Alstom Sa · EURONEXT:ALO
Alstom Sa — Shareholder Meeting (June 2012)
93 slides from Alstom Sa's shareholder meeting presentation, Jun 26, 2012
Slide 1: Shareholders' Meeting
Shareholders’ Meeting 26 June 2012
Slide 2: Emmanuel Vuillard, Deputy General Counsel
Emmanuel VUILLARD Deputy General Counsel
Slide 3: Agenda of the Shareholders' Meeting
• Agenda of the Shareholders’ Meeting : Notice of Meeting, page 3 • Resolutions : Notice of Meeting, pages 32 to 40
Slide 4: Patrick Kron, Chairman and Chief Executive Officer
Patrick KRON Chairman and Chief Executive Officer
Slide 5: Alstom & You
Alstom & Y Patrick Kron ALSTOM
Slide 6: Shareholding structure
Shareholding structure As of 31 March 2012 1.5% 4% 6% Institutions France 20% Bouygues Rest of Europe 31% 53% Individual shareholders Americas 61.5% 23% Employees Asia and Middle East You are 230,000 shareholders P6
Slide 7: Share price evolution
Share price evolution A share price enduring the financial markets’ turbulences 40 In € 35 30 25 ALSTOM CAC 40 INDEX 20 15 10 January-12 February-12 March-12 April-12 May-12 June-12 Alstom basis: €24.095 as of 2 January 2012 P7
Slide 8: Dividend
Dividend A dividend increased by almost 30% • Payment date: 3 July 2012 In € per share 1.24 1.12 0.80 0.80*** 0.62 0.40 40%** Pay-out ratio 30% 32% 27% 29% 25% XX% 2005/06 2006/07* 2007/08* 2008/09 2009/10 2010/11 2011/12 * Adjusted from the split ** Net result impacted by exceptionally high restruc
Slide 9: Your information
Your information A permanent dialogue with individual shareholders Shareholders Dedicated Site visits Information letter email address meetings Contact us Investor.relations@chq.alstom.com www.alstom.com Investors section P9
Slide 10: Alstom in 2011/12
Alstom in 2011/12 Patrick Kron
Slide 11: Three main activities organised in four operational Sectors
Three main activities organised in four operational Sectors Among the top 3 global players for its core activities Power generation Thermal Power Sector Renewable Power Sector 25% of the worldwide installed power generation capacity uses Alstom’s technologies Power transmission Rail transportation G
Slide 12: A balanced portfolio
A balanced portfolio As of 31 March 2012 A worldwide presence Sales ~ €20 billion 92,600 employees 36,600 25% Thermal Power Developed countries 56,000 45% Renewable Power Emerging countries Grid Transport 20% 10% P 12
Slide 13: Corporate Social Responsibility and Sustainable Development commitments (1/2)
Corporate Social Responsibility and Sustainable Development committments (1/2) At the core of the strategy • A committment to sustainable development now recognised by rating agencies (SAM) • A range of environmentally-friendly products and solutions • A regular reduction of the environmental impact
Slide 14: Corporate Social Responsibility and Sustainable Development commitments (2/2)
Corporate Social Responsibility and Sustainable Development committments (2/2) • Better working conditions with top priority given to safety • An ethics programme deployed throughout the Group • Teams’ mobilisation for innovation Injury Frequency Rate (12 rolling months) – ALSTOM employees 8 7.6 7 6
Slide 15: Full year results 2011/12
Full year results 2011/12 Results strictly in line with guidance • A sustained commercial activity • A sequential recovery of sales • An operating margin above 7% • A positive free cash flow in the second semester P 15
Slide 16: Preparing the future: orders
Preparing the future Today’s orders are tomorrow’s sales In € billion • Sound level of orders in 2011/12 : a 12 11.5 14% increase compared to 2010/11 7.8 10.2 7.1 7 • 60% of orders coming from emerging countries • Backlog amounting to around H1 H2 H1 H2 H1 H2 €50 billion 2009/10 2010/11 2011/12 Emer
Slide 17: Preparing the future: innovation
Preparing the future Innovation, a driver of growth • R&D expenses maintained at a high level • Major successes in the 4 Sectors P 17
Slide 18: Preparing the future: emerging markets investment
Preparing the future Steady investments, particularly in emerging markets Evolution of capex in emerging countries In € million Tianjin - China 224 China 167 69 Brazil India 110 51 69 Other emerging 44 56 Porto Alegre - Brazil Chennai - India Mundra - India 39 45 14 12 28 33 41 Bahia - Brazil 2009/1
Slide 19: Preparing the future: partnerships in the BRICs
Preparing the future A partnership policy strengthened in the BRICs JV with Atomenergomash New partnerships in Russia JVs with Transmasholding * To be finalised INTER RAOUES RENOVA Rostechnologies New partnerships in China Global partnership with SEC in boilers* KER JV with Bardella 5 JV Transport +
Slide 20: Preparing the future: capacities adapted
Preparing the future Some capacities adapted to lower demand PROGRAMME SITUATION 31/03/2012 THERMAL POWER Reduction of 3,500 permanent by March 2012 Restructuring plan (-20% of employees in Western Europe and NAM) largely completed TRANSPORT Reduction of 1,380 positions by March 2013 Restructuring p
Slide 21: Thermal Power
Thermal Power Philippe Cochet
Slide 22: Offering and positioning
Offering and positioning GAS STEAM NUCLEAR Gas power plants & Coal/oil power plants & Integrated solutions for components conventional islands & components components 37,500 employees AQCS Air Quality Control Systems For reliable, Power Automation & Controls competitive and clean PAC power generatio
Slide 23: Key figures
Key figures Strong rebound of orders and increase of operating margin In € million Orders Sales Income from operations and operating margin 9,725 -10% 9,366 879 +17% 8,726 -3% 850 7,975 9.0% 9.7% 2010/11 2011/12 2010/11 2011/12 2010/11 2011/12 P 23
Slide 24: Main events 2011/12
Main events 2011/12 Solid level of orders in a sluggish environment • A stronger presence in emerging countries • A better balance between turnkey contracts and component sales: − 14 gas turbines (including 6 in Russia) − 3 large steam power plants in Asia and Eastern Europe − Steam turbine – genera
Slide 25: Main events 2011/12
Main events 2011/12 Investments maintained at a high level • A sustained effort in Research & Development for next generation of gas Capex turbines • Design of efficient boilers adapted to the Asian and Middle East markets Mundra • Significant investment in production capacities with new facilities
Slide 26: Strategic priorities
Strategic priorities • Further develop service activity • Expand business in Asia, Russia and Middle East Growth • Strengthen presence on the 60 Hz market (USA) • Grow component sales • Develop the next generations of gas turbines Innovation • Keep a technological edge in steam turbines & generators
Slide 27: Renewable Power
Renewable Power Jérôme Pécresse
Slide 28: Offering and positioning
Offering and positionning HYDRO 9,500 employees OFFSHORE WIND ONSHORE WIND Technologies adapted to THERMAL SOLAR all sources of renewable energy for the new build and the installed base GEOTHERMAL BIOMASS TIDAL WAVE
Slide 29: Key figures
Key figures Increase in orders and sales In € million Orders Sales Income from operations and operating margin +5% 2,026 1,941 +4% 2,027 1,936 173 -13% 150 8.9% 7.4% 2010/11 2011/12 2010/11 2011/12 2010/11 2011/12 P 29
Slide 30: Main events 2011/12
Main events 2011/12 A sustained level of orders accross the board • Several major contracts in mature and emerging markets • Hydro: Tehri (India), Santo Antonio do Jari (Brazil), Chaglia (Peru) • Offshore wind: Saint-Nazaire, Courseulles-sur-Mer, Fécamp (France) • Onshore wind: Taza (Morocco), Miass
Slide 31: Main events 2011/12
Main events 2011/12 Key investments to develop technological portfolio and industrial set up closer to the markets • Sustained Research & Development spending: Largest offshore wind turbine launched - Haliade 150 – 6MW Hydro technological centres in Canada (Sorel-Tracy) and in Brazil (Taubaté) H
Slide 32: Strategic priorities
Strategic priorities • Reinforce leardership in hydro with geographical expansion • Become a major player in wind Growth • Grow in new energies • Pursue R&D efforts on offshore wind turbine • Develop hydro pump storage Innovation • Accelerate research in ocean energies • Expand service offering for
Slide 33: Grid
Grid Grégoire Poux-Guillaume
Slide 34: Offering and positioning
Offering and positionning Smart, efficient and environmentally-friendly solutions for electricity transmission and grid management throughout the world Solutions Products Air-insulated Gas-insulated Switchgear Electrical substations, Power Transformers Switchgear Turnkey solutions & Services 19,000
Slide 35: Key figures
Key figures A sustained growth in a difficult market In € million Orders Sales Income from operations and operating margin 4,003 4,013 3,434 3,653 248 218 6.2% 6% 2010/11 2011/12 2010/11 2011/12 2010/11 2011/12 Grid consolidated over 10 months in 2010/11 P 35
Slide 36: Main events 2011/12
Main events 2011/12 Contracts HVDC Interconnection in Sweden Energy Management System (EMS) for national grids in Sweden and Kuwait Offshore substations in Germany Research & Development HVDC 800 kV for electricity highways Direct current converter for energy storage (prototype) Digital
Slide 37: Strategic priorities
Strategic priorities • Develop in attractive market segments − Direct Current Growth − Smart Grid − Services • Be a leader in key technologies for the future − Ultra High Voltage (1,200 kV) Innovation − Direct current − Smart Grid − Smart integration and management of renewable energies • Improve ef
Slide 38: Transport
Transport Henri Poupart-Lafarge
Slide 39: Offering and positioning
Offering and positioning DISTANCE Rolling stock: from tramways to very high-speed trains… Tram-Train Suburban Regional Locomotives 25,000 employees Metro Very High Speed Tramway High Speed SPEED … and the development of turnkey systems Signalling Service and maintenance Infrastructure P 39
Slide 40: Main events 2011/12: innovation
Main events 2011/12 Innovation: an ongoing effort ERTMS Integrated control centres The revolution of interoperable systems Full management of complex transport systems APS AGV (350 km/h) The ground power supply tramway 4th generation of very high-speed train P 40
Slide 41: Main events 2011/12
Main events 2011/12 Northern Europe PKP Denmark Amsterdam Metro Russia France Nottingham Tram EP20 Coradia 2S5 Lille Metro Trams for Aubagne, Nîmes and Montpellier Asia Chennai Southern Europe Kazakhstan .Italo commissioning Hong Kong NTV depot Rolling Stock Minuetto fleet maintenance Latin America
Slide 42: Key figures
Key figures A high level of orders, with performance temporarily affected by the ramp-up on new markets In € million Orders Sales Operating income and operating margin 6,311 +11% 5,604 5,709 -8% 398 5,168 -34% 264 7.1% 5.1% 2010/11 2011/12 2010/11 2011/12 2010/11 2011/12 P 42
Slide 43: Strategic priorities
Strategic priorities • Keep French leadership by targeting new key projects (Grand Paris, TGV, etc.) • Continue geographical expansion towards Russia Growth (by leveraging the partnership with Transmashholding) and Asia (mass transit) • Strengthen services and signalling activities • Develop new gen
Slide 44: AGV: A dream come true
A dream come trué ALSTOM ALSTOM
Slide 45: AGV .italo
AGV .italo • 25 trains (+10 options) and 30 years of full maintenance • In commercial service in Italy since 28 April 2012 P 45
Slide 46: AGV – Automotrice Grande Vitesse
AGV – Automotrice Grande Vitesse • The latest generation of Alstom VHS train • Designed for speed up to 360 km/h • Developed and financed solely by Alstom • Using technology from the world record speed train (574.8 km/h) P 46
Slide 47: Italo, the AGV for NTV
Italo, the AGV for NTV • The cutting edge in VHS technology, providing maximum performance in terms of safety, comfort and respect of environment • Developed for NTV, the first private operator in VHS, committed to “a culture of excellence” as well as “a new way of travelling” P 47
Slide 48: Italo, the AGV for NTV
Italo, the AGV for NTV • A state-of-the-art technology designed for passenger comfort • Equipped with the Internet, TV screens and 450 ergonomic leather seats • Larger windows, air-conditionned, low vibrations and noise P 48
Slide 49: Italo, the AGV for NTV
Italo, the AGV for NTV • Homologated by Alstom on the Italian railway network • Runs on both dedicated VHS lines (at 300 km/h) and traditional lines (250 km/h) • Bologna-Florence and Rome-Naples VHS lines already equipped with Alstom ERTMS L2 signaling solution, for maximum security P 49
Slide 50: Italo, the AGV for NTV
Italo, the AGV for NTV • A train manufactured in France and in Italy • A successful partnership with the customer P 50
Slide 51: Financial results 2011/12
Financial results 2011/12 Nicolas Tissot
Slide 52: Group operational performance
Group operational performance In € million Sales Income from operations and operating margin 1,570 20,923 1,406 (244) 19,934 80 7.5% 7.1% 2010/11 2011/12 2010/11 Volume Margin effects 2011/12 effects and others P 52
Slide 53: Income statement
Income statement In € million March 2011 March 2012 Variation Income from operations 1,570 1,406 -10% Grid PPA (203) (156) Restructuring costs (520) (83) Capital gains & other (83) (95) EBIT 764 1,072 +40% Financial result (136) (177) Tax result (141) (179) Non control. Interest & other (25) 16 Net
Slide 54: Free cash flow
Free cash flow In € million H1 2011/12 H2 2011/12 341 2010/11 2011/12 (516) (573) (914) P 54
Slide 55: Net debt evolution
Net debt evolution In € million (1,286) (2,492) (2,558) (573) (183) (450) Net debt Free cash Dividend Acquisitions and others Net debt 31 Mar 11 flow 31 Mar 12 P 55
Slide 56: Equity evolution
Equity evolution In € million (183) 732 (267) 4,152 4,434 Equity Net income Dividend Pensions Equity 31 Mar 11 variation and others 31 Mar 12 P 56
Slide 57: Outlook
Outlook Patrick Kron
Slide 58: Market environment
Market environment A sound market growth potential THERMAL POWER RENEWABLE POWER GRID TRANSPORT After Asian boom of the past Strong push for all Continuous active markets New equipment growth EMERGING MARKETS 5 years, market stabilising renewables in all products concentrated in BRICs and Asia at a
Slide 59: Strategy
Strategy An ambition combining growth and performance… GROWTH Enlarge offering through better coverage and development in high growth Progressively Sustain capex to Extend geographical Develop Service business increase R&D to fuel growth in coverage in emerging across all Sectors remain a leader in
Slide 60: Strategy: clear objectives for each Sector
Strategy …with clear objectives for each Sector THERMAL POWER Increase sales and margin through better market coverage RENEWABLE POWER TRANSPORT Grow selectively and address Resume volume growth temporary margin pressure and restore profitability GRID Develop positions while improving mix and compet
Slide 61: A three-year guidance (FY 2012/13 to FY 2014/15)
A three-year guidance (from FY 2012/13 to FY 2014/15) Assuming a sound level of orders over the period: CAPEX To remain at a high level R&D To progressively increase SALES GROWTH Over 5% per year on current scope OPERATING MARGIN to gradually improve to around 8% in March 2015 FREE CASH FLOW Back to
Slide 62: Corporate Governance
Corporate Governance Patrick Kron
Slide 63: Board of Directors
Board of Directors A diversified Board • 9 independent Directors out of 14 (64%) • 6 foreigners (43%) • 3 women (21%) P 63
Slide 64: Evolution of the Board of Directors
Evolution of the Board of Directors Proposed renewals of Directors • Jean-Paul Béchat − Nationality: French − Principal function: Manager of ARSCO − Independent Director, Chairman of the Audit Committee • Pascal Colombani − Nationality: French − Principal function: Senior Advisor, A.T.Kearney − Inde
Slide 65: Board of Directors Activity in 2011/12
Board of Directors Activity in 2011/12 • Review of the Group’s financial situation and risks • Review of the Group’s strategy Activity of the Board of Directors • Update on the Group’s development and acquisition projects in 2011/12 • Evaluation of the proper functioning of the Board and of its • 10
Slide 66: Audit Committee Activity in 2011/12
Audit Committee Activity in 2011/12 • Rewiew of full year and half year financial information Activity of the Audit Committee in 2011/12 • Review of internal control procedures, risk management and internal audit activity • 4 meetings • Review of the treasury, off-balance sheet commitments • 92% att
Slide 67: Nominations and Remuneration Committee Activity in 2011/12
Nominations and Remuneration Committee Activity in 2011/12 • Assessment of the compliance with AFEP-MEDEF principles Activity of the Nominations and Remuneration Committee • Review of the renewal of Directors’ mandates in 2011/12 • Review of the CEO’s compensation • Proposal of conditional stock opt
Slide 68: Ethics, Compliance and Sustainability Committee Activity in 2011/12
Ethics, Compliance and Sustainability Committee Activity in 2011/12 • Review and approval of the new organisation of the Activity of the Ethics, Ethics & Compliance organisation and Corporate Compliance and Sustainability Social Responsibility (CSR) function Committee in 2011/12 • Approval of the im
Slide 69: Compensation of the CEO
Compensation of the CEO (mandataire social) • No employment contract or termination benefits Evolution of compensation In € million • Variable compensation tied to the achievement of performance objectives set by the Board 2.465 2.535 2.335 2.290 2.065 2.175 • Supplemental collective retirement sche
Slide 70: Executive Committee compensation
Executive Committee* compensation • Fixed annually by the Chief Executive Officer and reviewed by the Nominations and Remuneration Committee • Variable compensation tied to the achievement of performance objectives fixed by the CEO and reviewed by the Nominations and Remuneration Committee • Supplem
Slide 71: Allocation of stock options and performance shares
Allocation of stock options and performance shares • Stable share of beneficiaries: circa 2% of total Group’s headcount • Allocation based on level of responsibility and performance • No discount for the exercise price of stock options • 2011/12 LTI stock options and performance shares subject to pe
Slide 72: Forward-looking statements
This presentation contains forward-looking statements which are based on current plans and forecasts of Alstom’s management. Such forward-looking statements are by their nature subject to a number of important risk and uncertainty factors (such as those described in the documents filed by Alstom wit
Slide 73: www.alstom.com
www.alstom.co fue are shaping the future | ALSTOM
Slide 74: Independent Auditors' reports
Independent Auditors’ reports
Slide 75: Dialogue with Shareholders
Dialogue with Shareholders
Slide 76: Vote of the resolutions
Vote of the resolutions
Slide 77: 1st resolution – Ordinary part of the Meeting
1st resolution – Ordinary part of the Meeting • Approval of the statutory financial statements and operations for the fiscal year ended 31 March 2012
Slide 78: 2nd resolution – Ordinary part of the Meeting
2nd resolution - Ordinary part of the Meeting • Approval of the consolidated financial statements and operations for the fiscal year ended on 31 March 2012
Slide 79: 3rd resolution – Ordinary part of the Meeting
3rd resolution - Ordinary part of the Meeting Dividend : €0.80 per share Allocation of net income : • Income for the financial year € 136,122,421.27 • Amount previously carried forward € 939,586,175.69 • Allocation to the legal reserve € 80,063.20 • Distributable income € 1,075,628,533.76 • Dividend
Slide 80: 4th resolution – Ordinary part of the Meeting
4th resolution - Ordinary part of the Meeting • Commitments falling within the scope of Article L.225-42-1 of the French Commercial Code with the Chairman and Chief Executive Officer, Mr Patrick KRON
Slide 81: 5th resolution – Ordinary part of the Meeting
5th resolution - Ordinary part of the Meeting • Renewing Mr Jean-Paul BECHAT’s appointment as a Director
Slide 82: 6th resolution – Ordinary part of the Meeting
6th resolution - Ordinary part of the Meeting • Renewing Mr Pascal COLOMBANI’s appointment as a Director
Slide 83: 7th resolution – Ordinary part of the Meeting
7th resolution - Ordinary part of the Meeting • Renewing Mr Gérard HAUSER’s appointment as a Director
Slide 84: 8th resolution – Ordinary part of the Meeting
8th resolution - Ordinary part of the Meeting • Authorisation to be given to the Board of Directors to trade the Company’s shares - Maximum amount: 10% of the share capital - Duration : 18 months
Slide 85: 9th resolution – Extraordinary part of the Meeting
9th resolution – Extraordinary part of the Meeting • Authorisation to issue any type of securities giving access to the shares of the Company or one of its subsidiaries, with maintenance of the Preferential Subscription Rights - Capital increase : €600 million* (29,1% of the share capital) - Debt se
Slide 86: 10th resolution – Extraordinary part of the Meeting
10th resolution - Extraordinary part of the Meeting • Authorisation to issue any type of securities giving access to the shares of the Company or one of its subsidiaries, with cancellation of Preferential Subscription Rights and public offer and option to grant a priority right - Capital increase :
Slide 87: 11th resolution – Extraordinary part of the Meeting
11th resolution - Extraordinary part of the Meeting • Authorisation to issue any type of securities giving access to the shares of the Company or one of its subsidiaries, with cancellation of Preferential Subscription Rights and a private placement - Capital increase : €300 million* (14,6% of the sh
Slide 88: 12th resolution – Extraordinary part of the Meeting
12th resolution - Extraordinary part of the Meeting • Authorisation to increase the number of securities to be issued in case of a capital increase with maintenance or cancellation or the Preferential Subscription Rights - Maximum amount: 15% of the amount of the initial issue* * such amount shall r
Slide 89: 13th resolution – Extraordinary part of the Meeting
13th resolution - Extraordinary part of the Meeting • Authorisation to increase the share capital to remunerate contributions in kind of shares or securities giving access to the share capital - Maximum amount: 10% of the share capital * * such amount shall reduce the €600 million and €300 million o
Slide 90: 14th resolution – Extraordinary part of the Meeting
14th resolution - Extraordinary part of the Meeting • Authorisation to issue shares or securities giving access to the Company’s share capital reserved for members of a savings plan - Maximum amount: 2% of the share capital * * such amount shall reduce the €600 million overall limit (9th resolution)
Slide 91: 15th resolution – Extraordinary part of the Meeting
15th resolution - Extraordinary part of the Meeting • Authorisation to increase the share capital with waiver of the Preferential Subscription Rights to a category of beneficiaries - Maximum amount: 0,5% of the share capital * * such amount shall reduce the €600 millions and 2% overall limits (9th a
Slide 92: 16th resolution – Extraordinary part of the Meeting
16th resolution - Extraordinary part of the Meeting • Authorisation to implement the Shareholders’ Meeting’s decisions and complete the formalities
Slide 93: www.alstom.com
www.alstom.co fue are shaping the future | ALSTOM