AGM 2019

May 23, 2019

Three regions of activities, Europe, North America, Asia Pacific, €13,370,000,000 is in sales, 55 percent in Europe, 36 percent North America, 9% Asia Pacific, 1,000,000 plus electrical products available, 500,000 orders processed per day, Nearly 2,000 branches, Rexel supports its customers in managing their business. In 2018, Rexel hits 650,000 active customers around the world, 3 end markets, 25 residential, 45 commercial, strategic roadmap based on 3 value propositions, Proximity projects specialty. Proximity, 65 percent of group sales. Projects, 20% of group sales. Specialty, 15% of group sales. 50,000 products available on next day basis. Multichannel approach, customer, outside sales rep, call center, tech center, web configurator, Applications, Innovation and Digital. In 2018, EUR 2,100,000,000 in digital sales, 16% of total sales, 15.5 percent, an enhanced e commerce platform, 1,000,000 unique online visitors, digital application designed for each customer issue, each market. Sustainable Development. Three objectives for 2020. Double our sales and product services, reduced by 30% gas emissions, 80% of direct purchase for Group, Rexel Foundation. More than 70 projects have been initiated by the foundation, 165,000 Good morning, each and everyone. I'm sorry for my French. I have difficulties remembering what I learned 50 years ago. For those of you who do not know me yet, I am Ian Meekins, the Chairman of the Board of Directors of Rexel, And I'm very happy to welcome you for the Annual General Meeting of the company's shareholders. Next to me, we have Patrick Berra, CEO of the group Laurent Delabard, CFO of the group Francois Herault, Vice President and Independent or Leading Independent Administrator, Interoper Directors And Sebastien Thierry, Secretary General and Secretary of the Board of Directors. I now open the meeting. First of all, we need to set up the Bureau of the Assembly. I will be chairing this meeting. The Two shareholders, Rexel Axoneria Classique France, represented by Mr. Jacques Rouget And the other fund, Rexel Aksionaria Classique International, represented by Peter Ammann, attending and have accepted are appointed as scrutineers. Sebastien Thierry will be the secretary. PricewaterhouseCoopers and KPMG audit, our auditors for the companies are attending the meeting. The attendance sheet allows us to note that we have reached the quorum of 1 5th of shares having a right to vote for the ordinary general meeting and the quorum of 1 fourth of shares having a voting right for the extraordinary part of it. Consequently, I declare this meeting regularly set up and it can validly deliberate. All the documents planned by law have been put on the Bureau of the Assembly. These documents have been made available to the shareholders, the head office of the company and have been also put online on the Rexel's website within the lead time planned for by the legislations and regulations. For simplicity concern, we will not be reading the Following reports, the management report of the Board of Directors about the activity of the company and about the consolidated Annual financial statements. The management report is including the report of the Board of Directors about the company covenants. The reports of the Board of Directors on allocated free shares and on stock options The report of the Board of Directors on the draft resolutions. I will give the floor to the auditors So that they can introduce their respective reports, we will be available to answer all your questions. I would like to remind you that the Annual General Meeting of Shareholders has been convened In order to rule on the agenda that has been mentioned on the convening notice published Abi Ballo And in the convening notice that was being sent to you, this agenda is also mentioned in the convening brochure That has been given to you at the entrance. And I give the floor to Parikh Berard, CEO of the group. Thank you, Ian. Good morning, ladies and gentlemen. I have to introduce the activity and the profile of your group of Rexel. But before any further ado, I would like to introduce again and mention the evolutions that the Executive Committee experienced During the year, as you can see on the two blocks, we still have a balance between operational people and the functional part of the group. This time, we have Wait from the operational sector, the new members who joined us. So let us talk about changes right away. Pierre Benoit, Director General for Belgium, Netherlands and the UK. Benoit joined us, has a long history with the group, long history of performance. He knows the job very well And he's been giving us the honor to join us for this somewhat complicated part given Brexit for this part of the world. Roger Liddell from Canada, who is strengthening the North American presence as Jeff Baker was already a member of the Executive Committee representing the U. S. And Roger Little is now reinforcing this part of the world, which for us is The strategic part. Natalie Wright, she joined the group in 2017. She will still be in charge of IT and digital transformation for the group, but she has also now the responsibility of the 3 Nordic countries for this Nordic area, I. E, Norway, Sweden and Finland. Next to me, we have Laurent Delabat, our CFO, is the guarantee of the financial integrity of the group, Sebastien Thierry, who is the guarantee for all governances and they are quite numerous and is also guaranteeing the good practices of governances inside the group further to its function As Secretary General and Secretary of the Board of Directors, Frank Wartmann, who is in charge of the development of a Rare wealth of the group, I. E, the resources human resources we will need for tomorrow. So this has been the change or have been the changes in the Executive Committee. On this slide, you can see that we did what we say we would do. We have had disposals of assets. Some geographical areas were closed either because market conditions or our performances were not helping us to have a long standing presence and a profitable presence in these countries. So some streamlining took place over the past few years. Sometimes it was difficult, but We delivered what we promised. In other words, a withdrawal from some areas, Asset disposals and the €650,000,000 decrease in revenues did bring the 25 basis point results that were planned. Of course, we are remaining very much cautious as regards our portfolio management that is important for any International Group, 2nd pillar. We're moving forward. We're having good results in the U. S. Upturn with a change in model. Because we were having national brands, now we have regional structures, multi brand structure with a progressive rolling out. But There has been a stronger empowering for each regional manager in order to optimize the constraints experienced in the U. S. Today, which are different on the West Coast or East Coast, North, South or in the central territories of the U. S. Here, we have an important growth factor. We will be dealing or using the wealth of the former brands regrouped into regional companies. This will be an impetus for our development. We also invested in stock, In agencies, in human resources and progressively, we have been able to see a speeding up till last year and the beginning of this year, an upturn in organic growth. There are also restructuring necessary ones that were carried out last year In some countries, Germany, Spain, also partly in the U. K, we had to Simplify the basis of our heritage, we needed to make choices in the industry in Germany. 1 single company regrouped for the U. K. In order to pick up during this year. On the next slide, this model is showing that Another promise that we made more SKUs, more customers, more SKUs, More customers, more products for each of our customers. This pillar of our strategy was really implemented. It is operational today. So we Our bank and your company is now having an organic growth. 2nd, it had to be done while improving the profitability. So we do have these 2 components, organic growth And profitability, of course, all this means that we can have a logistics efficiency that is better anchored and focusing on customer satisfactions because otherwise, there wouldn't be any improvement in profitability without improving customer service. I've already mentioned the managing team. It has evolved, but it's also evolving in countries. And managing people in countries means that we want to develop local skills and competencies. This is for selling methods, for Supply methods, we want to improve the relationship we're having with our suppliers while having a very specific knowledge of our customers Through the digital tools, we'll come back to this later. And of course, and I've just mentioned it, there's the digital sector. What is the share of Connected object, and this is a priority for our company. We need to move forward on that. We first needed to lay the foundations. We needed to prepare the tools, The people, but a huge effort had to be made with our customers so that they can change the way they interface with us. So we are doing this for more than €2,000,000,000 and the figures are increasing every day. And we don't do anything in B2B distribution without having privileged relationships, Well controlled relationships with some leading suppliers and emerging suppliers, Leading suppliers because we need to have a certain volume, we need the strength. We should be able to work with them on all new technologies emerging suppliers because in this world of electricity where the digital technology has entered, there are many new products, many new solutions, Connected product, IoTs, and they are arriving not only through leading suppliers, but also with emerging suppliers. So it is a combination of these that no doubt will create the future of the company in its product offer, in its service offer and this, of course, with skillful people. On Slide 7, of course, you can see the trends. Whatever said with words, Figures speak for themselves. All the growing trends for sales for constant number of working days Like for like basis are still developing. The EBITDA, of course, is in line. The net recurring result, Similarly, our return on capital employed. Well, this is something that is dear to us really Because after some years in different capitalistic structures and given A period of more complicated results, we were below a minimum threshold so that your money Remuneration, the WACC was a kind of a benchmark for us, so we need to go back onto these territories. And for the first time, we are back with 7.8%. The adjusted EBITDA margin, you know it, And the improvement in our debt ratio since the financial market are looking at this criteria, we wanted to decrease this ratio that was part of a starting contract. We still want to lower it with time in order to be less sensitive to the ups and downs in economic situations. I will now give the floor to Laurent Delabard, who is going to introduce the financial results, And I'll come back later on to talk about other aspects about the company's development, future of the company and the social components, environmental components of our business. Thank you very much, Patrick. Good morning to you all. Let's go now into a little bit more detail As we review the financial results for 2018 on Slide 9, we present our performance for the entire year 2018, we have achieved all of the objectives that we set for ourselves at the start of the year. So sales come out at €13,400,000,000 an increase of €3,500,000,000 for the same number of working days representing growth across all three geographic areas. The gross margins was overall stable 24.7 percent, representing solid performance, a robust performance in the current context. EBITDA is adjusted has increased by 6.1% with a margin of 4.6%, which has grown by 10 basis points Like for like, this growth is the result of a combination of a positive volume impact and Strong successful cost control as well as being offset by inflationist impact as well as continuing our investment in future growth. So recurrent net Income has increased by 12.8 percent to €328,100,000 And And we have also seen a decrease in 17 basis points of our debt ratio for 2018. Slide 10, let me just present To you, our increase in turnover for 2018 from our published results, our increase in sales in 2018 has increased 0.5%, thanks to a positive increase of 3.5% in sales for the same number of working days and a Positive calendar impact of 0.3%. This has offset 2 negative effects: the impact of changes in consolidation scope of 0 point 7% as a result of disposals in Southeast Asia and the exchange rate impact of minus 2.5%, largely due to depreciation of American Australian Canadian dollars as well as of the Swedish krona compared to the euro. On the next slide, you will see for each of our major geographic zones, the change in sales for the same number of working days on a constant basis, which has increased by 3.5%. If we begin with Europe, this is represented, as indicated In the chart on the top right hand corner, 55% of the group sales for 2018. Sales have increased by 1.7% on a constant basis and for the same number of working days. For France, which represents more than 1 third of our sales in Europe, has seen growth of 1.7% across the whole year. We have benefited fully from the improvement in the overall market, notably residential and Industrial, which have won market share in the second half of the year. As a result of reorganization in Germany and the United Kingdom, sales have fallen respectively by 6% 4.8%. The other European countries have done very well overall, like the Nordic countries, which have grown by 4.4%. If we move now to the other side of the Atlantic, across the pond, we have North America, which has been very much a driver of growth in the group with 36 percent of our sales in 2018. United States shown growth of 6 9% in 2018, thanks to initiatives that have been undertaken over the last 2 years, which are now bearing fruit. This includes improvements of customer service With the availability greater availability of products, notably, thanks to growth in our stock of around €160,000,000 over 2 years. This strong growth is explained partly by the deployment of our regionalization strategy and opening 48 new branches, which has contributed about 2% of our growth in 2018. Finally, Asia Pacific, represents 9% of the group's total sales in 2018. The situation has improved here as well, especially in Asia, where growth comes out at 10.7%, thanks to all of the countries, including China, where activity is very much on the right track. If we look at the next slide, looking at the consolidated accounts, I've already gone into detail about the top line sales with almost €14,000,000,000 The Trading margin for the year has been set at just over €3,200,000,000 I mean 24.7 percent, representing almost Stable margin compared to 2017, thanks especially to North America and Asia Pacific. Our operational cost, including amortization, has proved by 13 basis points by percentage of sales, and this shows that we have a good cost control in the context of continuing investments. Our EBITA margin adjusted margin has increased 13 points base points at 4.6 percent of sales. Our EBITA adjusted value is up at EUR 6 0 and €8,300,000 in 2018, that is growth of 6.1%, in line with the objective communicated initially as between 5% 10%. Slide 13, we look at the lower part of the Balance sheet, we can see EBITDA adjusted EBITDA at €608,300,000 up 6 0.1%. The published amount was the published figure was 600.4 €1,000,000 up 1.1 percent over the previous year as a result of an increase in the cost of copper. Other products have a negative amount of €174,900,000 and increased restructuring costs of €82,500,000 largely linked to reorganization in Germany and Spain as well as the depreciation in goodwill of around €62,000,000 largely in Northern Europe. For 2019, we expect to see restructuring costs coming closer to the normative rate of €45,000,000 to €50,000,000 The net financial charges have improved at €100,600,000 This reflects a fall in the net interest rate on our gross debt of 2.81 percent, thanks to recent refinancing operations. We've also seen an increase in our Tax on profits at €157,000,000 In 2017, there was exceptional gain In this area, as a result of the fiscal reform in the U. S, in 2018, our tax rate is 50 8%. This is considerably higher than our enormous rate of 33% as a result of the nondeductibility of the exceptional Items that I mentioned earlier. For 2019, we expect to see a normative tax rate It's closer to 33%. The net income increase is €152,300,000 an increase of 45.6%. Our net recurrent income has increased considerably to reach €328,100,000 an increase of 12.8%. On the next slide, 14, you can see the Cash flow table. The net cash flow over the course of the year after interest and taxes has improved by €11,000,000 to €191,000,000 As a result, of the free tax flow available before interest and taxes in EBITA is set at 51%, which is below our historic ratio because Of our the implementation of our strategy of increasing stocks in the U. S. And restructuring costs, notably in Germany, We foresee a conversion rate that is closer to our historic level in 2019. Our net debt has fallen by around €11,000,000 to €2,300,000,000 also again as a result of a negative impact of exchange rate. A necessary part of this presentation before we look at the corporate Accounts of Rexel S. A, the operating revenue is up in 2019 by €2,500,000 largely due to invoicing of services to subsidiary companies. The operating costs are at €11,700,000 down compared to the previous year in 2017. There was a nonrecurrent cost linked to the issuance of bonds of €9,300,000 in 2017. The financial result reflects net charge financial results reflect net charges of minus €19,300,000 compared to a net charge of €46,800,000 In 2017, the difference is the result of early repayment premium For borrowing in 2018, whereas in 2017, this was impacted to a level of €24,700,000 Corporate taxes represented probably €54,400,000 As a result of the integration, the tax and fiscal integration agreement, Rexel will cover The taxes for the group as a whole, this is, of course, the parent company of the integrated group. As a result, the net result of the company Rexel S. A. In 2018 has been profit of €26,000,000 This is a smooth transition before we talk about the Q1 for 2019. Closing the review of the financial year of 2018, I will propose dividends for the year that has just ended to be paid, subject to your approval on the 5th July. The amount that we put to you for approval is 0.44 an increase of 2% compared to the previous year. This is totally in line with the stated policy of distributing 40% of the recurrent net income, as shown on the table, with a distribution rate in 2019 of 41%. This dividend will be paid entirely in cash, which will avoid any kind of diluting effect For you, our shareholders, the yield comes out at 3.6%, 10 point €76 at the closed business yesterday. So this is the end of the overview of 2018, and I just that we now look at the Q1 of 2019, which was made public on the 30th April last. Slide 18, we are looking at the sales of the first quarter, an increase of 4.2% compared to results end of 3.1 percent, a comparable scope reaching €3,300,000,000 This is our 10th a consecutive quarter of growth for the same number of working days. Over the course of the quarter, there has been a positive impact of the exchange rate of 2.4 percent, thanks to the appreciation of the euro compared to the dollar, Offsetting a negative impact of a change in scope of 0.4% and a negative calendar impact of 1%. This impact will continue to be negative in the second quarter at minus 0.5% and this will be reversed in the second half of twenty nineteen. This impact of the calendar will be negative on the adjusted EBITA growth of the first half of the year, which we estimate is around 2%, which will be reversed across the group in the second quarter. The contribution of copper has been unfavorable at 0.5% for the 2nd consecutive quarter. This change should be improved in the second half of the year. In Slide 19, you will see that we have registered an increase in sales in 2 of our 3 geographic zones in North America, which represents 37% of our sales and for the same number of working days, there has been a Strong increase at 8.5%, largely due to gains in market share and the result of initiatives undertaken over the last 2 years. In Europe, which represents 55% of our sales, growth for the same number of working days has been 0.4% or 3.4 percent if we adjust for the impact of the closure of branches in Germany and Spain in 2018. In Asia Pacific, sales are down by 1.9%, but represent an increase of 1.9% So adjusted for the impact of the disposal in April 2018 of the Industrial Automatics Rockwell In Australia, our sales have strongly increased in China by 8.2%. Finally, Slide 2020, we look more closely at the scheduling spread of our Debt repayment as a result of the refinancing occurring in the end of February, we have refinanced successfully Our debt for 2023, thanks to issuing €600,000,000 of bonds for 2.75 percent reaching maturity in June 2026. Thanks to this active refinancing strategy. We don't have any Payments before June 2024 and the average repayment period has been extended by 6 months to reach 4 years. This refinancing has also allowed us to optimize our financing cost and to mitigate the slight increase in the interest rates in the short term. I now give the floor to Pasi Berhard. Thank you. Thank you, Laurent. Ladies and gentlemen, the company your company is in a buoyant market. Since there is a resilience of requests, need and resilience of solutions. So this is something that we sometime forgot to look at closely, but today the multiplication of electrical usages is and replacing thermal aspect to electrical aspects whether in factories, in mobility, In residential buildings, well, this is still moving forward, thus creating a very substantial underlying aspects for the future trend in all countries. And of course, Rexel is playing a key role and will be playing a more and more substantial role among professional installers, users, upstream users and the supplying of energy made by energy companies. Then there is a second underlying factor that shouldn't be neglected. The progressive development of decarbonation, we may question the production of energy, But it is most of the time leading to a very advantageous factors, well regulated objects, Well, measured objects located at the right place with the right sensors, all these enable us to really move forward in looking for decarbonated solutions. The Internet of Things, a topic that has been making headlines recently, There aren't many much being used, there aren't many being used, but these are being developed for daily comfort. Conversely, something we do not see, but it is key for Rexel. It is the Internet of Things, but for the industry, The so called Industry 4.0, all objects being connected among each other. We are also to mention 2 other trends that will be key for future markets, mass effect and electronics in products that were just on and off products in the past. All this type of regulation and the use of electronics is leading to different price trends and accessibility availability and accessibility for products. So these products are turning into a mass market, thus leading to a decrease in the price of components. This is much favorable for the Different types of uses, multiplying usages means multiplying markets, leading to more clients and more SKUs. And of course, all this taking into account Safety and security standards where electricity is playing a key role, where electrical current can be upheld through various detecting equipment, reading information, turning off a machine and so on and so forth. So today, we are witnessing structural long term trends that are very much favorable to the basic Business of Rexel, I wanted to say this because what is the job of an electricity company? Well, for us, it is usages, products that go with its uses And we are witnessing very deep trends for the next 10 years, and these are the most buoyant on the market. When we look at the next slide, The question is, what did we choose to go towards a situation where we can profit from this Basic trend and as rapidly as possible. On the lower line, the perform line, you have all the actions we described To have a new management team, more clients, customers, more SKUs, asset disposals, as I mentioned earlier on, A reorganizing for the U. S, a price strategy to go back to profitability, new relationship with suppliers, something very much constructive for the long term restructuring in Germany, in Spain repositioning of our activities in China and so on and so forth. And of course, we'll continue having an active management of our portfolio to optimize value creation for our shareholders. At the same time, what about the future? And this is for the upper curve, the future. What is going to relay our improvement in time is, 1st and foremost, What are we going to do with digitization? We have a huge database about products, about customers, about usages, about possible replacements. We have this data every day. For just France, we invoice a 1000000 of orders. So there is a consumer profiles. You have usages, mix evolutions, all this knowledge that can be acquired through data. And this is being installed in the company because we made investments, we recruited the right people and we made the deliberate choice to really understand what was available to us to give it a structure and to turn it into an internal model for the company first in order to be more relevant, more customers, more products, more SKUs, better service. As for the digital sector, we measure surveys through the Net Promoter Score. We measure this in agencies, the web, Everywhere where there are opportunities because it is a permanent obsessional data for our company. Robotization that has been entering many countries, more mechanized, automated management of stocks with more modern tools, finer stock management, thanks to this automation. And as you can see here, A company being managed through data, that's all the data I mentioned. Part of our sales force are manage with tools, with time management, right presence with customers. So this is our model in the market, the way we want to touch our customers, the way we want to be on the market, and this can be transformed by our data and those of our clients. Now improvement in our monitoring, I talked about the Net Promoter core, it is a tool to measure our activity, to correct our defects. So today, these tools were not with us 2 years ago. We are using them. We train human resources to use them a lot so that these are an element of a professional DNA. So it is this transformation our transformation. It goes further, of course, Because today, we are starting using not just data in a statistical way and intelligently, we're using it in a predictive way. We're using it also in order to have a business knowledge to how to replace a product by another one. So you can see that there is an evolution model in an evolving market. So first, we needed to transform the company that is very much solid on its foundations in order to be able to go towards this transformation. So while when I'm looking at the short term, a little bit further on a very buoyant market, we can see that this transformation of our model that we're doing now is putting us in a very healthy competition position. On the next slide, We'll see the allocation of capital given these choices. We can't do everything, and we need to respect some balances. So today, Growth of profits being reinvested for this digital transformation. For 2 years, it's been footprint agencies in the U. S. There were restructuring costs and now we need to develop the digital sector on a more generic and global sector is not one country doing it and the other country is waiting. No. There should be a leader and then All countries are to deploy. It shouldn't always be the same leader. Then there's a dividend policy. For the past 3 years, it's been stable, predictive, corresponding to the criteria that Laurent described, but a minimum distribution level of 40% of the net recurring result and we delivered on that. We continue decreasing our debt. And as Laurent said, We have a decrease in our debt ratio apart from acquisition mergers, if somewhat to be made. But first and foremost, we want to reduce this debt ratio, the objective being to reach levels that make you, our shareholders, more comfortable. And of course, In a selective way, on quality objects, in the digital sector, There could be acquisitions or JVs. So we need to be very much open on that. There's nothing in the pipeline, but we are looking everywhere because this is really part of how to transform a company in the digital sector and to acquire something that we wouldn't have developed ourselves. Then I also have to sum up the perspectives for 20 2019, this is the 1st year of the pathway I've just described. Like for like, we decided to have a growth in sales in between 2% 4% outside the unfavorable effect of 1% coming from the closing of agencies last year in Germany and Spain, an EBITDA growth that has been adjusted between 5% to 7% such guidance and a continuation of the improvement of our indebtedness ratio, net debt on EBITDA. So this is what I wanted to tell you. And I will now talk about a company or corporate responsibility. Corporate responsibility, this is also A key element for the success of the group. One element because there are 4 pillars. There is ethics and integrity. We also have values with an increased vigilance duty. The world is changing. International markets are also more and more complex. Thus, there are rules, there are charters, there are trainings, And these are really necessary. They can be measured and checked for each and every one of our employees. In terms of ethics, good practices and in terms of integrity as well, We won't compromise on these topics. All new collaborator is receiving a kind of ethics kit. All existing collaborator has a minimum of training sessions to go through against corruption, against or for competition law for the right management of people, gender equality, respect of others, of generations and so on. And all these topics today I'm not coming from projects, but they are one element of the daily DNA of our Collaborators. We're living in a changing world. There are traditional people, there are suppliers, newcomers, Other coming from other industry, not everyone is having the same understanding of these values, ethics and of the of global trade. So it was important for us to have our own DNA on that. And I think that we're moving forward with a lot of willingness. Then there is the extra financial performance. In other words, I said so verbally. It is mentioned here on this slide. You have the charter, the reference, the ethics guide, Charter, awareness building and the respect of all cases that you can find here and there Inside the company, outside the company is being considered as references or non references cases. Now the involvement of our employees. This is a complex topic, how to attract and retain talents. In a country like France, we're just saying that with 10% unemployment, we would always find people. Today, even if it has been lowered somewhat, it's difficult to find the right people. So a lot of promotions In internal mobility, a lot of work for training. And as for now, we have 7 job offers on the Rexel job board in house. And similarly, this was roughly the same figures at the end of the Q4. People leaving us retiring and the arrival of a new generation, this is a permanent topic for one agency for one region for one entity for one country and this is valid for all countries. So management of performance, it is important for each and everyone to know that within the framework of this talent policy, what's Their performance was their future. So we committed ourselves to very high levels. We are giving them materiality. 80% of our employees had An assessment interview and I got from the HR department that he had to do these assessment interviews for those people reporting directly to me To favor the commitment and the employability of our collaborators, of course, we are carrying the section surveys. The latest one had better results than the previous one. 85% of our employees are proud to work for the company. For those who would have the opportunity to come from the outside and discover one agency that is a certain passion for the business, for products And for Rexel's DNA, I do think that this is something that each shareholder can be proud of. We considerably increased the number of training sessions. There was a deficit for the sector, A deficit in many different balances in skills, in gender balance, in all training sectors. And when people come to us, we have a generational issue, not enough young people being trained. There's a gender imbalance Because we have a majority of boys in training sessions, there are also geographical imbalances. We do have, I would say, Some deserts in terms of people available for electrotechnics, whether Whatever that level of education up to the engineering level, so we decided to invest more ourselves. And 24,000 of our collaborators have been trained in 2018. That's up 20% and 824 trading modules developed. We have technical training, training on environment, on IoTs, on solutions and on how to use digital applications. So a lot of effort is being made. This will be the case for 1, 2, 3, 4 years as we want to privileged internal development, training and the transmission of our company. And then there's also the topic of diversity, inclusion and Equal opportunity for all. We have clear commitment for that favoring an inclusive working environment and of the well-being of the group's collaborators. These words 5 years ago were absent inclusion. This is a word that is much present today. It is key really. This is not just vocabulary. We need to talk about that freely. We should ask the right questions And many of our collaborators do contribute to it with an element of pride. So the 4 pillars of corporate responsibilities to act with ethics and integrity, involve and support our collaborators, improve our environmental performance and promote responsible practices in the value chain already tackled on that, but these are under these four headlines. On the next slide, if I may have it, Environmental performance now. When you're working in the electricity sector, you're already in a place that is less severe in terms of problems for the environment than other type of fossil energies. Now some objectives are to be reached because an old electrical engine is highly consuming, Same thing for an old heating systems that is burning dust when you turn it on. So there's nothing more inefficient than a water boiler that is full of tartar really. So these are examples of their lives, but we are facing an installed a part of equipment that is not efficient from an energy standpoint. Our duty is really to Make a relationship with environmental development. When we install a new generation engine, When we replace a 200 liter old water boiler with 150 liter Water boiler that will never be full of tartar, okay? So our role is key in this market For energy and environmental performance, we set some commitments for ourselves. We decided to be part of the sign based target initiative. We really want to disseminate, communicate, Promote, we're not just a distributor. We want to promote efficient solutions and that our energy efficient in a chain of usages, whether it is for the industry, for residential buildings and so on. With little investments, there are there's a lot of new possible levers. Of course, We must be the best in class, so we need to apply this to our own buildings. And when I visit the logistics centers today where they had been looking for lighting variability, LED is very efficient With a decrease in intensity, where there are no operators, with zoning movements, with ups and downs, so of course, This is having an impact not just on the energy bill, but on environmental consumption as LEDs will last for 40,000 hours, so much longer than previous bulbs. Transport Optimization, What we did in that sector, continuing doing. Good news as from September, the Paris region will benefit from vehicles, vans that would be 100% Electrical or we'll be using liquefied gas, but no diesel, no petrol as from September this year. And will also favor a sustainable management of resources since we'll be going beyond regulatory obligations, but we still have a lot of work. We're doing a lot of work with expert companies. As for the collection of yard waste, electrical waste, The engine of a borer, electrical heater, there is no longer a landfill, but that are entering recycle or recycling activities so that we can recycle these waste and that they are not just landfill. This is for each and every one. And again, it is part of our DNA. In all agencies, you can see tanks for that for lighting, for electrical engines. And we are everywhere, that's true in Switzerland, in Austria, in France, we are part of a network for the improvement of environmental improvement, not just industrial, but it is true for all buildings and all collaborators. So that's what I wanted to share with you Regarding environmental performance, and of course, we need to promote practices, responsible practices in the value chain. I think I talked about that when I talked about our relationship with suppliers. We are closely assessing. We are measuring The progression rates with these suppliers, we do additional audits when we have doubts. We also look at how to create values for our customers. That's why we were given the gold standard by Covadis in 2018 On Energy Efficiency Solutions and Renewable Energies, we are supporting installers in development of good solution knowledge, not just What the final consumers think it's good to do, compliance and security of products for the users and final users. And of course, we want to daily monitor customer satisfaction. And Rexel is having its own foundation. It has a bureau. It is making choices. In the bureau, there are external members that are not members of Rexel, and they are making the choices What to do with the revenues and resources of the foundation? This foundation With great pleasure, we can see that the foundation supported 70 projects, more than 60 Partners committed themselves in projects where we're alone or just leaders. We also helped in reducing energy poverty. We supported 160,000 people, Citizens €1,200,000 of donations were made by the group, out of which €500,000,000 by the Rexel Foundation. In terms of and this is essentially energy poverty as this topic has imposed itself to us over the past 3, 4 years and this is really being developed. We have projects in Roubaix, in many other locations. It is not just To set examples, but I want to thank the collaborators and the employees of the foundation. When we are in Roubaix, for example, they are the agency in Roubaix, the regional employees. So Rexel's DNA is also being developed at the same time. So we also have projects in the U. S, in Auckland and elsewhere in the world. Sorry, I somewhat modified the agenda because I'm not Following my text, my collaborators had prepared small videos. There's one video about inclusion and there's a video about the foundation. I should have shown the inclusion video At the time of inclusion, and I'm sorry for that because they were really entitled to make this video so that you can appreciate. So You will have the first video on inclusion and the other one about the foundation. You can watch these videos. So what would you like to see for the women in Rexel? This is what we asked our employees. And there were 4 main themes that came out of this. Firstly, a working environment that is both empowering and collaborative. Balance between your personal and working life. They would like to see women in positions of responsibility. And they would like to the equal career opportunities based on skills and ability. Rexel is making a commitment in favor of diversity to create a working environment that is empowering and based on our spirit. We want to offer opportunities for career progression based on their skills. Rexel, A World of Energy. This is a wonderful video. I haven't it's all contributed And this is a direct testimony, ladies and gentlemen, our shareholders of the people who work for us. So before I hand over and we watch the next video on the foundation, I will just comment on what is also shown here, the environment and our energy projects with Rexel and the foundation together, performance that has been recognized already by a number of For international organizations and, extra financial bodies, 2018, we're very, very proud of what was achieved then. And obviously, progress continues. As you can see, everything is setting us On track for considerable improvements because these are extra financial ratings, which are, of course, very important to us. It is now perhaps time to watch the second video on the foundation. And I'm sure you are very Keen to discover this as I might. The Rexel Foundation For Energy Progress, our mission to promote access to energy efficiency for all since 2013. We have supported more than 70 projects in 20 countries, more than 60 partners. 165,000 people have been positively impacted by our work. There are 3 different types of program, solidarity program, social innovation. 30 projects supported. These have been led by associations and NGOs. Our aim to improve the living conditions for the most marginalized communities. How can we do this? Through reconstruction, professional training, Through Renewable Energies, our social innovation projects, we have supported 25 projects. These have been led by social entrepreneurs. The aim is to develop new economic models with a strong social Accompanying entrepreneurs. 3 of our projects are on knowledge. 17 projects have been supported in this area. The aim is to develop knowledge and awareness about energy efficiency. How? Through research with the University of California, Berkeley, Making available tools, guides and methodologies, webinar projects with the UN Foundation So there you have it. Thank you very much for your attention. That is it for me about corporate social responsibility. And I'm going to hand over to Francois Honore. He will talk to us about our corporate governance. Good morning. As you will see, this next section has seen some significant changes over the last year sorry, little changed in last year, not that we have been idle on that front, but we have decided to go for Constancy, we have abided by the same principles and the same rules Because you last year directly expressed certain things through your votes and also by way of the Specialized branches representing our institutional shareholders, you expressed very strong level of satisfaction as to how the company is governed. So we now have a Board of Directors made of 11 Directors, Ian, who you heard from earlier and who you will see again, myself as Vice President And Independent Lead Director, Ennen Phillips Independent Director, Fridt Pollet Independent Director, Mario Richter Independent Director, Markus Alexandersson, Non Independent Director And our first Civilian shareholder with more than 20 almost 20%. And also, makes a very quality contribution to our strategy and to Performance Control. 3rd Independent Director, Agnes Thorens also Thomas Parr, Independent Director Non independent director, Patrick Jean Julien Bonnell, who represents the employees. We also have a nonvoting director, Francois Bouc. This makes So 8 independent directors on our Board of Directors being 80% of the Board. There are 4 women making up 40%, which is in accordance with in line with the legal threshold, but we may, of course, surpass this In the future, and we have 7 members of the Board with the foreign nationality. This reflects the geographic scope of the company and also the desire to I have a governing body like the COMEX Executive Committee That draws the greatest amount of skills from all over the world without necessarily having to find them close to where we are in France. I think this is the most diverse board in terms of Origins for as a result of our major companies on the Paris Bourse, And this makes us very competitive. So the board met 9 times in 2018 with a participation rate that I would say is almost 100%. It was actually at, on average, 96%. And I think given the diary constraints, I think of individuals, it would be a bit difficult to do better than that. As Euronus has changed here, the audit committee It's led by Francois Frolique, And you also have the Appointments Committee and the Compensation Committee. We also have here the recommendations committee, the Compensation Committee, which met 8 times. The Compensation Committee, led by Ernesto Ren, met 7 times with a participation level of 98%. So there you have it. The governing bodies of the company Meeting regularly, they're very almost always present and have no Complacency whatsoever and quality of directors and contribution and level of participation. I've seen a number of different boards over the course of my career, and I think this one is truly Exceptional in terms of the level of service. As regards the other committees, in May 2018, you decided to renew the terms of the administrators, Markus of the Directors, Mark Sanderson, Ennafirgen and Marie Esther, for a period of 4 years. And the Board of Directors, So for its part, decided on 24th October 2018, that Fritz Royal The term of office, sadly, I would say, because I think he has been absolutely exemplary In his service, his term has reached its end. Unfortunately, due to the statutory limit, We have decided to appoint Francois Ook, who is here as the nonvoting director so that He can learn about the company. And so the board now proposes that we together appoint Francois Houck as Director and President of the Orders and Risks Committee in place of Fridze Froelik. So I will ask Francois to come and introduce himself. I think you will have to use a microphone if at all possible if you would like to have interpretation. Thank you. Yes, my name is Francois. Okay. Ladies and gentlemen, I'm very honored by this proposal that has been made in which you may accept, which consists in joining this Board. As Francois said I have been with the company since last autumn, and I have really been able to come very close to and really grasping the characteristics, professionalism, the characteristics of this company, professionalism, A spirit of conquest, I think, is really something that sets you apart, and I'm very, very proud to be part of this Adventure with a very competent board and an extremely diverse one at that. So what have I been doing up until now? Well, I've had 3 lives, 3 professional lives, if you will, up until now, which hasn't been very long admittedly. My 1st professional life, if you like, was in finance. I worked in the quarter of auditors, then I worked with a bank of the Suez Group. And Then at the end of my financial career, I joined the aerospace industry, which was absolutely fascinating, The ancestor of Airbus, and for about 10 years, I was Joint Director of Aerospace and Aerospace Metra. And so I participated to the consolidation of the Aerospace Industry in the 1990s. In the 2000s, the second phase, if you like, of my professional life, The merger between Aerospace Industries, EADS, as it's now known, And there began my 2nd phase of my professional life. It's now called Airbus, of course, and a very interesting period. We together made the 3rd largest aerospace group with the billions of turnovers, emblematic products and people who are just as passionate about what they do is here In 2016, for me, a 3rd professional period began because I took responsibility of venture capital group of Airbus. And there we able to invest in digital startups all over the world, notably in California and Europe and also in Asia. So today, I am going to continue along this The investors' trajectory because I am joining a private equity company to create and lead an investment fund In Digital Transformation Companies. So I have great admiration for what you do in Rexel. So thank you very much. Francois Houck will chair the Audit Committee, hence Foussaint, Based on his own introduction and based on the professional background of his, you Agree, I'm sure that we have chosen someone who has a strong track record of professional success in the company as a manager. He has a very strong Financial background, which within just a few months after his arrival, has allowed him to Chair the Audit Committee. He also has a culture of innovation, notably digital innovation, which is going to make him a great supporter of our own transformation. The renewal of Vanier Stourel and An affiliate's mandate is also submitted to you. It's not a renewal of their term of office, but a renewal of their participation because we have in our statutes, it says that it has to be renewed 1 quarter at a time every year so that we are entirely renewed subject to your approval at the end of each 4 year period. So if you vote in favor of these 2 renewals and 7 appointments, We will still have 11 directors, 4 of them will continue to be women and 8 of them will continue to be independent. We will have slightly fewer, slightly less, foreign directors. As regards the attendance fees, this has not changed since 2014 at 1 €315,000 In 2018, we decided to continue the attendance fee policy that is applicable for 2017. And so we put to you that this should be continued this year. For 2018, the attendance fees has increased compared to 2017, not because we changed the EU rules, I just told you that they haven't changed, But actually because the participation rate was very, very high, all of the directors completed a full mandate in 2018, whereas in 2017, there was a pro rata of duration and also in April 2018, we co opted Francois Houck as the Non Voting Director. So just a reminder here, I think if memory says I know that these are now sensitive topics, Delekont topic is that neither the Chair of the Board nor the Director General, neither of these 2 receive attendance fees. I'll just point that out Also a great deal of continuity again in 2018 for our corporate non executive corporate offices. So we ask you to vote on the principle of compensation for 2018. This is the exempted CNP. That is Resolution 6. And we ask you also to approve the compensation ex post for 2018, that is Resolution 8. We also have the DG Executive Corporate Officer. Similarly, you are asked to vote On the principal compensation, C and P exempted by Resolution 7 and also a conversation for 2018 Resolution 9. So let me now remind you about our compensation policy for the corporate Offices. For 2017 and for 2018, we set compensation For corporate offices, for the entire term of office, that is the principal amount. We decided we would this would not be changed over the period. You will see that this discipline has led to a result that I think it's a little bit frustrating for our DG because now their remuneration is at the bottom of the heap in terms of benchmarks and even below the 1st quartile of compensation for DGs of companies of the same size in several sectors, but this is the commitment that we made and so we will stick to it. We are Trying to take into account performance as much as possible. And it's for this reason More than 3 quarters of their competition is subject to performance conditions. And the specialized agencies that represent us tell us that we are quite exemplary in terms of the transparency governing Compensation, because all of the parts of the compensation for our corporate offices are made known, and that is Page 103 to 106 of the reference documents. The Chair The Board of Directors just last year has a set fee of 500 €1,000,000 which is in the median level. For Ian Meakins, this is slightly higher than median As a result of taking into account his career, his profile and also the involvement that the board expects or has expected from him, which I think goes beyond The usual limits of non executive director was not withstanding the The Executive Offices. Patrick Berard, EUR 660 €1,000 This again is below the industry standard, below the 1st quartile. So according to a report by Willis Towers Watson, our independent auditors at 770,000. If we had not made a commitment to maintain this for the entire term of office, we would have offered to increase it increase it this year, but we make a point of abiding by our commitment. So part of it is determined some part of it is variable And 75% of it is dependent on our financial objectives and 15% on Subject to CS sorry, digital transformation and 10% for TSR, dependent On the B2B targets, so 10% dependent on CSR objectives being met. The financial objectives can achieve a maximum result of 150%, And the individual proportion is capped at 100% of completion, and variable A proportion cannot go beyond 165%. Financial criteria for 2019 are increase in volume, 40%, then increase in EBITDA adjusted for volume 40% and the average working capital requirement of 20%. Previously, the weighting for these 3 objectives was 1 third each. This has changed. I think we wanted to increase the proportion of sales by volume because The growth of turnover for the company after several years where we lost market share in major markets, We felt it was important to really put that at the core this year and give for directors a bonus in line with the importance of that priority for us at this stage. But rather than having this To the detriment of our margins, we've decided to apply the weightings in such a way that we will only take into account the growth in volume only if we achieve our margin objectives by 80%. And so 40% The weighting criteria, that's what that is subject to. So we haven't taken any risks with The profitability for profitability, the extent the expense of growth in volume. So we proposed that the DG and the executive officers and above The executives, they also have performance Shares for the Chief Executive Officer, this is measured because the shares cannot go beyond the fixed and variable compensation. So this cannot reach levels that would be shocking, either internally or Externally, this is very important to us. This is why we have representatives on the compensation committee and the total number of shares attributed to the corporate offices cannot be greater than 10% of the total Envelope given to all beneficiaries. In order to be sure that these performance shares to your corporate officers do not Q their actions in the short term compared to the long term, they should maintain at least 1.5 of the shares acquired through this mechanism right at the end of their They're not able to share them sorry, to sell them over the course of their Term of office. We took account of some elements that made the headlines in Paris recently. Finally, I'd like to specify that Patrick Berard is receiving no compensation under his mandate, it is an exception to the General policy normally applied to corporate officers. But in his case and given his Age is career and since we maintained his retirement system and is the only beneficiary such a retirement regime that was closed in 2016, we decided that there wouldn't be any termination compensation. What does it mean in figures? Well, you have the table here. No surprise, no change compared to last year. This next table is for Ian Meekins, no change at all. And additional lines on this table for Patrick's compensation, he was granted 777, some €1,660 bonus Perks of 780,000 euros in kind were rather limited. It was just the car being made available and 100,000 performance share valued at €1,000,000 which is strictly restricting the cabin I mentioned earlier on. Total compensation of 2 €500,000 One specific aspect in the retirement system that Patrick is the last beneficiary today since it's been closed, he would benefit from a growth annual Retirement, if it was to retire today, that would be of €188,200 You can see this in the figures that it is not excessive nor abnormal And it is not according upon any comment, but of course, I'm available should you have questions about this topic. I will now ask Mrs. Amelie Vatel to read Thank you, Mr. Harrou. Ladies and gentlemen, dear shareholders, on behalf of the auditors, Prasance Water Co Audit and KPMG Audit. I'm going to report on our job on the reports of The financial statement closed December 2018. Summary, as for the annual and consolidated accounts, the objective of our job was Given the rules and accounting rules, a reasonable assurance about the sincerity, regularity and faithful image of the counts and that these do not have any significant abnormalities to do so. We use our diligence directly through our firms in our networks For all significant entities of the group, Rexel in France abroad, that's roughly 30 countries, our approach is adapted to the group's organization, to its activities and we want really to check upon current operations and exceptional operations as acquisitions, transfers, restructuring or financing operations. We also reviewed the impact of the first application of the new IFRS 15 and IFRS 9 standards, our conclusions have been presented in a report to the Audit Committee and the Board of Directors on the 12th February 2019. Furthermore, we have no observation to make regarding the sincerity and the concordance of the accounts With information being presented in the management report and in the documents made available to you, the exactness and the sincerity of information concerning Compensation and perks paid at 2 corporate offices plus commitments in their favor plus the various information concerning the identity of capital owners or owners of right to vote. On this slide, in compliance with the commercial code, We are mentioning the key points of the audits that may lead to significant abnormalities and these according to us were the most important for the accounts. For the consolidated accounts, that's the assessment of the recoverable value of goodwill and other intangible assets having a final durations and for the annual account, this is the assessment of the participation securities. So unreservedly, We have a positive opinion on all the accounts. Now special report, the first one is about convention and regulated Commitments pursuant to the commercial code, we were told that a commitment has been made on favor of Mr. Patrick Behra, CEO of Group Rexel, sorry. Your Board of Directors on the 24th May 2018 decided to retain the additional retirement for Mr. Berard for the remainder of his term of office. The other specific report are for capital operations that are being planned that has Resolution 14 to 2020, no observation to make on the causes and Conditions in the decrease in capital Resolution 14, no observation on the modalities to determine the issuance price for resolutions 2016, 2017 and 2019 and no opinion to make on the choices for the calculation elements for the issuance of capital issuance for Resolution 1520. And as for the conditions for Resolutions 1617, Additional report will or could be made when using these delegations by your Board of Directors. Finally, One report about the consolidated performance of our extra financial performance. These are social and environmental data illustrating the responsibility of the companies as presented to you. Our work enabled us to assess the compliance of this with regulations and the sincerity of this information So that we can have moderate insurance conclusion, we checked that this declaration is presenting the new required information as business model And risks to the group businesses, test was made for the consolidating entity and a sample between 16% 22% of key performance indicators and given these audits, we noted no significant abnormalities. Thank you for your attention. And I now give the floor to Mr. Sebastien Thierry.