division that is not performing up to par and that is not performing up to expectations, the expectations that we had, I would say. This, of course, was not said out loud. We do have a foundation business that shows its resilience and shows its robustness and generates cash flow. This is for the introduction. I will, of course, be pleased to answer all the questions that you might have, but I would like to first give the floor to our CEO, who's going to present the 2024 results and the perspective that we have communicated during the markets a few weeks ago.

Welcome.

Bart Sap
CEO, Umicore

Thank you, Thomas, and also welcome on my behalf here in Brussels at the general meeting. As Thomas already told us, 2024 was a difficult year with two faces, actually, with the strength of our core activities and, on the other hand, the reality in the world with the battery materials market, which we have to restore, actually. 2024 was a special year for me, myself, because I had not expected to be present here today. I'm very glad to be here, of course. I think it is a true honor that it is possible to work for such a beautiful Belgian company, to guide the management and to develop new pathways for the company in these difficult times. Maybe a short introduction on my side.

I started working for Umicore in October 2004, so over 20 years now, first of all in the financial departments, and then I worked in the commodity supplies, cobalt, nickel, lithium, and so on. I spent a long time also in other parts of the world, in Asia, and then I started leading Cobalt & Specialty Materials. In 2021, I was asked to lead the business group Catalysts, and I became a member of the board. Since the month of May of last year, I am the CEO of this company, so I'm very glad to be able to lead this beautiful company. As Thomas already told you, 2024 was a sobering year, so to say, because the battery material market is not what we expected it to be. It did not grow as expected, but our core activities are still very strong, and they become stronger every year.

We will come back on that. 2024 was also a year in which we had to take dramatic measures. We tried to develop a solid capital structure. We tried to improve the efficiency and to control the costs. This led to a restructuring, which is never a very pleasant activity, but it was absolutely necessary for the company. There is also a strong devotion that we want to remain strong and to reduce our debts or to keep them at the same level. It is my conviction that it should be possible to put the company on a solid basis for the future. We are actually working on the different elements and components of the company in order to prepare the future. Now, let's have a look at the key figures for 2024.

With regard to revenue, you always have to take into account, this is our revenue without the capital invested. It is EUR 3.5 billion for 2024, with an EBITDA of EUR 763 million, strong cash flow, and also our CapEx of EUR 555 million is important. We strongly reduced it in 2024, and we will even do more in 2025. The margin, EBITDA margin, is 22.0%, which is a nice margin for such a company. Our return on capital is 12.3%, but we have EUR 1.6 billion that we took out of the records. If this would have remained, it would be a completely different situation today. Our leverage ratio for debts is 1.87. Now, let's have a look at the foundation businesses in 2024. First of all, Catalysis.

I think that this is quite an impressive performance that was shown over the past years, a serious improvement, especially with regard to the free cash flow. We know that the ICE is now in a mature market, and it will slowly be reduced, more slowly than expected. Actually, we achieved to have a cash flow, free cash flow development, and also EBITDA margin of 25.9% and ROCE 40.4%. In recycling there, we have an EBITDA margin of 35.9%, return on capital 78.3%, but we have lower incomes there, revenues, because the volumes were a bit lower than the year before. Also, the prices of the metals are going down, and the advantages are gradually diluting, so to say. We now try to invest in order to compensate for this headwind. Then specialty materials.

Here we have a very competitive market with regard to cobalt. There is a high supply, even exaggerated supply of cobalt in the world, and this mainly has to do with refining and the sales of cobalt compounds. We also have two other important components here in this department. Metal Deposition Solutions is one of them. It is plating, actually. On the other hand, we also have Electro-Optic Materials where we are working with regard to germanium, so solar panels for space, night vision products, and so on. These are all businesses that have or actually have a good profit. Mainly Cobalt & Specialty Materials were the negative element in this. We come to Battery Materials. That is, of course, a different story at the moment.

Growth is slowing down, and the demand for electric vehicles has not confirmed as we expected it. We did a strategic update, which we announced on the 27th of March on the capital days in London. Now, this strategic update is completed, and we were very strict here in allocating capital. We immediately slowed down the capital expenses, and in particular, the factory that we intend to build in Canada, we stopped the plan. We will not continue this investment for the moment. Next to that, we adapted our footprint, but we also talked to our customers, and we also adapted our teams to the level of activities that we expect now.

With regard to the growth of these materials, we also had to make an adjustment and to make a profit alert, actually, so that the EBITDA would be break-even instead of EUR 150 million, which we had announced before in June. We also had to write off the investment, so depreciate for about EUR 1.6 billion, especially for the footprint in Asia and also some stocks that we had. At the level of the group, we also had to step up in efficiency and to take more cost-saving measures in order to see how we could get more value out of the business. For 2024, we were able to generate more than EUR 100 million of EBITDA, which is even higher than the objective of EUR 70 million for the year. Also for 2025, we have the ambition to have an additional EUR 100 million.

Maybe have a look at the figures. Yes, good afternoon. If we look at the financial results for 2024 and the evolution compared to 2023, we were actually confronted with challenging conditions on the markets for the different divisions. If we look at the revenue for 2024, it was EUR 3.5 billion compared to the EUR 3.9 billion in 2023. As you can see on the graph here, this slowdown actually took place in the different divisions, first of all, in Battery Materials, where we were confronted with a slowdown in electrification and also smaller volumes than expected. For Catalysis, we saw a decline in the market for personal vehicles and the heavy diesel vehicles, which also had an impact on the revenues. For Recycling, there is a lower throughput of volumes because we had some maintenance issues.

Looking at the Adjusted EBITDA for 2024, we are now at EUR 763 million compared to EUR 972 million in 2023. As Bart already indicated, for battery materials, we had a serious hit due to the volume reduction, and the EBITDA will now be about a break-even. Looking at catalysis, the reduction of volumes and revenues was fully compensated by the efficiency and cost-saving measures. That is a major success. Looking at recycling, we have also been able to compensate for the lower throughput with some cost-saving measures. As Bart already mentioned, we had the objective to save about EUR 70 million for efficiency for 2024, and we ended by EUR 100 million. We have also already laid the base for further savings in 2025.

Looking at the consolidated profit and loss account for 2024, we start with an Adjusted EBITDA of EUR 763 million. Considering the depreciation amortization of EUR 285 million, we have an Adjusted EBITDA of EUR 478 million for 2024. Looking at the adjusted net finance, the adjusted net finance result, looking at last year, we have EUR 109 million for the adjusted tax compared to EUR 121 million. This is a slight decrease due to the lower income or revenue, but we also have an adjusted tax rate, which is 29.4% compared to 21% last year. This is also related to the adjusted tax position. Looking at the adjusted net result group share, we have EUR 255 million. That is then translated to adjusted EPS of EUR 1.06 per share.

This is a significant value reduction that we have booked of about EUR 1.6 billion for battery activities, for the permanent stocks, and also for the fixed assets. We also have some legacy environment problems, and this means that the net result of the group share is now EUR 1.480 billion. Looking at the consolidated balance sheet, the total of assets is EUR 9.412 billion. You also see the impact of the depreciations. I would like to stress the strong cash position. We have EUR 2 billion of cash on balance. At the end of 2024, looking at the equities of the group, that is EUR 1.9 billion at the end of 2024. Considering the gross financial debts, EUR 3.4 billion, and the cash on balance being EUR 2 billion, that leads us to a net financial debt of EUR 1.4 billion. Considering the equities of 1.9, this leads us to a net ratio of 42.6% for the group. [Foreign language]

Thomas Leysen
Chairman of the Supervisory Board, Umicore

[Foreign language]

The proposal for dividends. As you've seen, we have suggested an extra dividend of EUR 0.25, which goes on top of the interim dividend already paid out in the second half of the previous year. The total dividend of EUR 0.50 as opposed to the EUR 0.85 before, given the situation and the performances of the last year. We also said that for the future, this new price, EUR 0.50, would be a starting point for our dividends policy. We want to maintain dividends if we can afford that, and if we can, we will increase them. EUR 0.50 is the new starting point for our policy. We've also decided that we've also decided not to discontinue the paying out of continuous dividends.

In other words, we'll pay out a dividend at once in a lump sum at the end of the year. This is our suggestion, this new policy. The payment of a final dividend, you will have to vote on that suggestion in today's assembly. I will now give the floor back to Bart. He'll tell us about the strategy for the future, which was presented during the Capital Markets Day, which took place a few weeks ago in London. We explained the outlook for the company in the coming years.

Bart Sap
CEO, Umicore

Yes, thank you, Thomas. I think it's important that we look at the future now. First of all, I would like to stress that we will certainly build on our business model. We transform metals due to our knowledge and know-how. We transform it into active components of applications for our customers.

I will give you an example. Everybody is, or many people, are driving a car today with a combustion engine still today. If you look at the exhaust system, you have the ceramic structure in which we actually, on which we put a coating. Due to this coating, this ceramic structure becomes operational, and we can purify the exhaust gases. Without our coating, it would just be a piece of ceramic. This is a metal application in which we try to activate a number of things. In the end, we will also recycle those applications into pure metals. What is nice about metals is that you can reuse them every time without losing anything. At the core of the company is innovation. Umicore will remain an innovative company, and we will certainly invest in research and development for our sectors.

Now, on the basis of the business model, we will also stress four pillars. The first pillar is capital. We will try to have a more balanced capital allocation. In the past, the majority of all the investments went into battery materials, and we are still investing in battery materials. Certainly, I will come back on that later, especially for you. We want to complete our footprint and our factories, but we will also invest more now in our recycling activities, mainly at Hoboken, where we will invest in further opening and making more efficient our flow sheets and also improve our environmental performance. We will also be very strict in the way in which we use the capital. People used to say, "You need to turn your euro twice before you spend it." This is also the case here.

We really have to think where we want to spend our money. We actually have to be very careful in that. This actually means that for 2025 up to 2028, we will invest EUR 1.4 billion less than originally planned. This is a significant decrease in our investment, also showing that we will be more prudent in this. We come to the second pillar, performance or performance orientation. We actually want to achieve operational efficiencies, and we want to anchor or embed it even more within the company. It should be a standard element of our DNA and a component of our daily activities. For 2025, we will continue our search for additional savings of about EUR 100 million.

Not only savings, but also creating additional value, for example, checking whether we get the right value from our customers for the products and services that we offer. For the years afterwards, we also try to compensate for the inflation. The continuous search for opportunities in our daily activities will be continued and will become a core activity. You can only do this if you work together with the colleagues and you have the right culture. This means that we should be a performance-oriented culture. Performance and efficiency, sometimes people think that it is a nice thing, but it should really be a mindset, I think. Thanks to that mindset, you can better participate and perform and try to keep your company more healthy in this way. That is to the advantage of everybody.

We also want to continue to work on AC, so automotive catalysts, where we have this performance, where we have achieved this performance, and we want to continue in this way. You have the fourth pillar. It is marked in green. It is a partnership. This is something that we specifically want to develop for our company and for the battery solutions department. We will actively try and see how we can collaborate with others to restore the value because we have developed a lot of value, but we have also destroyed value over the past years. Now the question is how we can back part of that value. If partnerships can be useful in this context, we are certainly open to that. Thomas also told you something about the foundation businesses and their strengths.

I would like to talk about that as well. Starting with Catalysis, there we will try to maximize the business value and also optimize the cash flow. It is a mature market, and for the future, it will decline. We try to get maximum value out of this. This sounds very nice, of course, but you can only do so if you have a leading role. For the auto cat, so for the gasoline catalyst, we are the number one in the world. We are also working on fuel cell vehicles. We also develop catalysts therefore. We also develop catalysts for fine chemicals, for medication, for example, or rubber. There we also produce catalysts. You do not achieve a leadership position just like that.

For example, looking at the automotive catalysts, we have a very strong customer intimacy and commitment. We listen to our customers. We try to find joint solutions with them. We also have a flexible global footprint very close to the customers. We are able to react to customers' questions also with a very flexible supply chain. We also have very strong technologies that allow us to offer solutions to our customers at a lower price than competition. This leads then to a higher, better margin for us based on the technologies that we have. Now, talking about fuel cells, for example, there has been an update this week of the Hyundai NEXO. It is the fuel cell vehicle of Hyundai. Umicore Catalyst is included there, but we are working together there with all fuel cell stack producers in all regions all over the world.

We have a very strong position there. We're also building a factory in China that will start working in 2026 because China is a market where this activity is increasing at the highest speed. Now, about performance, I could talk about that for a long time, but you see a very strong upward trend. We are able to focus on efficiency and to get the best value out of that.

If we look at recycling, we are also looking at creating value with our existing investments. We've already created a good footprint for recycling, but at the same time, we also want to continue making it grow in the future. We will come back to that later. I've already mentioned that the metal prices are not what they were back in 2021, 2022, where we had real peaks.

We have been able to cover that in time, which means that we still have good coverage rates, which means that we still have higher metal prices than generally in the market. That has supported us there. This will go down throughout the years, and we will be able to use it not as much in the coming years, especially when we look at metal recycling for special metals and precious metals. We are a clear world leader. We have our factory in Hoboken, which is unique in the world. We have the best factory when it comes to precious metals and special metals. You can see that reflected because where others cannot deal with products, we can do it. When others cannot recycle anymore, we use that to feed us.

Sometimes we are also recycling what other people would normally, where other people would normally be the recyclers. We are a top five when it comes to recycling catalysts for cars, and we have clients that go back to 20 years ago. We are talking about clients, not just people who deliver stuff to us. They are clients, and we have to make sure that we guarantee the best efficiency, the quickest, but through time. That way, we will be able to guarantee this connection with the client. We have a world-class position, and that just does not happen like that. If you look at Hoboken, we really have this unique factory, like I said, and I am really a big fan of the factory. We have a smelter there that is focused on precious metals.

Where the others usually have precious metals and stop there, we have different means to deal with 17 different metals. If prices evolve, we will be able to choose which ones we want to use to guarantee the best value and create an evolution throughout the market with that. We have a very unique footprint, which means that we can guarantee higher revenue streams. The only way that this is possible is, of course, because we have strong metallurgical expertise, and we keep focusing on innovation in our day-to-day business. A lot of our research and development goes towards further optimization of Hoboken and the refinery plant. If you are working with precious metals, you have to keep in mind that there are hundreds of thousands of tons that contain grams of precious metals. That means that our analysis has to be world-class as well.

It is correct for our client too. Now, Hoboken is not only working on efficiency, but we also want to do this in the most environmentally friendly manner. There too, we can say that today we are world-class when it comes to our environmental performance in Hoboken, and we will continue to improve. Our performance here for 2021, 2022, we see real highs, especially for the price for things like palladium. In 2024, still we have 78% return on capital. That is still a nice result. If we look at specialty materials, then we also have a market leader position. If we look at germanium, we are world leader. We have quite a flexible geographical sourcing, which means that a large section of our germanium is extracted as a byproduct of coal in China.

We have our contracts there, but we can't only rely on China because the geopolitical dynamics play a role. We also try to get germanium from recycling. 50% of what we do is that. We also have a cooperation agreement where we can extract remains of germanium from ore and use them here. Now, our performance and profitability is not where we would like it to be, again, because Cobalt & Specialty Materials could do some work. We're working on improving the revenue there and in the plating business units of Metal Deposition Solutions as well. They still have nice results, but it's mainly cobalt where we have the biggest amount of products. This is a good result, but of course, there's also another side, another edge to the sword, and we're not quite as happy with that one.

We have already indicated that we wanted to do a proper in-depth strategic analysis of our batteries. We will be talking about battery cathode materials in the future because we also have anode materials. A battery has anodes and cathodes, and we are focusing on the cathode battery side. We are going to look at parts towards value recovery. I have mentioned that we have invested a lot. We have destroyed value here and there. How can we get back that value? Because we do not see that yet. Does it mean that we have a weak position when it comes to battery cathodes? No, not at all. We have quite a strong position, a strong, solid starting position. We have the right expertise when it comes to sourcing materials. That is something we know very well.

We are industrially active, and we have been that for almost 20 years, for over 20 years. We know how to do it. We have a strong technology portfolio as well with strong patents. We've been going through development and research for more than 25 years. We have long-term customer partnerships and relationships. Some of those have given us advances or work with us in joint ventures and often also help us with take or pay, which means that if they do not take away the volume that's expected, they will pay us a certain financial fee, which means that we can recuperate some of the costs of our very expensive facilities.

Now, we have a very solid position, but we see that the market has certain requirements as advantages when it comes to bulk, which is important for costs and also investments that have to happen beforehand. On top of that, the cathode market is still going up and down a bit. We see some volatility in this market, which means that, of course, the predictability of the activities becomes much more difficult. Now, on this slide, you always see two slides. We have capital and performance, but also for battery materials, we will first build on our existing business model. We will build on the existing client relations, but we also want new client relations. We want to use our factories to their full potential. For that, we need new customers as well.

We have EUR 1.4 billion that we took out of our activities for the period 2025 to 2028. We have EUR 800 million CapEx that we will spend less in the same period, 2025-2028. We're going to focus on how we can maximize the usage of our factories, how we can gain new clients, but also our footprint. We have factories in Korea, Europe, China. How can we use our footprint to, for example, play with evolutions in tariffs? We will continue investing in these activities, but that will be more limited related to finishing the factories so we can meet the demands of our clients and the obligations for our products that we have towards our clients. On the other hand, talking about performance, we're talking about an end-to-end approach, so a start-to-finish approach. What do I mean by that?

It's not just important that you develop products that are good for the client and that have good performance and that create good batteries. It's also important to make sure that they can be produced in a proper manner and in an efficient manner so that we have proper throughput in the factory. By having higher throughput, we have higher capacities, and that means we can sell more products for the investments that we have done. Development of products is really important and should be linked closely to product process integration. We should also continue to focus on efficient cost base. You'll see at the bottom here the banner which says that our price of dollar per kilowatt hour should go down for our clients.

All our teams, when they get here in the office, they should think, "How can I reduce this dollar price per kilowatt hour?" When they go home, they should think, "What have I done to reduce that same price?" That's the only way in which we can be successful in this business. Now, the result of our strategic plan is that we will have a robust standalone plan that we can execute ourselves. We can support these investments, and that will, in the midterm, go towards recovery of that value. Of course, we're not stopping at just a standalone or independent midterm plan. What do I mean by that? On the one hand, I'd say that we are currently finishing the investment footprint for this plan. We're not going to continue investing beyond.

Sometimes it's harder to find my words, but we're going to only invest to finish our factories, and further investments are, well, put to a hold for now. I would like to stress that we will actively look for partnerships to try and accelerate this value recovery. We are working on our own trajectory, trying to be as strong as we can, but we will also look at partnerships to accelerate that recovery. We see that the industry is ready for collaboration and consolidation because throughout the industry, we see that the capacity usage is relatively limited. What does this mean if we summarize all of that? We are going to try to maximize the cash generation potential of our foundational businesses while recovering value in battery cathode materials.

These are the two clear points that we want to work on now in Catalysis. Again, maximizing cash generation again in the best way possible for Recycling. We will continue the activities that we have. There is a lot of potential for extra value here, and we will invest in the future. Investments of up to EUR 400 million that we will do to further open the flow sheet of Hoboken. For Specialty Materials, we are talking about the recovery of value for Cobalt & Specialty Materials, but also selective investments in high quality and properly well, proper investment growth with return. For Battery Materials, like I said, Battery Materials solutions, we will focus on a recovery of value with cost and cash discipline, but we will also look for partnerships to try and accelerate this value recovery. One is if you could continue talking about the numbers.

I'll take you through our core strategy financial plan. We have a strong focus when it comes to capital allocation and deployment and the solid cash generation. If you look at our investment plan for the core strategy, like Bart already said, we have cut our investments quite seriously. If we look at the announced investment plan in 2023, we're talking about net investments of EUR 3.3 billion. Compared to this plan, we saw a reduction of EUR 1.4 billion. How did we do that? First of all, we cut battery materials. We stopped the investments in Canada. Next to those investments in Canada, we've also looked at the overall footprint to see if we can limit the investments to what is strictly necessary. That resulted in a limitation of EUR 800 million of investments.

If you look at recycling of batteries, we see that the market is developing more slowly than expected, and the volume is not quite available in the short term. We decided to limit the scale-up of batteries and cut it from the plan and even reduce it further. For the rest of the foundation businesses, we looked where we could cut more. That meant that we ended up with a contribution of EUR 1.4 billion. We have our joint venture with PowerCo of Volkswagen Group. There we had a higher capital injection of about EUR 200 million for the project financing of non-recourse debt financing. That means that we end up at a net investment of EUR 2.1 billion between 2025 and 2028. As you can see in this graph, this investment is much better balanced compared to the past.

If we look at that EUR 2.1 billion, we'll see that on the one hand, we have Battery Materials where we have less than EUR 1 billion, which is divided as follows: finishing Poland, Korea to finish our capacities with less than EUR 500 million. Then also looking at our partnership with Volkswagen PowerCo, where we will invest EUR 500 million between 2025 and 2026 for the joint venture Ironway. If we look at the foundation businesses and the EUR 1 billion investment plans between 2025 and 2028, the majority of that is linked to maintenance, license to operate, with the exception of one important investment that will happen in our Recycling activity in Hoboken, as Bart already indicated before, EUR 400 million before the end of 2030, of which EUR 300 million will already be invested in 2027-2028. This contribution will probably materialize in more revenue starting in 2030.

If we then look at our balance sheet, we are sure that we can keep a robust solid balance. We start with solid liquidity with about EUR 2 billion of liquidity cash on balance. If you look at our long-term debt, we are at EUR 2.8 billion. The payment dates are quite spread, and we have got proper spread of the maturities past 2030. If you look at our financial plan between 2025 and 2028, the first debt maturity of convertible obligations will be EUR 500 million in June, and that will be paid back, first of all. The next dates will be somewhere towards the end of the plan. We do not have a very rigid refinancing need outside of these repayments of obligations in 2025.

If we look at our different financial debt instruments, we'll see that a lot of that is linked to fixed interest rates, which means that we have a good idea of our expected debt, and we expect that it will be around 3.5% in the coming years. If we look at the leverage of our net debt compared to the adjusted EBITDA, at the end of 2024, we had a leverage of 1.9, and we expect in 2025 and 2026 that it will increase and peak at 2.5 because of the investments in battery materials. We will finalize the investments there, and that means that this leverage will go towards 2.5. At the same time, we're also looking at the cash flow within our foundation businesses.

We also look at the plans for battery materials where we expect that the cash flow will be positive and become more positive starting in 2027, which gives us the necessary confidence that this leverage starting in 2027 will go below the 2 mark again. If we look at our financial ambitions for the group and the different divisions, we first have to look at our EBITDA margin. We'll continue working on efficiency and margin savings, which means that we expect to go beyond the level of 24, which is beyond 22%. We expect to end somewhere above 23% in 2028. If we look at our cumulative free cash flow between 2025 and 2028, we expect somewhere between EUR 1 billion and EUR 1.2 billion for FCF. If we look at our return on capital employed, we expect to go beyond 15%.

That is clear value creation for the shareholders. There are some key targets for the different divisions. For Catalysis, we keep focusing on that free cash flow generation. We expect somewhere between more than EUR 1.4 billion between 2025 and 2028 and a clear return on capital employed of over 35%. If you look at Recycling, here too, we expect an FCF between 2025 and 2028 of around EUR 400 million. This is already accounting for the investments in that period, knowing that these investments will mainly start creating revenue in 2030 and beyond, and the return on capital employed will be above 40%. For Specialty Materials, as we indicated before, cobalt and cobalt compounds are a competitive segment right now. We have a surplus, which means that there are lower margins. At the same time, we do see a way to generate more revenue above 12.5%.

If we look at battery material solutions, we expect a negative free cash flow generation between 2025 and 2028, mainly linked to the investments and the capital injection in Ironway between 2025 and 2028, with positive contributions starting in 2027. We have the needed confidence in this profile because of the long-term contracts that we have concluded with the needed volume guarantees and the needed protection measures, which gives us here the confidence that we will go towards 9%. The most important conclusions here are that we will continue focusing on our circular business model and the strong points we have. We will focus on our four strategic pillars being capital, capital allocation, performance, and people and culture and partnerships. Again, we will focus on maximizing the cash flow generation, especially for the foundation businesses and our core businesses and for battery material as well.

We're going towards value recovery. Again, we have a strong focus on capital allocation and expenditures, and we've been able to reduce the expenditures quite significantly with this. I'm going to say a few words on our level of performance in terms of sustainability. You know our objectives. They were given a couple of years ago under the title, Let's Go for Zero. Those objectives are articulated in various parts around three pillars. Let's Go for Zero. In terms of emissions, greenhouse emissions, we do have a very ambitious objective target, which is not easy to reach. We aim at reducing scope 1 and scope 2 emissions. Those are emissions linked to our industrial process and the electricity that we use. We want to bring them down to zero by 2035. For this, we're going to work mainly with renewable energy with very efficient process.

As far as scope 3 is concerned, i.e., the emissions generated by the raw materials that we buy, we aim at a reduction of 42% by 2030. As I said, those are very ambitious targets, but those are also in line with the Paris Agreement and the international objectives in that regard. We are even going a bit faster than those objectives. I'm going to show you in a moment those objectives in detail, but those are the objectives that we set five years ago, four, five years ago. No negative impact on people in terms of safety, in terms of environment, in terms of pollution, and also vis-à-vis the way we buy our raw materials. We are also very active in terms of gender diversity and other kinds of diversities in our teams. We want to reach 35% of women in our teams by 2030.

Those are the objectives for 2030, 2035. Where do we stand in 2024? We're not there yet. We're not at 35% for women. We're at 24.7%. In terms of safety, nonetheless, we have made significant progress. Safety statistics have improved notably. This is one of Bart and his team's main concerns. They start every meeting by a safety moment. We have seen a reduction by more than 39%, 39.7%. We are very much focused on this recycled model that Bart mentioned. More than 50%, 51.8% of the materials that we use are recycled materials. For greenhouse gases, the reduction of greenhouse gases, we said we wanted to reach a net zero by 2035, and we're already at minus 29% in 2025. We have accomplished 30% of the way. We already have 64% of green energy in Europe. Globally, it is a bit more difficult.

We are at 46% because it is sometimes difficult in countries such as Korea, Korea and others to sign these kinds of contracts. We are at two-thirds of the path in Europe. For diffuse emissions, we have among the best results in the world in this industry. We were already a leader in 2020, and we have reduced our numbers by 54% since then. I'm going to talk about governance now. The board convened. It was a very difficult year. We said why. We convened 13 times, one three. 13 meetings in 2024. All members of the board are hardworking because even when meetings were not planned well in advance, we reached a participation rate or an attendance rate of more than 95%, 96.6%. 100% of attendance for the audit committee and the investment committee, 95% for the other committees, 95 and 94%.

Your board was very active, as you can see. There are different questions that we tackled during those meetings. I'm not going to read them all. We talked about the approach for batteries where markets stood still and did not live up to expectations. We were pushed to review our strategy, to review our investment strategy. Bart just had a word on this. It was, of course, a major source of concern for the board. We also talked about many other topics: the management, the change in management, the renewal of the executive board, a new CEO that was appointed. These are all topics on which we had to talk in length. We also talked about ESG, the environmental, social, and governance topics, the new reporting method on sustainability.

I did not mention this on the previous slide, but you know that main European companies are now bound to respect various standards for social and environmental matters. This is the Corporate Sustainability Reporting Directive, rather. And we were amongst the companies that were ready with this reporting, and we respected all standards from the very beginning. Now, for the board and the changes in the board, we have four mandates that came to an end. For two people, we suggest the reelection of Françoise Chambard for one year and for Alison Henwood for a period of three years. So as to spread the deadlines as much as possible, to have as few deadlines as possible on a same year. Françoise will run for office, so to say. Then Mark Garrett, who's been with us for 10 years and a captain of industry, but he resigned.

He did not want to renew his mandate. The same applied to Laurent Ratz, who was a representative of our main shareholder. He decided to step down. We have two proposed changes regarding the supervisory board. Michael Bredael here in the room. I will ask him to briefly introduce himself.

Michael Bredael
Member of the Supervisory Board, umicore

[Foreign language] Good. I will say a word in English also for the benefit of the people from outside of Belgium joining us by webcast. First of all, thank you for the opportunity of being invited to join the Umicore Board of Directors. I'm Michael Bredael, 45 years old, 20 years of experience in financial services. The first leg of my career was at BNP Paribas, where I was involved in large cross-border M&A transactions.

The second leg was at GBL, which I joined in 2016, sitting and serving on the boards of several companies, public companies, private companies across a wide set of sectors as an investment partner. Now, it's a privilege to join Umicore's boards at such a defining moment. The company has gone through considerable change. It's been a challenging period, but it's paving the way for many opportunities ahead. We have now, or Umicore has now, a reshaped management team, a clearly articulated strategy as set out at Capital Markets Day, and a strong sense of direction and momentum. I'm excited to contribute to the next chapter of Umicore, which is going to require focused execution, strong collaboration across the business, showing progress on key priorities, including on the future shape of its battery material division.

I'm fully committed to support the team and the organization to extract Umicore's full potential and to navigate in a dynamic and rapidly changing environment. I'm joining as a GBL representative, but I will also be looking forward to serve all the shareholders represented at Umicore and beyond the shareholders, all the stakeholders in a broader sense. Thank you for your support today towards my nomination. Merci. Merci, Michael. Madame,

also, we suggest Madame Martina Merz , a captain of industry in Germany or in Europe. She had other commitments. She cannot be with us today in the room. She recorded a video where she introduces herself. I will ask for the video to be played.

Martina Merz
Independent Non-Executive Director and Supervisory Board, Umicore

Dear shareholders, I'm very pleased to introduce myself to you today. My name is Martina Merz, and I bring with me 40 years of experience in the industry and corporate management.

During my professional career, I have had the opportunity to work in various positions at a number of renowned technology companies. These experiences have given me a deep understanding of the challenges and the opportunities in the industry. I am a passionate engineer, and I strongly believe in the transformative power of technology and innovation and its importance for a sustainable and responsible business. Why did I decide to accept this mandate? Umicore is a company that stands for innovation, sustainability, and a clear vision for its future. I am impressed by the company's commitment to taking a leading role in the economy and in sustainable technologies. I am convinced that together we can make a positive contribution to society and the environment.

As a member of the supervisory board, I see it as my task to contribute my experience in an open exchange with the company's management in order to accompany and support the further development of Umicore in the best possible way. I look forward to working with you, dear shareholders, and my colleagues on the supervisory board to actively shape Umicore's future. Thank you.

Thomas Leysen
Chairman of the Supervisory Board, Umicore

[Foreign language]

I imagine you read in the press release you got more information about her résumé, about her background. She's a captain of industry, as I said, and an engineer by trade. She worked with Bosch, the first automotive equipment reseller in the world. She has a perfect grasp of the automotive sector, but she also led a huge metallurgic group. She's very familiar with metal markets. She worked with Volvo.

In other words, she has a lot of skills, a lot of knowledge, and she still sits at the board of Rio Tinto, a mining company. I think she has a wealth of skills. She is well respected in her fields, so we should be very proud of having her. This, in a troubled period, in a period of turmoil, we still have very qualified people who want to have a seat in our board. Before opening the floor to you for your questions, and we'll try to answer them as much as we can, maybe a few clarifications on remuneration policy. You've seen in the annual reports there were a lot of figures. I'm not going to read everything, but I'm just going to try and summarize the highlights. When it comes to short-term incentive plan for 2024, we had average results, 69% on the 100% scale.

Once again, the period was very difficult, a lot of headwinds in batteries, but we do have an ROCE of 12.3%, which is admirable, and many other competitors would be envious of us. However, when it comes to the Adjusted EBITDA, it did not meet the expectations. Zero. The award is 0%. Safety. We have a score, and as I said, safety at work. We made huge leaps forwards, but there was a technical incident that took place, and the Hoboken site had to be suspended for several weeks. This has been included, hence the score of 75%. Safety at work, 150% total recordable injury rate, TRAIR, 150%. This is admirable, we passed with flying colors. When it comes to recruitment of women managers, once again, we do believe that increased diversity will be beneficial to our company.

We are a traditionally male-dominated company with male engineers, but we need to change that culture. We have moved forward, but there's still a lot to go. There's still a lot to do. There's a long way to go. Long-term incentives. The so-called performance share unit plan, granted on a period of three years. As you can see, we have a return on capital, the ROCE. As you can see, we have exceeded expectations, 125%. That is the score. The return for shareholders, you, I assume, are aware. The expectations weren't met. Score of 0%. GHG emissions, perfect score, 100%. And the other environmental criteria, 100% as well. Therefore, the total group performance, 81%. What about the executive leadership team? As you can see on the screen, this is the remuneration of each member of the exco. The executive leadership team, as it has come to be known.

I'm going to read every figure. I will leave you the pleasure to do that. What's important, though? I think our shareholders have gone through a rough patch in the past year. So have we. So has the leadership team. Altogether, we own 179,000 shares. For the board, it's 2 million shares held by the members of the board. Therefore, the members of the board have invested significantly, and they maintain their participation, they maintain their engagement to make sure that these shares remain strong in the years to come. I'm not going to read every figure on screen, but on a more personal note, as President, I saw the sacrifices that were asked. There were restructurations. I gave up my cash remuneration. I received a remuneration at the beginning of the year, but I couldn't return it.

All cash remunerations, EUR 200,000 that were planned, I had to give that up because I had to make a sacrifice too. If everyone has to make a sacrifice, so do I. This was the main message. We can now move on to a last piece of information. Q1 results. Bart is going to tell you a few words about it.

Bart Sap
CEO, Umicore

Thomas. [Foreign language]

Yes, thank you very much, Thomas. As you have seen, the annual results already indicate the expected EBITDA for the year 2025. There we had expected between EUR 720 million and EUR 780 million. Today, considering the specific geopolitical situation where we are talking about tariffs and impacts on the global supply chains, to give you an update of the expected impact and the way in which the year has started.

Just an update with regard to the first quarter, we can say that it was a good quarter for Umicore. We started the year in a positive way. We also want to indicate that with the current situation and the current interpretation or the tariffs that have been announced so far, today, we know that changes may occur. With the current tariffs, we expect a limited direct impact because we have our positive footprint. We are active on local markets, and we have also actively collaborated with customers to prepare a number of things. Next to that, considering the strong start of the year and the limited impact of the current tariffs, we reconfirm our guidance for 2025. The EUR 720 million-EUR 780 million.

Now, the strong results of the first quarter are also linked with the fact that our focus on efficiency, cost savings, and looking for value is actually up to date. We see the results of those efforts. For the different business groups, Catalysis, there we have a strong start in the first quarter. This was certainly positive for the business unit, Fuel Cell & Stationary Catalysts, and also for Precious Metal Catalysts management. A good start. For Recycling, we also had a strong first quarter because we had some advantages with stronger metal prices, special metals, for example, antimony, bismuth. They are quite strong prices. Also for gold, a large part of our metals have been covered, but we are still exposed in a certain way. The prices are fairly good.

For recycling, we had good performance in Hoboken, but also in our dual metals. We also see that there is a demand for gold bars and silver bars because everybody is looking for a safe haven. Gold appears to be one of those safe havens. Now, specialty materials, there we are in line, actually. It's a good performance. We are in line there. For battery materials, we can also confirm that we are still performing up to expectations. I'm talking about battery material solutions because the cathode part will perform as expected, but also battery recycling and the anode part will perform as expected. This actually shows a quite good result in the difficult context with the higher tariffs. We have to remain careful, of course, because the tariffs may also have an indirect impact.

If the world economy is slowing down and the automotive sector is slowing down, everybody decides to no longer buy cars because of the uncertainty. It may also have some impact for our company. Okay, thank you very much.

[Foreign language]

Operator

Thank you. Bart, now we will now start a debate. Move on to the questions of the shareholders. We did not receive written questions prior to the meeting, so we will answer the questions posed in the room. We will address the questions related to the agenda. Shareholders who wish the wording of their observation statement or reservations to be attached to the minutes are kindly invited to inform Mr. Tom van den Bosch accordingly at the end of the meetings. The Q&A session is officially open.

[Foreign language]

The investment in Canada, it's a site that was sold, or is it put aside? Can it be recycled later on? This is my question.

Bart Sap
CEO, Umicore

I'm going to answer in Dutch. My French is kind of okay, but it's not accurate enough if I want to give you a precise answer. [Foreign language]

So our plant in Canada, you must know that we were still building it. We had bought a plot of land. We were in the engineering stage. We were studying the construction, and we were starting with leveling the ground and laying the first fundament, actually. It's not that we have empty buildings over there or factory halls that are empty. We are still owners of the land, but, for example, installations that would be moved to Canada are now being integrated in the expansions that we are undertaking in Poland.

The plant is still here, and it will probably increase in value. We still own it. The project is not divested or abandoned. It's just on hold.

[Foreign language]

Good evening. I am a familiar face. I think you know me. I've been a shareholder for 20 years. I bought shares for EUR 75 before the price was divided by 5 or by 10. First by 5, then divided by 2. It was quite a roller coaster. My shares would be worth EUR 7 twenty years ago. They reached, they skyrocketed to EUR 60. Yes, I concur. At the end of 2024, it says EUR 9.96. Yesterday, it was a bit less than EUR 8. The question, shares, registered shares, you have EUR 2 billion in cash flow, but the cash value is about EUR 2 billion.

The stock market value is about EUR 2 billion. If the shares are at such a low price, why not massively invest in them? EUR 2 billion, you could increase your shares. If you have parts of your cash flow that are unused, isn't it high time to increase your ownership of shares to keep them for the future or to cancel them out, to dilute them, to drive the price up for the remaining shareholders? The threshold for dividends, so EUR 0.50 for the dividends. I'm sure you're aware. There is a rule for a definitive %. There's a minimum ratio that needs to be abided by. Isn't there a specific rule, a specific ratio to abide by?

[Foreign language]

For the dividend, we indeed set EUR 0.50 for this year. That will be used as a new basis.

As of next year, we will either maintain this level. It is still a bit too early to say, but we could increase it. That remains to be seen. Just to give you an idea of the trend, we have a dividend policy that is to maintain the stability of dividends or in a small growth. That is true with the comparison that you just did. We were close to the value that we had 20 years ago, but we also paid out a lot of dividends in these 20 years, which comes as some form of a comfort. On the buying of own shares, this is, of course, a possibility that is being envisaged by the board. It is, of course, tempting, but we need to remain vigilant. We need to be financially vigilant. We have good cash flow, but we also have long-term debt.

We are in a situation of debt and increasing the level of indebtedness, the debt ratio. With the investment that we are going to do in Hoboken, it does not seem right now to be a good idea. We are looking at various factors. We're looking at the balance structure, and we're always trying to make the best decisions possible. We do not want to make that decision with all the uncertainties in the world. We do not know what surprise the White House has in stock for us. It doesn't seem like a careful solution or a careful decision. This is something that I already suggested last year. It was EUR 20. With EUR 15 million, we could buy 1% of the capital. If I do the math correctly, it would cost EUR 60 million.

Reducing the dividend by $0.08, you would buy 1% of the capital. This is, once again, a decision that you need to make. We could decide to spend the money, but we could spend that money just once. We decided to maintain our dividend policy. Some factors go in one direction, others go in the other. I do suggest you look at this during the year because the stock price is very low. The activities in Hoboken here for the top-notch recycling, but what about the pollution? This is a main concern for the factory. You have developed what we call the green area, where do we stand? I will start answering, and Bart could pick up on what I just said. We have indeed made progress. We do have quite a peculiar situation.

We do have a plan that uses lead, and that was located 10 meters away from a residential area. This is, as I just said, a very peculiar, a very unique situation. It does not exist anywhere in the world. We have to manage that situation. We do have very strict norms and standards, but it was not possible, being located at 10 meters from a house, to avoid any kind of pollution. This is why we decided with the City of Antwerp two years ago, three years ago, to sign an agreement to buy the houses located in a 50-meter diameter area around the factory. This is not expropriating houses. This is just a voluntary purchase of the houses. We have bought all the houses except for four houses. Those houses were destroyed. We have constructed, we have built a green area.

We have built a park. Those four houses are surrounded by green. We are not going to push those people to leave their houses. In the years to come, when people are leaving those houses, we will try to buy them. I think it is a very reasonable measure. We also pay for those houses beyond what they are worth on the market because those people might have to move to places where houses are more expensive. We are doing our utmost to ensure a good collaboration with the residential areas. Many people did not want to leave, but they decided to do so. We are also, of course, looking after the health of children. If the children swallow lead in water or other, it could have a major impact on their health. It is lead poisoning, right? Yes. The four houses that remain are in a park.

That's great. They might not want to leave in the future. Another question on batteries. You had a joint venture with Volkswagen. What about this joint venture? Does it continue? Is it in deficit? Where do you stand? Ironway? I don't know the name. Indeed. Yes.

[Foreign language]

The Ionway joint venture. We are still setting up. We have the first flux of investments, first wave. Our partner, PowerCo, is still investing and still participating in the partnership. In a second stage, we will also have a second wave. The waves have already been allotted by the customer. This means that due to these investment cycles, they also give us certain guarantees that they will buy our products. If they do not do this, they will have to pay financial compensations.

The evolution of the Ironway joint venture will be slowed down up to 2030 because Volkswagen is also selling less electric vehicles than expected. It is very difficult for them to plan a number of things. Things may change very quickly. If you see that Tesla is going down in Europe, this may lead to an increase of purchases for Volkswagen. At the moment, the joint venture is maintained, and it is running quite smoothly.

[Foreign language]

Another battery factory, Northvolt, that was a huge hope for Europe, but that was also a major bankruptcy. What is the impact of that bankruptcy on the activities of Umicore?

[Foreign language]

Indeed. Right. We have to conclude that we're going through a difficult period.

They have seen, indeed, that parts of their company have gone bankrupt, and they are looking for someone to take over the activities. Now, Umicore is very limitedly dependent on them, so the changes do not really have an influence on us.

[Foreign language]

That is rather a good example of all the issues that we know in the industry. All the manufacturers, battery manufacturers, Chinese manufacturers, everyone is facing difficulties for the time being, and that will certainly continue to be so in the future.

I do suggest we move to someone else and come back to you later.

[Foreign language]

I am Emanuel Verhaert. I'm a private shareholder. I have been for years. Last year, I was here too. I asked a question about the subsidies that you would have already received for the construction of the two new factories in Poland and in Canada.

Now, I assume that—I mean, you said we've received the money. I assume that these were advances that you now had to pay back for the largest part.

That is part of the amortizations that you made, or not?

Let me correct. We had these subsidy contracts. We got those for both NISA and Canada, but we had not received any subsidies yet. We had received the contracts, though. These contracts remain in force. If one day we decide to restart Canada, we still have right to those subsidies of that contract. Second, more general question about your activities in the automotive sector. I do not want to talk badly about this, but I am trying to look 10-15 years in the future. You have a very strong branch, which is the catalysts.

If we look 10 years into the future, and you're much younger than I am, so for you, that is important. Is there a future in catalysts? You would have hoped, of course, that the new batteries would cover this, well, reduction in catalysts, but now we're in this quite difficult choice of a difficult market of those batteries, even though most of the cheaper cars are choosing for something else. The Chinese cars, the American cars are choosing for LFP batteries. Can you tell me clearly what you think the future is and how long it will remain a profitable business?

Certainly, we can do that. We have announced it during the capital markets day as well in March. First of all, I'd like to answer the question related to ICE vehicles. You are right.

In 2035, so 10 years in the future, there will be fewer ICE vehicles sold. In some regions in the world, electrification will be slower. Think of India, Southeast Asia, Brazil. Important markets for us too. If we look at Europe, China, America, let's see what happens because we have some conflicting forces there at the moment, but we'll see a reduction in the markets. If we look at the end of this decade, it will still be a strong activity for us, and it will still generate a lot, but less than today, certainly. If we look at our activities of battery materials, we're not going away from this market. That's not what we have done now.

We've announced that indeed LFP has a reason to exist for cheaper cars, the middle-class cars from time to time, but it's certainly still a big segment in the higher segments for long-distance cars or fast-charging batteries. Fast charging time for the cars is also related to the longer range. We see a strong growth there. For our activities related to battery materials, we expect positive EBITDA starting next year and have positive EBIT as well starting in 2027. Even after amortizations and depreciations, we'll still have profits. That will, of course, contribute to the EBIT next year, EBITDA, and even more the year after that because we'll have positive EBIT. Of course, we have to play the game with the cards that we've been dealt now.

We are trying to work on what we can control, trying to get the most value out of the activities we have today. For battery materials, we look at recovering the value. If we have a stronger balance, we would go towards other activities. I can already tell you now that for Catalysis, we are currently researching Catalysis 2.0. Can we use other precious metal catalysts in maybe the chemical sector? We are looking at fuel-saving costs and fuel cells in the Chinese market, but also for trucks. We are investing left and right, but the big growth for batteries is not there as we expected. If that does not continue, we will have to go and look for extra activities. It is not something that we just have ready that we could use now.

The focus today is to try to go for that value recovery in the coming four years with a financial plan that is quite ambitious to get through with that. Along the road, we'll see where the extra growth should or will come from. That's the vision that we have right now. Thomas, I don't know if you want to add something.

Thomas Leysen
Chairman of the Supervisory Board, Umicore

I think you're right in saying this. Many people had already considered the catalysts to be done, but we still see possibilities to increase those results. That's not going to continue for 10 more years. We all realize that. It will be an important activity that will generate a lot of cash in the coming years, in the coming 10 years, I think. Indeed, the batteries will have to be delivered with some delay now.

We will see where we can invest in the future in other activities. As we said, there are other activities where we want to work with novel technologies to make sure that we can get more growth in other activities too. I think in the future, battery recycling, which is not something we're thinking of right now because the market is growing much more slowly. To jump on this and talk about Hoboken, we can look at the world, and no one knows how the world is going to develop in the coming 10 years. We see a sort of trend where components or countries want to be less dependent on resources from other regions, especially Asia or China. If we take antimony and bismuth, China said, "We want those ourselves." What happens? The international price of those metals shoots up.

If the trend is that Europe says, "We want more of our own resources," we have a unique position with Hoboken, and the metal prices will probably be more solid and stronger. We have the biggest cobalt refinery in Europe, with the only big refinery outside of China and the only treatment capacity for germanium. We are in a certain flow. If we want more independence in the world than in Europe, we are in a very good position. How big that wave will be that we would be on, we will see. Europe has certain mines and could open others or develop others. Europe is looking at a very big potential for recycling, and that is something that we are very well positioned for.

[Foreign language]

Tom, I've got two questions related to technology for batteries. First question. What is the position of Umicore for the sodium batteries and replacement there? Second is solid-state batteries. What are the perspectives in the market, and what is Umicore's position here?

Bart Sap
CEO, Umicore

These are good questions, Hi. Sodium ion, first of all. We've seen some press releases related to sodium ion. Sodium ion right now, and of course, we need to be careful. Technology evolves very quickly, but it's currently seen as a replacement for LFP technology. A cheaper non-lithium-dependent technology. Just like LFP, sodium ion also has a lower energy density. Now, what does that mean? If you want to put energy in the battery, the battery has to be bigger.

If you talk about mobility, you want to have a small battery or more dense material, which means that you can store more energy in the car. Sodium ion is interesting, certainly, for capture and an alternative for a segment like we see today with LFP, but technology can evolve. We've worked on this as well. We have interesting IP too, but we are focusing mainly in R&D on other bits, mainly being NMC and the high technological segment, not sodium ion. When we talk about the high technological segment, solid state, we've done important investments in research and development in Orlen as well, here in Belgium, where we build quite some research facilities, and we work together with partners, for example, Catalyte, and I'll explain what that means. A solid-state battery, what is that exactly? Some will know this, others may not.

In a battery, you have electrolytes, which is a flammable component. That means that the lithium ion can move between the anode and the cathode. In a solid-state battery, you have an organic compound, so it means it's flammable, and we don't want batteries to burn. Solid-state batteries are much safer because there aren't any organic compounds in it. You need to go towards a solid solution. That means that pressure is very important because normally you have this fluid that would go around all the atoms, meaning there's a lot of contact, and you have good transfer of energy. If you don't have any fluids, you need to have contact in a different way, either through pressure or through developing a product that allows for close contact. We are researching that.

We have good primary results with clients, but the real ramp-up of solid-state outside of the big announcement of big battery players and their showcase, we're looking at 2030 or beyond that before it can really become something for the mass market.

[Foreign language]

My question? Last question on batteries. China. They're developing ultra-performing batteries for a very cheap price. BYD, Build Your Dreams. It's a funny acronym. And I read in the news this week, ATL is developing an even better battery, 1,500 km of distance for cars, which is the dream for any driver. Because the main issue of electric cars is batteries' autonomy. My question is the following. Does it still make sense to work on traditional batteries while China is already working on cutting-edge batteries? Yet, after COVID-19, we are all too aware of the disruptions on the supply chain.

If we are even more dependent on China, isn't that a risk we shouldn't be taking? Trump has understood that. Increased tariffs, and China is changing its plan.

You do not want to work with us? We are not going to supply you. Good luck. Where do we stand today regarding battery technology? Maybe in a month or two, this technology will be obsolete. That is a very rich question with many dimensions, and I think we can talk about this for hours and hours, which is probably not the goal of today. The implicit question here, I think, is will we still have an independence in terms of mobility in Europe?

If we say we want mobility independence, that means that we will have to produce our own electric vehicles, that we will have to have our own battery production, and the whole value chain, including cathode material. Otherwise, we will always be dependent somewhere, specifically dependent on Asia, more specifically China. We have to recognize that China, which has been producing batteries for 30 years, has a significant advantage, lead compared to Europe. BYD are world-class. They have the best technology. That is a reality. Even certain equipment to produce batteries exists in world-class in China.

If Europe wants to build its own batteries, we will have to collaborate with Chinese companies and, through maybe regulation, make sure that we can invest together in Europe because it's important that Chinese companies are welcome here with their technology like China welcomed us in the past with our technology for cars. Of course, it's clear that BYD and SEAT are trying to show off and say, "We have the best battery, the biggest, the fastest." That's what's happening now. They have good technology, certainly, but not everything that they present is mass-produced. We have to be careful. If they say they have a battery for 400 km in five minutes, we have to look at the size of the battery, the temperature of the battery. Is it between 30% and 80%? Is it between 30% and 60%?

You can prove a lot with those numbers, but I'm fully agreeing with you. China is the world leader in technology in this case. It's no longer a company where we go for low-cost production. They are technological leaders in certain domains, and electric cars and batteries are one of those or some of those domains. We have to recognize that. If we want to evolve, we will have to work with them or try to invite them to Europe. Question? Other questions.

Governance. In 2024, did CEO reside or he left? Can you tell us a bit more? Will we communicate it when it happened, when he left?

It was a mutual agreement. He helped us grow. He had a clear strategic vision. Yet the markets changed rapidly, and it became very clear to us that Umicore needed, at that point in time, a different profile.

Hence the decision. I read in the news that some companies monitor the carbon footprints of their staff on a business trip. Umicore says that it has a business trip policy, but no figures that go with it. I suggest that you are developing that. It is part of our general objectives. We have clear objectives, Scope 1, Scope 2 reduction, and that is a part of that. 29% reduction GHGs to be net zero by 2035. It is called net zero. It means that there will always be emissions that we can get rid of, but these will be compensated by other initiatives.

In the U.S., Donald Trump signing away everything, and he's even taken a decision on showerheads. It's quite surprising. He announced an executive order to ban diversity, equality, and inclusion in European companies. Are you aware of this? How do we counter that?

How do we remain coherent? How do we remain in line with EU regulation against coercion, against such measures? Needless to say, the situation may change very rapidly from one day to another. We need to abide by national legislation wherever we are. Should there be legal changes in a country, we will need to take them into account. No one is above the law, but Umicore's policy remains unchanged. Writing in your reports that you apply this regulation and saying that you would respect legislation, then in the fact that you would not, is not good.

[Foreign language]

Yeah, we have the same question internally because, of course, many of our employees work related to diversity, inclusion, sustainability. These things are very important to us because we believe that diversity leads to better decisions.

Diversity leads to a bigger talent pool and more success in the long term. This is very clear. We will continue focusing on diversity. We will not divert from those positions, but we will, of course, have to follow rules and regulations. In the U.S. too, we will have to protect our colleagues, but we have to follow the laws as well. We will always try to choose the strongest candidate. I genuinely believe that men and women have the same brain and capacities, same for people with other preferences, that they have the same talent. I do not see why we would be limited by DEI regulation.

Two last questions. Rio Tinto, Volvo. You mentioned that. Rio Tinto, a mining company, and Volvo is very active in electric cars.

I assume that synergies could be created, especially with the arrival of the new member of the board. She has a lot of very useful skills. We were aware of Rio Tinto. We've known Volvo as a client, as a supplier. As you said, that newcomer will come with a lot of useful experience. You used to organize a lot of staff parties for, well, the personnel, but not for shareholders. I would like to suggest the organization of shareholders' parties. You said in 2024 that it's a great suggestion. We're in 2025. What about it? If you say that it's a good idea but nothing happens, I will ask the same question next year. Let's meet in 2026. All jokes aside, this year we had many fires to put out, many priorities to attend to.

We can definitely discuss the possibility or a company visit, visiting the Hoboken plant. That would be great. Sure, this is definitely doable. I am looking at the communication teams to take you up on that offer. Organizing a visit of one of our sites is definitely a possibility. There is a new park next to it now. Very well. Thank you for these suggestions. Very well.

Thomas Leysen
Chairman of the Supervisory Board, Umicore

Are there other questions?

[Foreign language]

If not, we will continue with the formal section. First of all, the attendance list. According to the documents deposited, it appears that the shareholders' meetings were validly convened, that all the shareholders who participated in these meetings, either by personally attending today or through voting forms or by means of proxies, have duly complied with the admission formalities.

According to the attendance list, a total of several thousand shares are represented. Each share entitles to one vote. Today, the capital is as presently EUR 2,446,400,000 shares in issuance. Today, Umicore held 5,847,575 owned shares, representing 2.37% of its capital. All voting rights are suspended, and they are not taken into account for the calculation of the attendance. We know that 54.98% of the share capital with voting rights of Umicore were represented at these meetings. I can therefore state that these meetings are validly constituted for dealing with the items on the agenda. To be validly adopted, resolutions on items on the agenda of today's ordinary and special general meetings require an ordinary majority of the votes. In all cases, abstention votes will be disregarded when calculating the voting results.

Bart Sap
CEO, Umicore

[Foreign language]

Let us now focus on some important bits related to the procedures and the conduct of the meetings. In order to determine the exact number of votes cast, either for or against an item, the shareholders' votes will be recorded as follows. When signing the attendance list, the attending shareholders and proxy holders have received a cardboard with an individualized number. If they wish to vote against the proposed resolution or abstain in relation to such resolution, they are invited to do so by raising their cardboard first, the votes against, and next the shareholders who are abstaining. Four is not necessary. We can calculate that afterwards. Please bear in mind that some votes were already cast prior to the general meetings, either by postal voting or by proxy voting.

This means that it's even a certainty that even if no votes against and/or any abstentions are cast by the person physically present at today's meeting, the voting results may still show votes against and/or abstentions. Passer au traitement des points à l'ordre du jour. We will start with the first item on the agenda, which is the annual report on the supervisory board and report of the statutory auditor on the statutory and annual accounts for the financial year ended on 31st of December. I can only imagine that we will not have to read it because you might have time to read it before. Second, the approval of the remuneration report, which is a part of the governance statement. Once again, I propose not to read out this report. Is there any objection? No. Good. Thank you. We'll move to the vote.

Against, please raise your card. I see none. Is there any abstention? Thank you. Given the votes expressed in the vote forms by person proxys, this is approved by 124,289,273 votes in favor. More than the simple majority required. Dan second, proposition approval of the statutory accounts for the year ending 31 December 2024, which show a loss in the amount of EUR 222,804,757.54. We still have a profit of EUR 517,194,151.85. The Supervisory Board, furthermore, proposes the distribution of a gross dividend of EUR 0.50 per share for the financial year 2024. EUR 0.25 of that have already been paid through an interim dividend. We propose to pay a balance of EUR 0.25 gross, leading to a total of EUR 60,138,106.25. With that, the remainder to be carried forward of profit will be EUR 457,056,045.60.

I hereby put this motion to the vote. Anyone who votes against? Abstentions? No. Okay. In that case, this decision has been accepted with the full 132 million votes or 99.98% of votes. Annuel consolidé de l'exercice social arrêté au 31 décembre. Deconsolidated accounts. Communication of consolidated annual accounts for the financial year ended on 31st of December 2024. We will not read them out. I would also like to tell you that the Works Council received all the information requested on the above reports and the consolidated accounts for the 2024 financial year at the plenary meeting on the year's results, which was held on the 14th of April 2025. It is proposed that the meeting grants full discharge from liability to the members of the Supervisory Board for the performance of their mandate in 2024. I hereby put this motion to vote. Any vote against? Any abstention? No.

Thomas Leysen
Chairman of the Supervisory Board, Umicore

[Foreign language]

With that, this proposition is accepted with 114,880,866 votes or 99.08%.

To the fourth resolution. Discharge to the committee.

For the proposal is to the statutory auditor to grant full discharge. Anybody against? If that is not the case, then we have 131,986,442 votes in favor, which is 99.83%. And then the members of the board.

Pardon. De Madame Françoise Chambard et Alison Henwood, ainsi que de Monsieur Marc Garrett et Laurent Ratz.

Mrs. Françoise Chambard and Alison Henwood of Ms. Marc Garrett and Laurent Ratz did not want to stay for re-election. Ms. Françoise Chambard stands for re-election. We suggest to re-elect Ms. Françoise Chambard as a member of the supervisory board with an end to 2026. The criteria retained to assess her independence are those set forth in Article 3.5 of the 2020 Belgian Code on Corporate Governance.

This is put to the vote. Any vote against? Number 94 against. Any abstention?

Bart Sap
CEO, Umicore

[Foreign language]

They are not present here, okay.

[Foreign language]

For the result, we are waiting a while. It has been adopted with EUR 140,689,928 votes in favor, which is 86.72%. This was for Madame Chambard. Madame Alison Henwood. Ms. Alison Henwood stands for re-election. This is also put to the vote. Is there any vote against? Abstention? I can only imagine the same abstention.

[Foreign language]

Record this. This has now been accepted with [EUR 132,188,202 votes], which is 99.96%. Martina Mertz is also an independent member of the supervisory board. Is there anybody who would like to vote against? No. Other people who would like to abstain? Not the case.

I think that we have approved this with 132,230,933 votes being 99.98%. We come to Mr. Michael Bredael, who would become a member of the Supervisory Board of Umicore for a period of three years until the general meeting of 2028. Mr. Bredael already introduced himself. Is there anybody who would like to vote against? Not the case. Any abstentions? Not the case either. This means that it has been approved with 132,762,504 votes being 93.138% of the votes. Now we come to a proposal of the next point, the Supervisory Board. The proposed remuneration is unchanged compared to the remuneration approved in 2024 since the full remuneration proposal was made available to the shareholders prior to this voting. I propose not to read out this proposal again. Agreed? Thank you. This is put to the vote.

Is there any vote against? Any abstention? No. It is therefore approved. Taking into account the votes expressed in the vote forms, that is 132,492 votes in favor. That is more than 98% in favor. The confirmation assignment regarding the assurance of sustainability information, CSRD, the directive of which I talked earlier, we suggest upon recommendation of the audit committee to appoint EY as the statutory auditor of the company for auditing the sustainability reporting for a period of three years covering the financial years 2024, 2025, and 2026. The annual remuneration of the statutory auditor is fixed as EUR 296,674 to be adjusted annually with the cost of living index and for scope changes determined in mutual agreement. The statutory auditor is represented by Mr. Marnix van Dooren and Mrs. Eef Naessens, here present. Put to the vote. Any vote against? Any abstention?

[Foreign language]

En dat is met 100%, niet helemaal eigenlijk, maar het is afgerond, maar het is zo weinig stemmen tegen dat het niet in de cijfers verschijnt. Dus ook proficiat hier. Dan hebben we nog het laatste punt, een bijzondere algemene vergadering. Goedkeuring van bepalingen in zakelijke controlewijzigingen. U kent dat.

It's the approval with regard to the control. So Umicore, as emittent of shares, has signed an agreement. It's a sustainability note agreement. It's a private placement signed by different investors as note purchasers.

One of the provisions of this agreement, clause 8.10, entitles all the holders of the notes issued under the note purchase agreement to have the entire unpaid principal amount of their notes prepaid by Umicore at par, as the case may be in the event of swap notes with or less the net loss, respectively net gain, as defined under the above agreement, including accrued interests in the event that, first of all, any person or group of persons acting in concert gains control over Umicore, and secondly, specific rating requirements for the issued notes are not met. Pursuant to Article 7.151 of the Code of Companies and Associations, the shareholders' meeting is requested to approve this contractual change of control provision. This is a requirement that this has to be approved by the General Assembly. I put the motion to the vote.

Anybody who is against, or are there any abstentions? If that is not the case, then this is approved with 231,630 votes being 99.98%.

Thomas Leysen
Chairman of the Supervisory Board, Umicore

[Foreign language]

We are now moving to the end. All the items on the agenda of the shareholders have now been dealt with. I propose not to read the minutes of the meeting. Does any shareholder have any objection? I hereby request the scrutineers and any shareholder who wish to sign the minutes, and I declare the meetings closed at 7:08 P.M. Thank you very much to the shareholders for their presence and their constructive contribution. As usual, you are now kindly invited to join the traditional post-meeting reception.

Please do not forget to bring back your headset and receiver at the entrance of the room. Thank you very much, and see you on the other side of the hallway. Thank you very much.

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