Getlink Se · EURONEXT:GET
Getlink — Groupe Eurotunnel — Shareholder Meeting (April 2016)
50 slides from Getlink's shareholder meeting presentation, Apr 27, 2016
Slide 1: Combined General Meeting of Groupe Eurotunnel SE
24/04/2016 General Meeting of Groupe Eurotunnel SE Translation Dear shareholders, Translation headsets are at your disposal at the entrance to the meeting room so that you may follow all proceedings, either in French or in English: Channel 1 : Channel 2 : As presentations will be made in French,
Slide 2: Opening of the Combined Meeting; Order of proceedings
24/04/2016 Opening of the Combined Meeting of Groupe Eurotunnel SE 27 April 2016 Jacques Gounon Chairman & Chief Executive Officer The world leader in piggyback transport The reference in respect for the environment Groupe Eurotunnel SE Order of proceedings 10:00 Introduction 10:10 Presentation
Slide 3: Documents available; Business of the Ordinary General Meeting
24/04/2016 List of documents available to shareholders French Gazette and Balo notices containing the preliminary notice and notice of meeting Copy of documents sent to registered shareholders Copy of the notices of meeting sent to the Statutory Auditors Annual financial statements Chairma
Slide 4: Business of the Extraordinary General Meeting
24/04/2016 Business of the Extraordinary General Meeting Resolutions presented to the Extraordinary General Meeting Report of the Board of Directors to the Extraordinary General Meeting Reports of the Statutory Auditors Delegation of authority granted to the Board of Directors for a period of
Slide 5: Summary of the presentation; A 100% privately-owned European group
24/04/2016 Groupe Eurotunnel SE Summary of the presentation to the Meeting Eurotunnel Group • Shareholding and governance • Corporate Social Responsibility Group’s activities in 2015 • Rail freight activity (Europorte) • Discontinued activity • Transportation of electricity activity (ElecLink) •
Slide 6: A high-quality, stable shareholding
24/04/2016 Eurotunnel Group A high-quality, stable shareholding Capital breakdown* • 270,000 shareholders • Average holding continues to grow to 4,291 shares By shareholder profile By location of account holder Treasury shares Luxemburg Individual Other countries 2% 7% 4% shareholders 10% Custodia
Slide 7: Corporate governance: Board and resolutions 8 to 12
24/04/2016 Corporate governance A diverse, active and strongly committed Board Stability of the Board • 11 members • Independence rate: 82% • Women >36 % • Non-French Directors >36% • 1 senior independent Director: Colette Neuville Complementarity of experience and skills in industry, management
Slide 8: Remuneration of executive officers
24/04/2016 Corporate governance Remuneration of executive officers* Resolutions 6 and 7 Remuneration principles and policy • Compliance with the AFEP/MEDEF code (revised in November 2015) • Completeness of all the elements constituting the remuneration • Intelligibility of the rules and balance
Slide 9: Long-term incentive plan for employees and executive officers
24/04/2016 Corporate governance (Resolutions 13 and 14) Long-term incentive plan for employees and executive officers Scheme to associate employees and managers with the performance of the business • Matching the interests with those of shareholders • Maximising shareholder value Allocation of f
Slide 10: CSR of Eurotunnel Group
24/04/2016 CSR of Eurotunnel Group A constructive social policy 14th best employer in France in the Transport and Logistics sector in 2016 (Capital) Priority to the safety of people • Safety and Security Committee, operational divisions, health & safety committees… Group’s workforce • 3,992 em
Slide 11: Actively committed to communities; Rail freight activity in 2015
24/04/2016 CSR of Eurotunnel Group Actively committed to communities Partnership with the French Association for the Paralysed Commitments into action (employment, solidarity, training, regional roots) • Agreement signed with the French employment agency • Tutoring of young people: Girl Capital,
Slide 12: Europorte: rail freight
24/04/2016 Europorte: rail freight 3rd rail freight operator in UK/FR Architect of railway and logistics solutions 5 business • Freight train traction areas • Railway infrastructure management • Container terminal management at ports • Logistics provider on industrial sidings • Freight forwardin
Slide 13: Europorte and its subsidiaries
24/04/2016 Europorte and its subsidiaries An essential success In €M 2015 Variance 2014* Revenue 307 +9% 281 Operating costs -288 +10% -263 EBITDA 19 +€1M 18 Steady increase in revenue Start of new contracts in 2015 and full-year effect of contracts started in 2014 Operating costs including comm
Slide 14: Discontinued activity: MyFerryLink
24/04/2016 Discontinued activity MyFerryLink Activity up to 29 June 2015 • 233,584 trucks transported (+27%) / 11.6% market share • 116,406 cars (+7%) / 5.7% market share • €52M revenue and €57M operating costs in 2015 Proceedings in 2015 • 9 January: the Competition Appeal Tribunal (CAT) announ
Slide 15: ElecLink, an electricity interconnection UK-FR
24/04/2016 Development of strategic infrastructure ElecLink, an electricity interconnection UK-FR Added-value for the Channel Tunnel • ElecLink: 1,000 MW interconnection between the UK and FR • Joint venture Eurotunnel Group/Star Capital Partners (49/51%) 29 New business in infrastructure Transpor
Slide 16: Fixed Link: migrant pressure under control
24/04/2016 Fixed Link Concession activity in 2015 Eurotunnel The world leader in piggyback transport The reference in respect for the environment Fixed Link Migrant pressure under control Humanity, protection against risks but firmness Significant reinforcement of security measures on the Coquel
Slide 17: Enhanced protection on Coquelles site
24/04/2016 Enhanced protection on Coquelles site 33 Fixed Link - Security and border controls: The responsibility of the States Treaty of Canterbury of 12 February 1986 • Eurotunnel is not responsible for border security or border control. The States must enable the concessionaires to ensure fluid
Slide 18: Le Shuttle for passengers and Truck Shuttles 2015
24/04/2016 Le Shuttle for passengers – 2015 Sustained dynamism of car traffic Car volumes (in millions) Traffic stable: almost 2.6M cars transported in 2015 2.6 +4% -1% Eurotunnel car market share up to 52.6% for the year, +2% 2.4 +7% 2.57 2.56 an all-time record 2.48 2.42 2.2 2.26 All-time tr
Slide 19: High-speed passenger trains; Cross-Channel rail freight
24/04/2016 High-speed passenger trains Traffic stable in 2015 Eurostar passengers (in millions) Eurostar traffic stable at 10.4M passengers despite 10.5 the Paris terrorist attacks in November and = +3% 10.4 10.4 the states of emergency in Paris and Brussels (-6% in Q4 2015) 10.0 +2% 10.1 +2% Ma
Slide 20: Fixed Link: steady growth in revenue
24/04/2016 Fixed Link Steady growth in revenue In €M 2015 Variance 2014* Revenue 915 +3% 887 Shuttle services 580 +5% 552 Railway network 319 = 319 Other revenues 16 = 16 Operating costs -392 +7% -366 EBITDA 523 +€2M 521 +€28M increase in Shuttle service revenue Excellent revenue progress; the s
Slide 21: Group revenue; Group operating costs
24/04/2016 Group revenue Strong growth: +€54M to €1.222Bn* In €M 1,400 1,168 1,222 1,200 1,099 Europorte 281 +5% 307 Europorte +9% +6% 1,000 259 Railway Network 800 319 311 319 Eurotunnel 600 915 Shuttles Fixed Link +3% 400 552 580 515 Other revenues 200 0 14 16 16 2013** 2014** 2015 Application o
Slide 22: Group EBITDA; Group operating profit (EBIT)
24/04/2016 Group EBITDA Operating margin up In €M 542 600 539 516 +€3M Europorte +€1M 500 +4% 18 19 22 400 300 521 523 494 200 Fixed Link +€2M 100 0 2013** 2014** 2015 €498M published in 2014 67% growth in EBITDA since 2009 €29M claim, not accounted for in 2015 43 * Excl. MyFerryLink ** Restated
Slide 23: CAPEX to support growth in activity
24/04/2016 CAPEX - To support growth in activity and secure the future In €M 150 140 139 Europorte 76 62 100 92 69 50 31 Fixed Link 77 38 48 0 2013* 2014* 2015 Europorte Locomotives for Europorte France and GB Railfreight of which €26M refinanced by sale & leaseback Fixed Link Terminal 2015, GSM
Slide 24: Invest to further strengthen the leadership of the Fixed Link
24/04/2016 Invest to further strengthen the leadership of the Fixed Link 47 47 Fixed Link Invest to upgrade and secure the systems GSM-R: €48M • High-security private cellular network operational since January 2016: communications between technicians / Rail Control Centre (RCC) replacing Concessio
Slide 25: New Truck Shuttles; Net finance costs
24/04/2016 Fixed Link Invest to secure and increase capacity 3 new Truck Shuttles: €60M • To enable up to 8 Truck Shuttle departures per hour and per direction during peak traffic periods • Delivery of the 1st wagon on 15 April • Finishing work, fitting of one deflector per wagon and tests • 1st n
Slide 26: Simplification of the Group's debt structure
24/04/2016 Simplification of the Group’s debt structure Agreement concluded on 24 December 2015 Objectives • Simplify the structure of the Term Loan • Facilitate relations with creditors and benefit from greater flexibility, in particular within the framework of the floating rate debt refinancin
Slide 27: Pre-tax result; Group consolidated net result
24/04/2016 Pre-tax result from continuing activities A €25M increase in profit In €M 120 +28% 100 80 +22% 60 115 40 74 90 20 0 2013** 2014** 2015 €56M published in 2014 53 * Excl. MyFerryLink ** Restated for IFRS 5 and at 2015 exchange rate: £1 = €1.375 Group consolidated net result A €26M profit in
Slide 28: Summary of 2015 results; Treasury in 2015
24/04/2016 Eurotunnel Group Summary of 2015 results Steady growth in revenues: +5% to €1.222Bn Free cash flow: €157M EBITDA: €542M Operating profit (EBIT): €387M Pre-tax result for continuing activities: €115M profit (+28% vs 2014) Consolidated net result: €100M profit (vs €74M in 2014)
Slide 29: Further increase in dividend
24/04/2016 Appropriation of the income statement Further increase in dividend Proposed payment of a dividend • €0.22 per share, a 22% increase • Total amount for the year 2015: €121M • Total amount since 2008: €455M To be approved at AGM on 27 April 2016 A sustainable dividend policy +41% per
Slide 30: Vision 2020 – Fixed Link; Le Shuttle customer experience
24/04/2016 Vision 2020 – Fixed Link Increase our striking force Up to 400 Shuttle departures per day in 2015 To be able to accommodate in 2020 • 2 million trucks, vs 1.5M in 2015 • 3 million cars, vs 2.6M • 13.5 million high-speed train passengers, vs 10.4M 59 Le Shuttle: customer experience A t
Slide 31: Le Shuttle customer experience; Passenger Shuttles by 2020
24/04/2016 Le Shuttle: customer experience Continuous improvement process for services Extension of wi-fi coverage on terminals iBoarding in the Tunnel 16 new fast charging stations and GSM-P and 4G in the Tunnel for customers’ electric cars New building for Pets (including Tesla) Renovation of the
Slide 32: Flexiplus; Truck Shuttles
24/04/2016 Flexiplus The Shuttle premium service One product and some exclusive services • Freedom to arrive at the time the customer wants and the possibility to cross on the next avalialble Shuttle • A dedicated check-in lane • Boarding priority • Access to a private lounge (free snacks, newspap
Slide 33: Truck Shuttles by 2020 and beyond; High-speed passenger trains
24/04/2016 Truck Shuttles by 2020 and beyond A vital service to industry and economy in Europe 2016 to 2020 • Steady and strong growth of the truck market • Best ever quarter : more than 410,000 trucks transported in Q1 2016, +10% vs Q1 2015 • 40.5% market share in Q1 2016 • A potential market of
Slide 34: Europorte: a fast-growing market; 2016/2017 objectives
24/04/2016 Europorte: rail freight A fast-growing market Rail freight making progress throughout Europe Development of long-term partnerships with customers (Lhoist, Network Rail, Caledonian Sleeper, Drax…) Diversification of transport activities in Europe Opportunities in private infrastruc
Slide 35: Reports of the Statutory Auditors
24/04/2016 Reports of the Statutory Auditors KPMG Audit Mazars The world leader in piggyback transport The reference in respect for the environment Auditor’s report Registration REPORTS Document Report on the annual financial statements Page 228 Report on the consolidated financial Page 179 stat
Slide 36: Annual and consolidated financial statements audit opinions
24/04/2016 Annual financial statements (Registration Document : Page 228) Resolution 1 UNQUALIFIED AUDIT OPINION ON ACCOUNTS “In our opinion, the financial statements give a true and fair view of the assets and liabilities and of the financial position of the Company as at 31 December 2015 and of th
Slide 37: Other reports
24/04/2016 Regulated agreements and commitments (Registration Document : Page 126) Resolution 4 Agreements and Commitments submitted for ratification to the Company’s General Meeting "We inform you that we have not been advised of any agreement or commitment authorised in the course of the year to b
Slide 38: Operations on share
24/04/2016 Operations on share Resolutions 13 to 15 • Nature of relative operation: • Authorization to carry out allocation of shares free of charge for the benefit of all employees of the Company (other than executive directors and officers) and companies affiliated thereto within the meaning of ar
Slide 39: Questions & answers; Presentation and vote on resolutions
24/04/2016 Questions & answers AGM of Groupe Eurotunnel SE 27 April 2016 The world leader in piggyback transport The reference in respect for the environment Presentation and vote on resolutions AGM of Groupe Eurotunnel SE 27 April 2016 The world leader in piggyback transport The reference in respec
Slide 40: Resolutions 1 and 2
Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 1 Consideration and approval of the statutory accounts for the financial year ended 31 December 2015: Profit of €38,454,905 1 Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 2 Appropriation of the profit for the financial ye
Slide 41: Resolutions 3 and 4
Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 3 Consideration and approval of the consolidated accounts for the financial year ended 31 December 2015: Net profit of €100,217,718 3 Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 4 Special report of the Statutory Auditors
Slide 42: Resolutions 5 and 6
Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 5 Authorisation granted to the Board of Directors to allow the Company to buyback and trade in its own shares: • Duration: 18 months • Maximum purchase price: €16 • Cap: 10% of the share capital • Excluding public tender offers 5 Resoluti
Slide 43: Resolutions 7 and 8
Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 7 Advisory opinion on the elements of remuneration owed or attributed for the year ended 31 December 2015 to Emmanuel Moulin, Deputy Chief Executive Officer (French Afep/Medef Code) 7 Resolutions P A C Ordinary business Yes Abst. No ◼ Res
Slide 44: Resolutions 9 and 10
Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 9 Renewal of the term of Colette Lewiner as a Director 9 Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 10 Renewal of the term of Colette Neuville as a Director 10 44
Slide 45: Resolutions 11 and 12
Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 11 Renewal of the term of Perrette Rey as a Director 11 Resolutions P A C Ordinary business Yes Abst. No ◼ Resolution 12 Renewal of the term of Jean-Pierre Trotignon as a Director 12 45
Slide 46: Resolutions 13 and 14
Resolutions P A C Extraordinary business Yes Abst. No ◼ Resolution 13 Authority granted to carry out collective allocation of shares free of charge for the benefit of all employees of the Company (other than executive directors and officers) and companies affiliated thereto within the meaning of art
Slide 47: Resolutions 15 and 16
Resolutions P A C Extraordinary business Yes Abst. No ◼ Resolution 15 Authorisation granted to the Board of Directors to reduce the share capital by cancellation of shares: • Duration: 18 months • Maximum: 10% of the share capital 15 Resolutions P A C Extraordinary business Yes Abst. No ◼ Resolution
Slide 48: Resolution 17
Resolutions P A C Extraordinary business Yes Abst. No ◼ Resolution 17 Powers to carry out formalities 17 48
Slide 49: Video on voting pad instructions; Close of the Meeting
24/04/2016 Video on the instructions to use the voting pad The world leader in piggyback transport The reference in respect for the environment Close of the Meeting Groupe Eurotunnel SE 27 April 2016 The world leader in piggyback transport The reference in respect for the environment 49
Slide 50: Thank you for attending the Meeting
24/04/2016 Thank you for attending the Meeting Please hand over the translation headsets and voting pads when exiting the room Attention: immediate departure of the minibus to the Croisé Laroche Tram station 81 50