Gea Group Aktiengesellschaft · XETR:G1A
Gea Group Aktiengesellschaft — Non-Deal Roadshow (February 2024)
50 slides from Gea Group Aktiengesellschaft's roadshow presentation, Feb 1, 2024
Slide 1: Corporate Governance @ GEA
Corporate Governance @ GEA Prof. Dieter Kempf, Chairman of the Supervisory Board January 31 – February 1, 2024
Slide 2: Disclaimer
Disclaimer This presentation contains forward-looking statements. Forward-looking statements may include, in particular, statements about future events, future financial performance, plans, strategies, expectations, prospects, competitive environment, regulation and supply and demand. Statements wit
Slide 3: The Company & Strategic Outlook; AGM; Supervisory Board; Executive Board
▪ The Company & Strategic Outlook ▪ Annual General Meeting ▪ Supervisory Board ▪ Executive Board Matters incl. Remuneration Governance Roadshow of the Supervisory Board Chair 2024 31 January 2024 3
Slide 4: GEA at a glance (FY 2022)
GEA at a glance (FY 2022) Order intake Revenue EBITDA before restructuring measures 5,679 5,165 712 EUR million EUR million EUR million Previous year: EUR 5,222 million Previous year: EUR 4,703 million Previous year: EUR 625 million GEA is one of the world’s largest suppliers of systems and componen
Slide 5: Strong local presence around the globe
Strong local presence around the globe North America Latin America Western Europe, North & DACH & Eastern Asia Pacific Middle East & Africa Central Europe Europe 1,107 EUR million 391 EUR million 797 EUR million 731 EUR million 975 EUR million 1,236 EUR million 1,694 621 2,716 3,173 6,984 3,049 = Re
Slide 6: Engineering for a better world.
Our purpose Engineering for a better world. Governance Roadshow of the Supervisory Board Chair 2024 31 January 2024 6
Slide 7: Our vision
Our vision We safeguard future generations by providing sustainable solutions for the nutrition and pharmaceutical industries. Governance Roadshow of the Supervisory Board Chair 2024 31 January 2024 7
Slide 8: Our organization
Our organization GEA GEA is divided into five divisions, each with up to four business units. The units Separation & Liquid & Food & Farm Heating & are based on comparable technologies Flow Powder Healthcare Technologies Refrigeration Technologies Technologies Technologies Technologies and have lead
Slide 9: Key trends
Key trends Demand for Food New Food Important global safety & megatrends are quality propelling our technologies & underlying markets Growing middle class Essential & affordable medicines Growing world population Sustainable solutions Urbanization Governance Roadshow of the Supervisory Board Chair 2
Slide 10: Our applications put consumers in touch with GEA every day
Our applications put consumers in touch with GEA every day Food Pharma & Dairy farming Beverage Approx. every healthcare & processing Approx. every third process Roughly every fourth Roughly one second liter of beer line for instant liter of human blood quarter of is brewed with the coffee was for m
Slide 11: Share information
Share information Securities identification 660200 GEA share price development since 2021 number 55 € ISIN number DE0006602006 50 € Stock indices MDax, DAX 50 ESG, HDax, CDax, Midcap Market, Dow Jones Euro Stoxx, Euro Stoxx TMI Industrial Engineering, 45 € Dow Jones Euro Stoxx Mid, Dow Jones Euro St
Slide 12: Our strategy
Our strategy Purpose Engineering for a better world. Vision We safeguard future generations by providing sustainable solutions for the nutrition and pharmaceutical industries. Profitables Profitable Ambitious Wachstum growth Organic Sales CAGR1 4-6% EBITDA margin2 > 15% ROCE2,3 > 30% financial targe
Slide 13: Our sustainability approach
Our sustainability approach Announced in 2021, upgraded in 2023 Engineering for a better world. NET ZERO by 2040 Sustainable Solutions Responsible Operations Employer of Choice ▪ Reduce greenhouse gas emissions scope 3 ▪ Reduce greenhouse gas emissions scope 1 & 2 ▪ 80% favorable rating on the quest
Slide 14: We are raising our previous ambitions from 2021
We are raising our previous ambitions from 2021 … 2040 GEA Net Zero 2030 2026 Scope 1 & 2 Ambitious 2019 80% long-term Scope 3 target remains Scope 1 & 2 27,5% Base 60% year Mid-term target Short-term target increased in all Reference set for the first scopes point for our greenhouse time Net Zero
Slide 15: … and we let our shareholders vote at the AGM 2024
… and we let our shareholders vote at the AGM 2024 Say on Climate: We give our shareholders a say on our climate protection activities We will present and make transparent our Climate Transition Plan 2040 to our shareholders at the upcoming Annual General Meeting in 2024 Our shareholders will be ask
Slide 16: Why this step is so important to us
Why this step is so important to us We emphasize the importance of climate protection as a central element of GEA's strategic direction We are making our climate protection activities even more transparent and tangible We are actively involving our shareholders on the pathway to Net Zero, while the
Slide 17: Say on Climate at AGM 2024
Say on Climate at AGM 2024 Climate Transition Plan 2040: Decision making process The Climate Transition Plan 2040 is developed under the leadership of the Executive Board The key aspects / core elements were resolved by the Global Executive Committee (which includes the Executive Board and the Chief
Slide 18: Say on Climate at AGM 2024
Say on Climate at AGM 2024 Further Key Facts Climate Transition Plan 2040 The detailed Climate Transition Plan will be announced on 7 March 2024 together with GEAs 2023 Annual Report. GEA plans to invest a total of EUR 175 million in specific measures to further reduce greenhouse gas emissions in it
Slide 19: ESG rating highlights
ESG rating highlights ISS: German Sust. Award: MSCI: Sustainalytics: Prime Status1 Finalist „AAA“-Rating2 Low Risk3 In September 2022, In January 2023, In January 2024, GEA GEAs ‘Prime Status’ GEA was upgraded received an ESG Risk (leadership in its 2023: Finalist for the from ‘AA’ to ‘AAA’ Rating o
Slide 20: The Company & Strategic Outlook; AGM; Supervisory Board; Executive Board
▪ The Company & Strategic Outlook ▪ Annual General Meeting ▪ Supervisory Board ▪ Executive Board Matters incl. Remuneration Governance Roadshow of the Supervisory Board Chair 2024 31 January 2024 20
Slide 21: Virtual Annual General Meeting (AGM)
Virtual Annual General Meeting (AGM) Virtual-only AGM in April 2024 Shareholder rights secured • GEA is planning to conduct again a virtual-only AGM in April 2024 • Regardless of the format, GEA is fully committed to not restrict as fully adequate alternative to in-person or hybrid meetings. any sha
Slide 22: Agenda AGM 2024
Agenda AGM 2024 Preliminary draft # Item Presentation Presentation ofof adopted adopted annual annual financial financial statements statements of GEA of GEAAktiengesellschaft Group Group Aktiengesellschaft and the and the approved approved financial 1 financial statements statements as of31, as of
Slide 23: Auditor change
Auditor change ▪ Due to legal requirements (Act to Strengthen Financial Market Integrity (FISG) from 2021) GEA has to change its auditor for the FY 2024. ▪ Therefore, in 2023, GEA – under the lead of its Audit- and Cybersecurity Committee (AaCC) – conducted a comprehensive tendering and selection pr
Slide 24: The Company & Strategic Outlook; AGM; Supervisory Board; Executive Board
▪ The Company & Strategic Outlook ▪ Annual General Meeting ▪ Supervisory Board ▪ Executive Board Matters incl. Remuneration Governance Roadshow of the Supervisory Board Chair 2024 31 January 2024 24
Slide 25: Supervisory Board: Succession Planning Process
Supervisory Board: Succession Planning Process ▪ Definition of a target composition and a skills and expertise profile for the Supervisory Board and identification of gaps in the coverage of these profiles. ▪ Elaboration of a long list of suitable candidates also taking into consideration all releva
Slide 26: New Supervisory Board Member: Andreas Renschler
New Supervisory Board Member: Andreas Renschler To be elected in the AGM 2024 ▪ Born March 29, 1958 in Stuttgart, Germany ▪ Member of the Supervisory Board of GEA Group Aktiengesellschaft since September 1, 2023, appointed by the court. ▪ Member of the Innovation and Product Sustainability Committee
Slide 27: Supervisory Board: Key Facts at a Glance 1/2
Supervisory Board: Key Facts at a Glance 1/2 Composition Committees Independence • 12 members; equally co-determined in • Audit and Cybersecurity Committee • Benchmark: definition of independence accordance with German law. (4 members; financial accounting process, according to German Corporate Gove
Slide 28: Supervisory Board: Key Facts at a Glance 2/2
Supervisory Board: Key Facts at a Glance 2/2 Diversity / Age-limit Skills and Expertise Profile • The composition of the Supervisory Board shall be diverse regarding • Familiarity with the sector in which GEA operates and understanding of the origin, professional and cultural background as well as t
Slide 29: Qualification matrix: Update 2023
Qualification matrix: Update 2023 Diversity Professional background Business-specific knowledge Finance Governance ESG Digitalization / IT Accounting Committee Internat. Inde- Auditing incl. Risk Research, Supervisory Board Operations incl. Non- Digtalization/di Human member- back ground pendence Se
Slide 30: Supervisory Board: Responsibility for ESG topics
Supervisory Board: Responsibility for ESG topics ESG continues to be an important pillar for the Board in the form of an integrated approach Due to the broad scope of “Sustainability” and its impact on Presiding and Audit and Cybersecurity Innovation and Product different topics, the Supervisory Boa
Slide 31: Supervisory Board: Information- and Cybersecurity threats are rising
Supervisory Board: Information- and Cybersecurity threats are rising Information- and Cybersecurity is a focus area for the Board Clarification of responsibility for Information- and Cybersecurity issues by amendement of the Rules of Procedure of the Supervisory Board and Audit Committee including r
Slide 32: Supervisory Board: Review of effectiveness
Supervisory Board: Review of effectiveness Yearly review of effectiveness of fulfillment of tasks of the Supervisory Board and its committees. The Supervisory Board implemented an alternating process: review by external consultant in 2022 followed by a self-evaluation of the Supervisory Board in 202
Slide 33: Supervisory Board: Share Ownership Guidelines
Supervisory Board: Share Ownership Guidelines ▪ To encourage the commitment of the Supervisory Board members to the positive long-term development of the company, the Supervisory Board introduced in 2023 share ownership guidelines for Supervisory Board members on a voluntary basis (freiwillige Selbs
Slide 34: The Company & Strategic Outlook; AGM; Supervisory Board; Executive Board
▪ The Company & Strategic Outlook ▪ Annual General Meeting ▪ Supervisory Board ▪ Executive Board Matters incl. Remuneration Governance Roadshow of the Supervisory Board Chair 2024 31 January 2024 34
Slide 35: GEA Executive Board
GEA Executive Board Bernd Brinker, CFO Stefan Klebert, CEO Johannes Giloth, COO Bernd Brinker joined the Executive Board as CFO Stefan Klebert took the helm of the Group in Johannes Giloth became a member of the in October 2023. In addition to the Group’s finance February 2019 and is the direct repo
Slide 36: Executive Board Succession Planning
Executive Board Succession Planning Within the Supervisory Board, the Presiding and Sustainability Committee is in charge for Executive Board matters including succession and remuneration. The Presiding and Sustainability Committee deals with succession planning for the EB members on a regular basis
Slide 37: Executive Board: Remuneration System
Executive Board: Remuneration System ▪ The Supervisory Board adopted the current remuneration The target total remuneration of the Executive Board members system effective January 1, 2021, and it applies uniformly for all is composed of non-performance-related and performance- Executive Board member
Slide 38: Executive Board: Remuneration System
Executive Board: Remuneration System STI: 40% of variable remuneration ▪ The performance-related components comprise the bonus or short-term incentive (STI) and long-term incentive (LTI). ▪ The STI is composed as follows: One-year performance period x = Financial targets (0% - 200%) x Payout in cash
Slide 39: Executive Board: Remuneration System – STI
Executive Board: Remuneration System STI Governance Roadshow of the Supervisory Board Chair 2024 31 January 2024 39
Slide 40: Executive Board: Remuneration System
Executive Board: Remuneration System LTI: 60% of variable remuneration ▪ The performance-related components comprise the bonus or short-term incentive (STI) and long-term incentive (LTI). ▪ The LTI is composed as follows: Governance Roadshow of the Supervisory Board Chair 2024 31 January 2024 40
Slide 41: Executive Board: Remuneration System
Executive Board: Remuneration System LTI ▪ The Financial Targets is for the tranche 2024 - 2027 are composed as follows: Financial Target I: Relative Total Shareholder Return (TSR) versus 60% DAX 50 ESG 10% 1a: Reduction of greenhouse gas emissions Scope 1+2 LTI 1 10% 1b: Reduction of greenhouse gas
Slide 42: GEA.com
| Engineering for a better world. GEA.com
Slide 43: Supervisory Board: Remuneration System
Supervisory Board: Remuneration System 2022 2023 Supervisory Board1 EUR 50,000 EUR 70,000 Audit and Cybersecurity EUR 35,000 EUR 45,000 Committee2 Presiding and EUR 35,000 EUR 45,000 Sustainability Committee2 Innovation and Product EUR 25,000 EUR 35,000 Sustainability Committee2 Attendance fee per E
Slide 44: Global Security Program
Global Security Program Roadmap & Milestones Information Security Steering & Governance Organizational integration of further sites & legal entities established First Security Further site & legal entities certifications Certifications Relevant Security Controls implemented Continuous Improvement Pr
Slide 45: ISMS Organization
ISMS Organization Structure and tasks SELECTED TASKS Audit and Cyber Security Committee of the Supervisory Board Implement consistent and continuously improving levels of information security, CFO Executive Board including tasks such as: GEA Group • Implement and run ISMS CISO Global Process Owner •
Slide 46: Separation & Flow Technologies Division
Separation & Flow Technologies Division World-class components and equipment for production excellence Separators . Homogenizers . Valves & Pumps Separation & Flow Technologies encompass process engineering components and machines, including separators, decanters, homogenizers, valves and pumps. The
Slide 47: Liquid & Powder Technologies Division
Liquid & Powder Technologies Division Specialists in processing equipment and integrated solutions Liquid & Filling Technologies . Powder & Thermal Separation Technologies . New Food Liquid & Powder Technologies provide processing equipment and integrated solutions for the dairy, food, new food, bev
Slide 48: Food & Healthcare Technologies Division
Food & Healthcare Technologies Division Safe foods and medicines for a growing population Pasta, Extrusion & Milling . Bakery . Slicing & Packaging . Food Solutions . Frozen Food . Pharma & Healthcare Food & Healthcare Technologies provide solutions for food processing. This covers preparation, mari
Slide 49: Farm Technologies Division
Farm Technologies Division Smart solutions for farmers now and in the future Dairy Farming: Milking, Feeding, Manure, Digital Herd Management, Hygiene & Service Farm Technologies offer integrated customer solutions for efficient and sustainable high- quality milk production and livestock farming. Th
Slide 50: Heating & Refrigeration Technologies Division
Heating & Refrigeration Technologies Division Industrial heating and cooling solutions for climate-friendly production processes Turnkey installations . Compressors & compressor packages . Heat pumps . Chillers . Controls . Valves Heating & Refrigeration Technologies combine extensive production pro
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