Rexel S.A. (EPA:RXL)
France flag France · Delayed Price · Currency is EUR
38.20
+0.45 (1.19%)
May 8, 2026, 5:38 PM CET
← View all transcripts

AGM 2020

Jun 25, 2020

Good morning, ladies and gentlemen. I am Francois Honoreau, Deputy Chair and Lead Independent Director of the Board of Directors of Rexel. In the The health authorities and to protect the health of our shareholders and employees, as we have all Been doing, the Board of Directors has decided exceptionally to hold this shareholders meeting without the physical presence Of shareholders in application of Article 4 of Ordinance Number 2023 to 1 of the 25th March 2020. As a result, the only people present by my side are Patrick Berhan, Director General of the Group Laurent Delabar, Financial Director of the Group and to my left, Sebastien Thierry, General Secretary of the Group and Secretary to the Board of Directors. I hereby declare this meeting open. We must now first designate the members of the meeting Bureau, in the absence today of Ian Meekins, who is the chair of the Board of Directors, I will be fulfilling the role of President By virtue of Article 29 of the statutes, in application of Article 8 of Decree 2024, 18 of 10th April, the Board of Directors has appointed the following people at TELUS, Laurent Delabard, Financial Director and Patrick Bernard, the Director General of the group, also a shareholder. Both of those are shareholders. Sebastien Thierry will fulfill the role of secretary as he has done every year. In light of the health crisis, we have asked shareholders to vote remotely ahead of time We have met the quorum of 1 5th of shareholders with voting rights for the ordinary part of the meeting and the quorum Of 1 quarter of shareholders with voting rights for the extraordinary part of the meeting. The shareholders who have signed the attendance sheet together made up 252,147,137 shares making up 83.33 percent of shareholders with voting rights. And I would like to thank them for their Participation in this rather unusual process, I think it is probably unprecedented in the CAC 40, and certainly For our Annual Shareholders Meeting, all of the legally required documents have been deposited At the meeting bureau, they are available for shareholders at our headquarters and they are also available online at the Rexel website and obviously this has been done within the legal and regulatory requirements. In order to maintain simplicity, we are not going to read the entirety of the reports, The annual accounts and the consolidated accounts of 2019, we will not be reading either the report of the Board of Directors on allocated stock and stock options. The detailed explanation of the draft resolutions, and I want to hand over to Laurent Delabar, Financial Director, in order to present the auditors' account. Let me remind you also that The shareholders meeting has been convened in order to deliberate on the agenda that featured in the meeting noticed in the official No, draft resolution or item that has not been part of the Agenda was submitted by shareholders, and I am going to hand over to you Patrick Parr, Director General Of the group after this jingle. Thank you very much, Francois. Good morning, ladies and gentlemen. Let me Say that in this very unusual situation that we find ourselves in, not just the Annual Shareholders Meeting, but the Overall context of COVID, which is without precedent, I think one thing Has prevailed and really come to the fore, and that is the health and safety of our 26,000 employees. This is our priority every day because These employees allow our group to continue operating every day. They have allowed the group to never stop working. It has allowed our customers to always have access to their products across the territory and at all times. And so I want to thank them. I want to hail their efforts. There is there are a lot of efforts still to be done. There are a lot of changes that are still coming, and we have to do this With the right attitude, we know that this is a unique time and this is a time For you to be proud of this company and of all of the efforts of all of our employees, the key Activities from our logistics centers to our branches have remained fully operational throughout this period. When we saw this crisis Hit Europe. We actually anticipated this in the United States. And so even before the crisis hit the U. S, We had a modus operandi in place in order to protect employees, to protect the company because There was inevitably going to be a fall in activity. So on one side, there is the health side of things, there is also the economic side and everything happened in a very, very short time frame with maximum efficiency. Your company has made it through the beginning of this crisis, which is the health part. We have had throughout this period to change a number of things. We have shown an enormous capacity of adaptation. In a very short time, we were able to get our teams working remotely. We had to ensure that the right people had access to the right tools and that we were operational. And at the same time, if you look at Page 6, Things changed in just a matter of days. On the one hand, we were dealing with different customers. It was no longer an Installer, but someone working or a company working with maintenance. We were building hospitals, data centers And so on, rather than our habitual customers, different companies different countries, Different suppliers didn't have the same mix of products available to them. And obviously, for human resources, It has been an enormous challenge. Physical presence disappeared and the needs for telephone activity difficulties in supply, specifically a number of products at our supplies were no longer available and we had to find Alternatives, this worked. This is indeed the role of distributors. We've also had to Adapt to many transitions with a lot of digital solutions, a lot of telephone orders. These were The only ways for our customers to access to reach us and to reach our products and similarly for us with our suppliers. And we were able to do this very quickly, including our shareholders, and this process of adaptation is Continuing, we also experienced a fall in demand. And as you will see, Shortly, a number of countries in Europe have had stable sales, whereas other countries have seen a fall in demand of up to 60% In sales, in some countries, we've also seen that there are the impacts have been very different from one region to another, very different impact in Italy So we had to become organized to continue meeting our customers' Needs while covering the human resources aspect needs flows within another dimension. The crisis has also shown that distributors fulfill a fundamental role in order to maintain activity. Many countries have asked us to continue our activity in order to maintain Access to vital centers for electrical products. We have been able to take the pulse of our customers and the markets at all times. So we know what this was and what it is. As a result and thanks to this, we have reinforced collaboration with our suppliers. On the next slide, you will see The pretty much typical development of the crisis week after week, These are average figures week by week across Europe. There are variations from country to country, but essentially, the overall shape of the curve is the same. The current situation It's more or less this with different amplitudes depending on the geographical region. So we can see very clearly this sudden Full, a sudden decline with a bounce back, but not quite yet to the levels to pre crisis levels. If you look at week 11, 12, Italy, I will leave China aside for the moment, Italy, France, Spain and then spread to other parts of the world. Since Mid April, the situation has started to improve very, very gradually. This has been helped by the end of lockdown measures in a number of countries. We're all experiencing this in our lives, but very difficult to get back to building sites, only partial returns to factories and only Relative measures in a number of activity areas, I can only mention theaters, bars, restaurants and so on, who are also consumers of electrical products, as you well know. So I'm here to tell you that your company has shown that it is able to react. It is very agile. We have been able to maintain our activity to secure Continuity, in the face of a crisis of this magnitude, very quickly, we focused on managing costs, also on managing Cash flows and generating cash flows, we had to ensure that the not yet knowing what The central banks were going to do, we decided to protect the group with a liquidity based approach and Daily tracking of the financial health of our customers and their ability to pay us, we have suspended investment projects on a case by case basis. And we made a proposal to the Board of Directors suggesting that they renounce their dividends. And we have been also very Selective and very active in managing our operational expenses. There has been a reduction, 27% of Salary costs and salary benefits, in some cases, this has been even lower than that. And at the same time, We did not want your company to suffer long term from a structural Handicap. And therefore, we did not close any branches. This is very different to other crises that we may have lived through. And we decided not to compromise on our ambitions in the area of digital transformation. And so networks and digital Have been entirely protected with staffing dimensions being taken into account, but they have been Protected. So the structure is there. All of the essential Services are maintained and we are focusing on reducing expenditure so that we can get our margins back up. That is the current situation. I didn't want to go on for too long on this point. Each quarter, every Half year, we do comment to the financial markets, and We will be explaining how we will be managing this return to activity. I think it will be a drawn out process. We are seeing levels rise to more normal levels, and we will see how we develop Chapter on 2019 where we did have a number of successes. And thanks to these Successes, we have been able to live through the COVID crisis in the best possible way. We have been able to come through this crisis in a robust way. In 2019, things were rather more complicated As well. On Slide 10, I'm not trying to pat myself on the back, but the Goals for 2019 were achieved in a very volatile environment. There was a trade war Great Britain, and this explains some of the sluggishness in the UK side. And the shift in the economic model that began in 2017 has been reinforced considerably because we are now developing Organic growth, we had an excellent year last year through acquisition of customers. This Client base has allowed us to be in a very stronger position to have a stronger basis to come through the crisis. So Higher sales, acceleration in value. And I would have been Delighted to say, I should have been delighted to say that we had €1,000,000,000 in organic sales generated since 2016. If This giant eraser hadn't come along to rub it all out in the form of COVID. But this is These are now clients that will be part of our client portfolio, And they are here with us for the future. We were able to develop 2 figure growth In profits by share since 2016, and this is what we have been working towards year after year. And thanks To these efforts and also to continuous improvement of the debt ratio we have generated very solid cash flows. And so you can see all of the successes of last Yeah. Have provided a foundation of resilience to help us through this crisis. All of the investments that we have made That may have weighed on some of the decisions, has made. For example, Rexel being more focused on data, on Figures on gathering data and using this data, all of this digital investment in 2018 2019, Essentially, gathering this data and using it to power algorithms And being even more responsive and reactive really came into their own at the time of the COVID crisis. And so really, our successes in 2019 are real solid foundation for Your company in the future. There is also a very active management of our portfolio because at the end of the year, in the end of December, we reached an agreement on the disposal of Gexpo Services In the U. S, it was not considered strategic. And we are delighted that this happened before the market became even more complicated. So these The goals that we achieved in 2019 in terms of sales, plus 1.4 percent adjusted EBITDA Plus 5.1 percent, recurrent net income, plus 7.5 percent with EUR 341,000,000 Gross margin, which continues to increase by plus 36 bps, The adjusted EBITDA margin, up 5% and debt ratio, which has fallen, We have achieved a 2.47 as the ratio before the disposal of desperate services, Which really was part of our performance. So this has been our performance in Operational matters last year. And once again, we have the financial results that demonstrate this, and I thank all of our teams for their contribution to this. So is this a unique No, our results also reflect the proper execution of our strategic plan In the 1st 3 years with an increase in sales for the same number of days year after year, continuously increasing since the end of 2016 right up until the end 2019, we have an adjusted EBITDA of that has also been constantly increasing as well, a recurrent Net income of reaching 341,000,000 over this period for value creation, Return on capital employed and a return on WACC. The adjusted EBITDA margin, which is also achieved, reached 5%. And again, as I was saying, An improvement in the debt ratio, which continues to fall, as you can see. It would be lower still if we included within that the sale of Genexpress Services. So The figures I think speak for themselves, but at the same time, I want to highlight that the strategic plan has been Properly executed and there are many signs of value creation for the future. We have no regrets about what we have done. It has allowed us to come through this crisis and to bounce back to be in a better position to bounce back after the crisis. In terms of Our transformation now, this has become even stronger since the 30 1st January, because these are things for 2019. Digital sales in 2019 once again represented 2 €4,000,000 being roughly 18% of our overall sales. This is an increase of almost 13%. The number of connected clients is increasing and at the same time what they are buying online is also increasing. So There is a double effect and this shows that there is greater customer loyalty in this way, notably thanks In contact with them, but also thanks to the tools that are being made available to them, which is focused on increasing the organic growth That we have with them. Just focusing on France, for example, the proportion of digital sales per client, French connected client has increased by 41%. In Europe Sorry, in North America, 22% of our sales are online and 80% in Europe. 70% of our European sales are followed up during using track and trace. So we are clearly in a dynamic. I'm not going to mention all of the figures here. There is a lot of information here, but It shows that we are at a point of acceleration. The investment that we have done, thanks to you and the investment we have made For your company is really producing results. In the long term, We have these platforms in the U. S. And in Europe. We have strengthened human capacity. And I think They have been very resilient and very robust throughout this crisis. And I think, once again, we made the investment at the right time. So I won't go on for too long on this point. But before I hand over to Laurent, I would like to tell you that you have a company that is equipped with the tools necessary to come through difficult period 2019 was a year in which we built this foundation to overcome the first wave of the COVID crisis. Laurent, I am now going to hand over to you for the financial results. Thank you very much, Patrick. Good morning, everybody. I'll start with Slide 16 concerning sales for 2019. Sales have increased to €13,700,000,000 in 2019, an increase of 2.8% in reported data and 1.4 in comparable data and constant and same day basis. Restated with the closures of branches in Germany and Spain, the increase on a constant and same day basis is 2.4%. The calendar impact is neutral for the year, And the scope impact is negative by 0.4%, resulting from the disposal at the end of 2018 of our non industrial business In China, as you can see on the right hand side of this slide, since the beginning of 2017, Rexel has posted an increase of more than €1,000,000,000 in sales on an organic basis with the contribution of our 3 geographical areas. It's a significant figure comparable with our business in Canada. Now on the following Slide 17, It concerns each of our main geographical areas, the increase of our sales on a comparable on a like for like basis And on a constant and same day basis, we post a 1.4% increase. Let's start with Europe. And top and right hand side of the slide, 53% of 2019 turnover. Sales have decreased by 0.2% on a like for like basis and on a constant and same day basis, France, represents more than onethree of our sales in Europe and has sales increasing by 3.3% over the whole year. We have taken advantage of the market recovery, particularly residential and industrial market and gained back market shares in the second half of the year. In because of the reorganization in Germany and the United Kingdom, Sales have decreased, respectively, by minus 16.8% and minus 8.4%. We also have a Deep sales increase in other European countries, for instance, in Benelux, a 10.6% increase. Let's move over to North America, which has been driving force a growth driver in the group with 38% of our sales in 2019. The United States have been progressing by 3.7% in 2019, thanks to initiatives that have been started 3 years ago and are paying off. This includes the improvement of our customer service for and more wide ranging offer of product. This strong increase can be also accounted for by the rollout of our regionalization strategy and opening of 57 new agencies since 2017. In Asia Pacific, the sales of the group have represented 9% in 2019. And the situation has improved, particularly in Asia, where sales increased in 2.5% concerning China, where the situation is quite buoyant. Now let's move over to our income statement on Slide 18. The gross margin has been €3,400,000,000 that is to say 25% of the sales, Representing an increase of 36 basis points compared to 2018, particularly thanks to Europe and North America. Our sales and administration costs, including amortization, are 20 represent 20% of our sales, that is to say an increase or a change of minus 18 Base point compared to 2018, which can be accounted for by investments in growth and particularly our digital transformation, which has an impact on our profitability by 25 point basis point. In value, our adjusted base EBITDA has increased to EUR 685,100,000 in 2019, which is a 5 0.1% increase. On Slide 19, we review the low part of our income statement. Let's start with our adjusted EBITDA, EUR 685,100,000 and 5.1% increase. The reported EBITDA is at €677,500,000 an increase of 7.1% thanks to a positive exchange impact. The other Income and expenditures have increased have been posted at €176,800,000 including reorganization costs for €32,600,000 particularly for Germany, Spain and the United Kingdom and the United States. And also, we include impairment of assets related to the disposal of JAKSPO Services and the export business in Spain. For 2020, We have posted a lower interest rate at 2.6% because of our various refinancing operations. We've also posted a tax decrease on our income at €117,300,000 with an effective tax rate at 36 0.5%. This has been impacted by the nondeductibility of our goodwill depreciations and impairment of assets, But it has been offset by a tax provision reversal at €29,500,000 Net recurring income has increased to 50.3 percent at 203 point €8,000,000 And our net recurring income has increased to €341,200,000 7.5% increase. On Slide 20, we can see our free cash flow. And we can see that the working capital requirement has been set at 12.6% of the sales compared versus 13% in 2018, thanks to better and more stable inventory situation. Consequently, our EBITDA After leases, in free cash flow before interest and taxes has been set at 62.5%. The net operational investments have increased to €116,500,000 with an investment sales ratio of about 0.9% and 62% of this concerns IT and digital. Our debt net has been reduced to €8,800,000 at €1,950,000,000 Consequently, our debt ratio on EBITDA after deduction of leases We said at 2.47x at on the 31st December 2009. It's a 20 Base point decrease versus 2018. Now I would like to make a few comments On the consolidated financial statement of the Rexel Group, the operating expenditures have increased As had been said, at €30,100,000 which is an increase versus last year. 2019 includes costs of services given by Rexel Development, which had not been invoiced previously. The financial income corresponds to net expenditure of minus €44,900,000 versus minus €19,300,000 in 2018. The difference can be accounted by an early reimbursement premium of bond issues for 2019 of minus €16,900,000 The corporate tax has represented €58,100,000 According to a tax integration agreement, Rexel pays the taxes owed by the integrated group or the whole group, each French subsidiary bears the tax burden on the company calculated on the basis of its own income. Consequently, the net income The Rexel as a company in 2019 has been a loss of minus €14,500,000 Turnover of sales in the first quarter It's €2,200,000,000 at the decrease 2.3% decrease, and it has been impacted by the COVID-nineteen pandemic, which has started mid March. Organic growth sales on a same day basis have been impacted by a negative copper impact, minus 0.4 percent, With lower copper prices of 6% in euro and 9% in dollars, the scope effect had an impact of minus 0.6% on the growth of sales, which can be accounted by the deconsolidation of JAKSPO Services on the 23rd of February. Let me remind you of the fact that JAKSPO Services has had an annual turnover of approximately $260,000,000 with a profitability which is above the average Profitability in the country. If we look at our performances according to each region, Sales have diminished by 1.5 percent in Europe. In North America, 4.8% decrease. And in Asia Specific, minus 8.3%, reflecting the soft and the business of China because COVID-nineteen has started in China earlier than in other regions. Slide 25, where we review More closely, our sales in the Q1 when we have a breakdown between the month of February March and details About the most recent trends in order to illustrate the impact of this pandemic on our business in different locations. As you can see on the slide, Rexel had a strong beginning of the year with an increase in sales by 0.9% up to February and even restated sales, 2% in China. In March April, of course, the situation has changed considerably, particularly as of the 2nd part of March With the various lockdown measures, during the 13th week, which has begun on the 23rd March, The sales on a constant day basis have decreased by 27.8%. And during the 1st fortnight of April, Most sales the sales have decreased by 27.7%, most of Europe and The United States being locked up. Europe has had a decrease of 37% during the 2 1st week Of April, there was a better resilience in North America, only 21.5% decrease. Asia Pacific has a 0.4% decrease, thanks to a slight turnover in China and a good resilience in Australia. At this point in time, we have no visibility for the future, but we have taken all the measures possible in order to adjust to the situation. And we'll Show that to you in the next few slides. Once the business continuity plan has been set up, the priority has been given to the cost management in order to adjust to a lower sales situation, as you can see on Slide 26. I would like to talk about the breakdown of expenditures. First of all, flexible costs representing about 53% of our cost base, And this includes wages and related benefits. They have become flexible, thanks to the various government measures concerning part time unemployment. Then variable costs, representing 25% of total costs and including The sales force's fees and the delivery and transport costs. Then fixed costs representing about 18% of our operating expenditures, including leases and expenditures for the buildings, IT costs and communication networks costs, which is, of course, indispensable for our company operation. In order to adapt our operating Expanded to this unprecedented sales decrease. We have reduced by 27% The wages and related benefits in April, thanks to the use of partial unemployment in Europe and the more increased flexibility in North America and particularly, temporary layoffs and unpaid leaves. We've also postponed salary increases in China, for instance, and reduced the overall costs and travel expenses. Of course, I would like to add that our Managing Director and the members of the Board of Directors have reduced their compensation by 20% as of the month of April. I would like to conclude with Slide 27 with our debt calendar, and we have no liquidity problem. On the 31st March, We had €1,130,000,000 in liquidities, including available cash flow for free cash flow, including drawing The part drawing at the end of March of a credit line amounting to €550,000,000 As you've been able to read that in our statement press release yesterday, We have carried out an early reimbursement of this cash flow line of €550,000,000 which had been drawn on a preventive basis. So this reflects a good cash flow generation and a turnaround of the business since the low price. This graph shows that we have No short term maturity concerning bonds or obligations. We have no significant reimbursement to carry out before 2024, Thanks to the refinancing that we have carried out in 2017 March 2019. You can see that we have programs in 8 countries with the terms and conditions going up to 2020 2022. As you know, For each program, we have to reload our securitization conduits. And each month, we have new receivables. We have enough finance and liquidities in order to take into account this temporary decrease of activity. I think I would like to add that the Board of Directors have canceled its proposal to pay out dividend for the 2019 financial year. This will strengthen the group liquidity, I would like to give the floor back to Patrick Perrault in order to explain our priority and action plans by 2020. So our actions and priorities for 2020 Rest on a solid long term market and everything that It's happening at the moment. It's just reinforcing these long term trends, which is greater use of Electrical equipment, for different reasons, there is going to be a strengthening of everything that we are Seeing at the moment in financial markets is going to reinforce the need for efficiency, for energy efficiency, For storing information, for using information, a need to connect objects in order to improve the overall energy usage of private buildings, public buildings, technical installations and so on and so forth. And so in this, we have an underlying long term trend underpinning this market that is going to Make it a wealthier market in terms of solutions because we will have to continue working on energy efficiency. And I should say also that energy efficiency also means greater usage of electricity To overcome problems linked to CO2 and so this is the second point we're going to be using more Electricity in order to reduce greenhouse gas emissions and there will be new markets. We always talk about Electric vehicles, but there is also the production of electricity with solar panels and wind Energy in order to reduce our carbon footprint and in order to, we hope, even though we've seen this Spike in some countries, notably in Germany with solar panels, for example, but there will be an even greater move in this direction, I think in the future. And what we have seen is the first wave will become standard in the future and will become an underpinning trend of much greater import. And then there are standards, safety standards. Electricity is It's something that is potentially quite dangerous. And so there are increasing requirements with standards. There are many different kinds of uses. There are greater diversity types of needs in order to meet this demand Through professionals and because of these new standards, there are It's going to be a greater need. It's going to be a greater know how and greater specialization. And then there were a number of Things we're really into the adoption of solutions. There were components that were very expensive, were quite rare, That are becoming cheaper and mean that we can now offer complete solutions for this. You have to have Professionals, professionals for design, professionals to recommend them and to distribute them in order to ensure that their usage is far more wide scale. And once again, the goal is to move away from carbon emissions. So we see this growing amplitude and this will certainly be propulsed by the current crisis. This will be supported by The Green Deal, which will create more sustained undercurrent demand for these new solutions. 2020 is the first of these years. We did see a little bit of this beforehand. This Would have been true if we'd held our Annual Shareholders Meeting earlier, but I think it is still valid and actually even reinforced. Rexel is going through this transformation and has been since 2016. And in 2019, I would say we ended a phase of this transformation, which was the corrective phase, which we call perform correcting and adapting this strategy no longer about Acquisitions, but for organic growth, more customers, more references, reorganization of the sales force, relationship with the U. S. And with our customers being organized by market and segment. So there are, Of course, still things to do, but we're now up and running. Previously, what was very much in an Embryonic phase is now going to be really the foundation. This you can see at the top of this Chart, the time spent improving performance, this existing foundation now can be built upon With digitalization, with robotization, with rebuilding our relationship with our customers in a multi criteria fashion, Multi channel access to the markets and increasingly this will be guided by data. The foundation of data internally, Externally and the use of this data together with external stakeholders, together with also improvement of service and our ability to foresee what is Happening and all of this despite COVID is essential in adapting our resources and our investment to What is happening in the market and all these changes that we're experiencing, as I explained earlier. And of course, there is an added dimension can only be done with digitalization, which is personalization of the service. And as we overcome this Challenge and move forward as a company that is more agile, We can be much more responsive. And you can see here, these are the two elements of our strategy. And I think recent events Confirm how pertinent these are. We have to continue going out to get all of the factors in our performance, but we also need to reinforce all of the parts of this transformation. And if you look at this Slide from 2017 to 2020. We have gone from a logistics actor to A player with sales force rather Being a logistician, a bit larger and larger logistician, that was 2016 to 2017. And actually, your company today has A different economic one, one that is based on the customer relationship with enriched solutions. Every customer has Login has different ways of accessing and reaching Rexel. There is a digital transformation That is now beginning to have an impact on productivity and also on Stickiness on this customer relationship that is much closer, much more intense and happens almost effortlessly. And also, We have a relationship with suppliers that has greater added value. And this is essential because in the overall economic chain, we are situated between Our customers, so greater adhesion and greater loyalty and also strengthening with our suppliers because They see distributors as a key Driver of access to new markets, access to solution, their potential for digitization through IoT, etcetera. And so we are now situated in a new economic model and focused on Organic growth through these new products, new solutions and these new internal solutions allow us to move much more quickly. We had to do this in order to get on the train of these favorable long term trends. But transformation, of course, relies on Work done in the past, we had to structure the data. The data is being enriched every day, the products, their descriptions, their usage, the Standards that are applied and this and a product can have hundreds of components in terms of data. So obviously, our databases, our product databases, our customer databases are overflowing, if you like, with inflation. We structured this in Europe and in North America, which means that we can have a reading of margins On a daily basis, debts of our sales mix, very, very fine grained information and data across the network. And so overall, operational management has improved and little by little is going to be deployed in all Countries. This is the foundation. We have our lots of different tools that we use for this. So that's data. We have a transaction, transactions between individuals That is important. The role of the individual is important. But obviously, this is here to enrich The transaction, it can be done on web, on EDI, but it is accompanied also by a lot of Choices for the customer and for customers when they choose Rexel, it's track and trace. It means having the benefits of digitization. If you send an e mail, a robot is going to transform this e mail into EDI. That's what it means, the digital invoicing. They can our customers can have a safe with us if they want. So there is a very strong digital relationship with the customers That is transparent, effortless, seamless. And I think this is one of the key items, the key elements of the future That is often hidden. It is really essential, but it is so often tucked away and not visible. And so of course, we have to look to the future. We have developed artificial intelligence modules In what we call churn, where customers are not perhaps Having second thoughts about staying with us where some change has to be implemented, what we need to do In order not to lose a sale, how can we anticipate pricing, the availability, A willingness to buy more expensive products, the higher performance products, the needs for credit and so on if we can adapt To customers' needs for financing and so on. And obviously, what we call NBO, the next best offer, This is the predictive side how we can be helped by algorithms so that we have the right sale at the right time. We have thanks to the history, thanks to the track record, thanks to data, We can have we can use fewer resources and have predictive information. So that's what I wanted to say. I wanted to Explain this to you a little bit because it's not always obvious what this means. So this is the confirmation Of our ambitions with the ingredients for the future that is very much focused on this digital transformation. So that's what I wanted to say. And again, for 2020, our priority Health and safety of our customers and our employees is an absolute priority. We are respecting the social distancing In branches, we are there are of course, we need to be in strong Physical and financial health, and this is the case also for our customers and our employees. In order to better understand how we can offer greater added value, this is continuing. We are trying to ensure as far as possible a continuation of our activity. We give priority to We'll be giving priority to liquidity, as Laurent was explaining. This is already the case. We want to protect the company. We have to continuously focus on our operating costs and on managing cash flow, reducing fixed costs, ensuring things can be variable and systematically make all of our tools digital. It's no longer a case of creating a sum of local endeavors, but something that is far more Connected. And to be quite honest with you, in terms of the future, given this context, there's very little visibility as to what is To happen in the future, we have suspended our objectives of 2020, there's a budget on the 25th March. We did For 3 months, we are now revising our objectives, our goals every 6 months. And really, we want to use our vital resources, and our objectives will be rather short term so that we can see how we're doing in relation to market demand. And I would like to thank the board by Deciding to give up their dividend in order to secure the company as it moves through this Difficult phase, given the lack of precision that we have as to how long it's going to last and what the magnitude of its impact It's truly going to be. So we are we continue to be focused on our activity and maintaining this. That's it for the outlook for 2020, I believe. And there is another area Which is very important to us. And it is important to us because regardless of the overall situation, At the end of the day, we are a company that really is Everywhere, in all four corners of the earth, it is experiencing these Social impacts directly, be it here or in the U. S. And this important issue is actually Corporate Responsibility. It is a shared responsibility. It is no longer just a topic, but really a way of life. Recent events are highlighting this even more. We have to Act in an ethical way, we must act with integrity as a company. This is something that has to be reinforced every day with individuals around us, and we have to involve and accompany our employees in the corporate strategy. And alongside this, there is social responsibility. It has a number of different facets, inclusion, diversity, The number of workers that can benefit from training through a vast continuous training program and we have used the COVID periods to train up and upskill our workers. Generational mix As well, younger generations want to use new tools, digital tools, AI. We have our sales force that want to use They're able to track their own efficiency in the Power BI. And Actually, the resonance with what is happening around them working towards reducing CO2, It's no longer a car that attracts a sales rep, but it's The overall image of a company that attracts talent, and this is important as well. Obviously, there is also a commitment to Climate, there's another commitment, which is the acceleration also across the whole sector that we serve. Similarly, we will also be promoting a number of responsible This is in our value chain. This is based on a relationship of trust with our customers, with our suppliers. We want to create value for our clients And obviously, encourage and enhance energy progress. And From the moment workers join us throughout their training Through management of the company, through diversity, we are at the heart of all of these Topic. So it's the sort of alchemy that takes place, and we are asked to measure ourselves. And I think beyond the 26,000 employees, you have the continuous improvement of the environmental performance of the group. We have Far outreached, in fact, we have surpassed our environmental goals. The goals, measures of the science based targets that were set In 2019, there were 2 targets reducing by 35% our greenhouse gas Emissions linked to internal consumption compared to 2016, 35% by 2,030 and 45% of carbon intensity by 2,030. So this goes beyond our own individual behavior because 40 25% of what are the products sold by 2,030, this relates to our offers, our the products that are available in stock. Otherwise, this cannot happen. So we will be playing a fundamental role in achieving these Gold, I signed an open letter with a number of other French companies calling for The environment you put at the heart of the work towards restarting the economy And this has to go through the offer and sales target. So the last pillar, as we said, promoting responsible practices, We have a vigilance plan with 167 suppliers with environmental, ethical and social criteria. So that I hope is a strong illustration of everything that we are doing. Corporate responsibilities, in Page 38 in your book, what does this mean? There is a little Guide that appears across the whole network and very quickly this was set up. They worked Overnight, through the night, across the weekend to set this up. And even though we were still reeling from the shock, We were putting in place what was necessary, digital processes, the markings, the signage, the masks Using driver there, we possibly could in front of our branches in Parking spaces and obviously using remote contact and telephone as far as possible to try and prevent the spread. So some people say going into a branch These days sort of feels like you're working into a hospital, but we maintain a sense of confidentiality through calls and Video conferences. And we will be able to bring in the human warmth, the joy of human company despite this while of course maintaining health and safety restrictions and social distancing Measures. Now having said this, we have to measure our performance. As you know, our performance has been recognized by whom obviously we agree to be Measured by a number of bodies that are recognized themselves on the market. We also use extra Financial Ratings Agencies. And you have here the chart representing our progress from 2012 to 20 This has been recognized and we hope that we will continue to do this. We will continue to do this. We have now our science based Targets, which now is becoming a further benchmark, another tool for measurement. Something else that is continuing is Solidarity at the heart of the energy transition. Rexel has continued its action, Specifically, working on energy precarity in a number of The group has made its own financial contribution to this and brought along with it 70 partners with Concrete targeted and measured goals. And of course, we are in touch with the people that have benefited from this. And this Sadly, however, energy poverty will continue to exist and will probably increase in light of the current economic difficulties. And so now I will hand over To Fatima, who will talk about corporate governance. Over to you. As every year, I'm going to report About the membership of your company's Board of Directors, I'm going to report about the way the Board of Directors has worked. And then I am going to Your board includes at present 11 directors, and you have the list of names here on The screen and on this slide. There are 3 main specificities concerning this Board. It's very well balanced As far as gender is concerned, 50% of the directors are women, Particularly the employee directors, it's those members are independent. 90% of those members are independent, and the directors are very internationally represented. Five members are Of foreign nationality, the non French directors. I would like to add that this is one of our specificities, operating specificities, which is lucky this year. This Board is a very active Board, and it meets as often as it is necessary. It met 12 times in 2019 that this is a once a month with a very high attendance rate Approximately 96%. Three committees supports the work of the Board of Directors, the Audit and Risks Committee, Which is chaired by Francois Haque, Independent Director, and it made 6 times in 2019 includes 5 members. And according to the AFF MEDEV Regulation, it is 100% independent. The committee met 6 times last year and the rate of attendance was 100%. The compensation or nomination and compensation committee Is chaired by Bernard Herndal Verhaagen. It met 6 times 90 7% rate of attendance and 90% independence rate. The compensation committee is chaired by Anja Storen, Independent Director. It's 7 times. It includes 6 members. And the rate of attendance has been at the highest level possible at 98%, just like the other committees, and the independence rate is 80%. Let me recall, and it is important that the committee or rather, Julien Bonnell, the employee director, is a member of the compensation committee, which it is very useful for our discussions within this committee in order to promote fairness in the compensation system of our company And in order to listen to the corporate employees' opinion about that. In 2019, And this is about the 12th resolution for your approval, has included Brigitte Cantalou, who has been approved within the Board of Directors and appointed to the Audit and Risk Committee on the 12th February last in replacement of Thomas Parral, who has resigned for personal reasons. Brigitte Contalou has brought her expertise, specific expertise. She has had an international career, has shielded 1st rank responsibilities. 3 renewals are submitted to your approval: Brigitte Cordalou, Who has been appointed to replace Thomas Farrell, the terms of reference of Thomas Farrell is expiring During this shareholders' meeting, so Brigitte Cantaloupe is going to replace Term of reference, which has expired. Concerning Aimikins, this is an early renewal According to Article 14 of your bylaws, by 1 fourth adjusted to the Above Unit or the above whole number, in order to renew one 4th of the membership of the Board of Directors, 134 years. Now if you add to Brigitte Cantaloupe's Let us talk now about the directors' compensation. Let me recall that you will have to vote on certain number of resolutions pertaining to the compensation of corporate offices and members of the Board. Concerning the Chairman of the Board, you will have to vote on the compensation Of 2026 resolution, and you'll have to vote on the compensation which has been paid in 2019, which is called the sale on PayX passed, the 10th resolution concerning the General Manager, Executive Director, you will have to vote on the 2020 say on the ex ante, the 8th resolution, and you will have to vote on the ex post compensation in 2019, the 11th resolution. You have to vote also In view of new regulatory provisions, the Pact French law, on the 2020 compensation policy Concerning the non executive corporate offices, Cianpei ex ante 7th, reservations. And for all the corporate offices, whether they are executive or non executive, you will have to pay on their compensation Past compensation, Centimeters Pompe exposed 9th resolution concerning the CEO or General Manager, you have to vote on the 5th regulation. It's a regulated agreement Because he is a member of the board and we propose a compensation which freezes his entitlement to the retirement scheme according to Article 39. You have decided that Patrick De Ra's terms of reference could be extended to a maximum duration of 3 years. And in agreement full agreement with Patrick Perra, we would like to make the following proposition: Ratification of the fact that he will not acquire additional rights to pension according to Article 39 since the 1st January 2020, 5th resolution. Then you will have to vote on the Free share allocation, performance share allocation and attendance shares. You we have proposed and you have accepted a share plan performance share plans for intermediary level executives for whom it is not possible to calculate the level of performance, but whose performance have been At a very high level, very efficient in the organization, the group. For instance, regions managers or branches managers of our customers group manager, and it's going to be the 10th resolution. Let me recall that our compensation policy is decided upon by the board, approved by the shareholders today. It will be approved by the shareholders And prepared by the compensation committee chaired by Anja We also call upon specialized firms, particularly the Tower Watson Firm. Our objective has always been and still is to have a reasonable compensation policy and which is perceived as reasonable by the shareholders and by the employees of the group. For instance, the average level for the Base salary, particularly for Patrick Berra, is at the 1st quartile, which and even this year, significantly below this 1st quartile. And it has to be consistent with our performance goals, hence the existence of a variable compensation, which is at the Q3 of the market. So the fixed compensation Patrick Beran's fixed compensation is at the lowest level According to the market benchmark, but the performance based compensation is at the policy in order to be motivating. And the corporate officers' performance has to be aligned in line with the company's performance. This compensation has to be consistent with The compensation given to all the employees in order to avoid a dispersion impact, which could be detrimental to the group's cohesion. And it has to be consistent with the market benchmark, of course, Because we operate in a specific market, and we need to be able to attract the best talents. Let's move over to your opinion concerning the compensation Items allocated in 2019 to Iron Mickens, euros 500,000 in fixed compensation, no change. We have the equity ratio according to the methodology recommended by the AFEP, The French Companies Association, and you can see that Iron Mickings compensation is on the on an average level. No change concerning our compensation policy in 2020. Every year, We fixed and we set the level of our corporate offices' compensation for the whole duration of the whole period of their terms of reference. Now one, what about the specific environment this year? The consequences of the pandemic On the company performances and the employees of the group have led the Board to reduce by 20% the CEO's President for a minimum duration of 3 months effort as of January 2020. It could be this period could be extended in order to cover the whole period of the health crisis. This is a decision which has been taken unanimously by the Board members. Now one word about the attendance fees. You can see those on the screen, the amount has been unchanged, and those fees have been allocated With a 20% decrease due to the pandemic as of the 1st April 2020 And for a duration of 3 months, it could be extended exactly in line with the decision which has been taken for the CEO. Let's move over to Patrick Perrin's 2019 compensation. You have that on the board On the screen and in red on the screen, You have the bonus that is in the variable compensation we're getting allocated to Patrick. We have taken into account the quantitative measurement Of the performance and the rate of achievement of financial goals at 80% And also the individual goals which had been allocated to Patrick Berard, the rate of achievement On average, it's 84% of the variable performance target performance, which accounts for the fact that The variable performance has been set to €650,000 and not the maximum amount of €780,000 which is evidence of the fact that the board sets the performance goals Of the group and of the directors without any complacency At the highest level possible each year, and we are very ambitious about that. Every year practically every year, The achievement rate is slightly below 100%. This is our goal. It's not because The director's performance has not been sufficient. It is because the achievement goals have been set at a very ambitious level. We have to also note that Patrick Derain in 2019, and you have approved that With the C and P Expose, had been allocated 100 and 1,000 shares, dependent upon his performance and his attendance rate. And that's it. Now concerning the 2020 compensation policy, and it's a little bit more complicated Because what I've said earlier was not changed compared to previous years. Here, you have 3 columns, one concerning the compensation In the framework of the present, the existing terms of reference, which is going to on a pro rata basis in June, that is to say now, a second column which concerns the new terms of reference. And then Patrick Perra's compensation in 2020 as of the date of the shareholders meeting. It is going to be calculated on the basis of an average amount of the present compensation And the future compensation, the present terms of reference and the future terms of reference. You know the terms and conditions The previous terms of reference in 2016, 600,000 fixed and 780,000 in variable compensation. The annual target is 120% of the fixed compensation, And the variable compensation is 165 percent of the fixed revenue compensation. According to the new terms of reference, the Fixed compensation is going to increase slightly, only slightly, €700,000 which is below the average of the 1st quartile if you compare to other companies comparable companies in Europe. However, the variable compensation is going to increase to €910,000 Which will amount to a total compensation of 1,007,000,000 110,000. Now it's going to be 675, 820,000,000 for the fixed compensation, more than 800,000 for the variable compensation, Which will be a total of €1,522,950 for the total amount. This is the proposal that we would like to put to your vote. I think it is justified in view of the company's performance, such as Laurent Delabard reported to you earlier. We have a performance situation which can be described without any complacency as being very satisfactory. The performances have improved constantly For the past 14 quarters, and it has gone hand in hand with a complete change and reorganization of the group with digitization of the company. The point is to align The corporate management and the shareholders' interests on the short term basis and on the long term basis. The Managing Director's compensation had not been changed since 2016. And therefore, We have decided that for the last period of his directorship, It was necessary to slightly review upwards his fixed compensation and to increased significantly his variable compensation. But let me reassure you, all this remains Very reasonable, and we have made a benchmark with the SBF 120 companies, the stock exchange comparable stock exchange companies. And this level of compensation is in line with our constant compensation policy. I would like also to add that Patrick Berard has proposed to the board to give up for 2020 to give up the increase of his fixed and variable compensation increase. And if you should accept this increase, it will not be paid to Patrick Berard because he has decided to give up this possible increase in his variable and fixed compensation. He has decided to give up those increases for 2020. He has also decided to give up 20% of his fixed compensation as of the 1st April 2020 in order to show solidarity with the employees of the group, 1st of all, and with the shareholders of the group because the performance of the group has been affected by the crisis in 2020. Now those are the resolutions that are proposed to you and that you should vote on. Next slide. Let me recall the objectives that are contingent on the variable compensation. There is no change. For 60% Of the total weighting, those are financial objectives and for 40% non financial objectives. First of all, we have to continue deleveraging 30% of the compensation with a priority given To the safeguard of the group liquidity, half of the weighting, 15%. And also, We have to guarantee that the overall debt gearing is safeguarded. The second objective is the continuation of digitization measured as of the percentage of digital sales in the total sales, 30% of the total weighting with a penetration figure for 2020, which has already been set And which will be give rise to an ex post communication. Now second Part of the objective non financial objectives, 40%. The Business continuation plan, 15% the corporate responsibility policy, 10%. CSR criteria, including a health criteria related to the pandemics, including for 2020, goals that should be in compliance with the Social Corporate Responsibility, and this is described in what we call the registration document such as it has been amended. We have also added in the non financial objectives A more and more important part, which is the quality of our relations with our strategic suppliers, 15%. And I would like to stress that even though it is non those are non financial goals, They are not discretionary or optional goals. We have to add quantitative measurement instruments. And this is not about the subjective assessment of a non financial Performance of the management. Now this is what I wanted to tell you today. Now I would like to recall that the performance share plans are, of course, subject to very demanding performance criteria. And as you can see that those goals have never been achieved 100% in spite of the quite satisfactory performance of the group. And those are related Two obligations to retain the shares up until the end of the terms of reference, so onefive of the shares. There are, of course, layoff indemnities in case of early termination with a 20% cap, increasing all the provisions including the noncompete provision. So we do not want to make an exception to this cap concerning the termination of duties Indemnities. And as of now, Patrick is not going to have this termination of duties indemnity Because his work contracts, his labor contract, which has been suspended during the term his term of reference include similar conditions in case of departure or termination of duties. And there's a cap For this compensation at a lower level than the level that he would be entitled to if in other circumstances. Concerning his retirement scheme, he is entitled to Article 82 Of the CGI. And I would like to add that he's not Eligible any longer to Article 39, the Article 39 scheme, he is not entitled to additional Entitlement since the 1st January 2020. He when he at the end of the term of reference, he will be entitled to the Article 39 conditions, but not on the basis of the extension of these terms of reference. Concerning the long term action plan, nothing has been changed. Same or the long term share subscription plans, it's exactly the same terms, Same duration of 26 months, nothing has changed in the least nothing new concerning the performance share allocation plan. Of course, I'm available to answer all your questions about The compensation resolutions. And I'm going to give the floor back to Laurent in order for him to present the auditors report. Thank you very much, Francois, in light of the health situation, on behalf of our auditors, KPMG and Pricewaterhouse, I will convey their findings in the report For the financial year ending on the 31st December, as regards their report, the goal is And mission is to have a reasonable choice of the sincerity, regularity and the faith Image of the accounts overall and to make sure that they don't contain any significant anomalies. Our accounts, their approach is adapted to the organization and to the activities of the group and is focused on verifying Regular operations, exceptional operations such as disposals, restructurations and operations And financing and they have also reviewed the impact of the IFRS Standard 16 from the 1st January 2019, their conclusions have been presented in the Audit And the Risk Committee and to the Board of Directors on 12th February 2020. In accordance with the provisions of the Code of Commerce, the Auditors have highlighted the key points in relation to risk of significant anomalies. As regards the consolidated accounts, they have evaluated the recoverable value of goodwill and other indefinite life intangible assets And other aspects. They have expressed an opinion without reservation, both On the consolidated accounts and on the annual accounts, in light of specific checks, they have no Observations to make as regards the sincerity and the concordance of the accounts, They are convinced of the exactitude and the sincerity of the information relating to remuneration and To benefits paid to corporate offices as well as to the consensual commitments in their favor and the Different information relating to the holders of capital or voting rights holders. As regards the regulatory conventions and application of the Code of Commerce, they Have advised that the modifications to the retirement commitments of Patrick Berra and his capacity As General Director of Rex LSA, They do not have Any observations to make as regards these on the allocation of Free stocks or stock options. They don't have an opinion on emitted Capital in light of the conditions in resolutions 18 or 19. An additional report will be submitted By the board on the use of these delegations. I will now hand over to Sebastien Thierry, who is going To read the resolution submitted to vote and the result of the vote that was done ahead of the actual Meeting in light of the unprecedented situation. Thank you, Laurent. I will present to you the results of the votes on each of the resolutions. I will point out that the approval These requires 2 thirds of the votes of shareholders voting By post or by Internet, and that sorry, it requires a majority For the ordinary meeting and 2 thirds of the votes for the extraordinary meeting. The first resolution on the corporate accounts with a loss Of €40,542,953.82 resolution adopted. 2nd resolution regarding the approval of the consolidated accounts with a profit of €203,800,000 resolution adopted. 3rd resolution, the loss of 14,552 €1953.82 to be carried forward, resolution adopted 4th resolution, resolution regarding The regulatory conventions in Article L22538 of the Code of Commerce have been specified that the previous information relation to conventions agreed and established by The auditors specifically relating to the payments and retirement entitlement for services defined services for the benefit of Patrick Perra adopted 5th resolution relating to approval of freezing the retirement entitlements of The defined services benefited by for the benefit of Patrick Repera, resolution adopted. 6th resolution relating to the remuneration policy applicable to the Chair of the Board of Directors for 2020 vote ex anti, resolution adopted 7th resolution relating to the remuneration policy for the directors for 20 20 vote, anti vote adopted resolution adopted 8th resolution relating to the Payed policy applicable to the General Director for 2020, resolution adopted. 9th resolution relating to Section 3.2.2 2 of the registration reversal registration document for 2019 as amended Remuneration of Corporate Offices for the year 2019 resolution adopted, 10th resolution relating to payment for Mr. Ian Meekins paid or attributed under 2019 vote ex Post, resolution adopted. 11th, resolution relating the remuneration of Patrick Perra, paid or attributed under 2019 vote ex Post resolution adopted. 12th resolution with the aim of ratifying the co optation of Madame Brigitte Cantalouba as a Director for the duration Of the mandate of her predecessor, until the Annual Shareholders Meeting For the accounts closing on 31st December, 2019, resolution adopted 13th resolution, the renewal of the term of the administrator The Director, Madam Brigitte Cantaloup, for a period of 4 years, resolution adopted, 14th resolution, renewal Of the term of office of Mr. Ian Meekins for a duration of 4 years, resolution adopted. 15th, resolution, renewal of the term of Director Mr. Patrick Brauf, for a period of 4 years, resolution adopted 16th, resolution authorizing the implementation by the Board of Directors of a program For buying back stock, resolution adopted 17th resolution regarding the this now we enter the extraordinary Shareholders Meeting 17th resolution relating to the possibility of reducing share capital by canceling Shares resolution adopted 18th resolution allowing the Board of Directors to freely to allocate freely shares to members Of staff employed members of staff and to corporate officers resolution adopters, 19th resolution Allowing the free allocation of stock to members of staff and to corporate offices of the company and its subsidiaries Who subscribe to a employee shareholders program of the group Rexel Resolution adopted, 20th resolution allowing the emission or removal of Differential options for the benefit of subscribers to a savings scheme, a resolution adoption, 21st resolution allowing the emission or removal of preferential options are reserved for specific categories to allow the realization of Employee Shareholder Operations Resolution Adopted 22nd, Resolution relating to modification of Article 10 of the Statutes. Article adopted 23rd, resolution relating to modification of Article 14 of the statutes To nominate 2 directors representing employees when the number of directors above 8, resolution adopted 24th, resolution modification of Article 17 For the Board of Directors, take certain decisions by written consultation within the boundaries set by the law resolution adopted, 25th resolution relating to modification of Article 19, raising the age limit for the functions of the General Director from 68 to 70 years resolution adopted 26 resolution, modification of Article 20 changes to the new less than regulatory provisions, the attendance fee is replaced by remuneration resolution adopted 27th resolution Relating to modification of Article 22 of the statutes to bring them into line with the legal Conventions and new legislation and regulatory requirements adopted 28 resolution giving Powers for the legal formalities adopted. And now we come to the final word from Francois I thank you all. All of the legal requirements having been completed, I thank you for your participation. The management of your company has not been shaken by this crisis, and we are tackling this with A greater and stronger energy than ever. We are going to ensure that, as they say in Chinese, this crisis