Outokumpu Oyj · OMXHEX:OUT1V
Outokumpu Oyj — Shareholder Meeting (April 2025)
65 slides from Outokumpu Oyj's shareholder meeting presentation, Apr 3, 2025
Slide 1: Outokumpu Annual General Meeting 2025
Outokumpu Annual General Meeting 2025 April 3, 2025
Slide 2: Opening of the meeting
2 Opening of the meeting Item 1 on the agenda Kari Jordan, Chairman of the Board of Directors April 3, 2025
Slide 3: Calling the meeting to order
3 Calling the meeting to order Item 2 on the agenda April 3, 2025
Slide 4: Election of persons to scrutinize the minutes and supervise vote counting
4 Election of persons to scrutinize the minutes and to supervise the counting of votes Item 3 on the agenda April 3, 2025
Slide 5: Recording the legality of the meeting
5 Recording the legality of the meeting Item 4 on the agenda April 3, 2025
Slide 6: Recording the legality of the meeting
6 Recording the legality of the meeting The notice to the Annual General Meeting was published as a stock exchange release and on Outokumpu’s website on February 13, 2025. April 3, 2025
Slide 7: Recording the attendance and adoption of the list of votes
7 Recording the attendance at the meeting and adoption of the list of votes Item 5 on the agenda April 3, 2025
Slide 8: Presentation of the annual accounts, review and auditor's report
8 Presentation of the annual accounts, the review by the Board of Directors and the auditor’s report for the year 2024 Item 6 on the agenda CEO’s review, President and CEO Kati ter Horst April 3, 2025
Slide 9: CEO's review
9 CEO’s review Kati ter Horst, President & CEO A pr il 3, 2025
Slide 10: Operating environment in 2024 was challenging...
10 Operating environment in 2024 was challenging... Geopolitical tensions, Extremely weak demand Overcapacity in the Asian The political strike increased polarization for stainless steel, stainless steel production in Finland cost Outokumpu and the U.S. especially in Europe and significantly increas
Slide 11: ...but we maintained our market leadership...
11 ...but we maintained our market leadership... #1 in Europe #2 in the U.S. Wide customer base covering multiple industries, extensive offering and geographically diversified assets Net sales Stainless steel Adjusted Net debt to CO2 deliveries EBITDA adjusted EBITDA emissions 5.9 1.8 177 1.1x -32%
Slide 12: ...and we are the industry leader in sustainability
12 ...and we are the industry leader in sustainability 10 million tonnes of customers’ Lowest Circular Low-emission CO2 emissions carbon footprint economy ferrochrome Carbon footprint up to at the core of production in reduced in 2024* 75% lower than the business Finland global average of stainless
Slide 13: Own low-emission ferrochrome production as a competitive advantage
13 Own low-emission ferrochrome production as a competitive advantage • Our mine is the only chrome mine in the EU area • Unique ownership of a critical raw material → crucial to ensure supply in current geopolitical situation • Chrome ore availability ensured until 2050s without major investments •
Slide 14: Profitability in 2024 reflects a low point of the stainless steel cycle...
14 Profitability in 2024 reflects a low point of the stainless steel cycle... Adjusted EBITDA, EUR million Strongest balance sheet in the industry 1,256 Net debt 980 517 237* 189 EUR million 250 177 at the end of 2024 2020 2021 2022 2023 2024 Normalized adjusted EBITDA EUR 500–600 million *Indicativ
Slide 15: ...while our own ferrochrome business provided stability
15 ...while our own ferrochrome business provided stability Adjusted EBITDA, EUR million Business area Europe Business area Americas Business area Ferrochrome 680 246 384 220 485 297 285 91 96 106 142 148 58 55 59 2020 2021 2022 2023 2024 2020 2021 2022 2023 2024 2020 2021 2022 2023 2024 A pr il 3,
Slide 16: We continued to deliver on our strategy phase 2 targets...
16 We continued to deliver on our strategy phase 2 targets... Financial targets EBITDA run-rate Net debt to CAPEX Aim to pay a for 2023-2025 improvement adjusted EBITDA stable and 350 <1.0x 600 growing dividend according to EUR million in normal market conditions EUR million dividend policy Situatio
Slide 17: ...and are preparing for the next strategy phase
17 ...and are preparing for the next strategy phase to raise the bar for Outokumpu Our Purpose We are working towards Phase 3: 2026– a world that lasts forever. Strong sustained performance Phase 2: 2023–2025 Americas expansion, European competitiveness, Strengthen the core value-chain integration a
Slide 18: Solid financial position supports shareholder returns
18 Solid financial position and a positive long-term outlook support shareholder returns Outokumpu's Board of Directors proposes a dividend of EUR 0.26 per share to be paid for the year 2024, in two instalments Dividend per share, EUR and dividend yield, % Capital returns Year of dividend payment EU
Slide 19: People are our most valuable asset and we have world-class safety performance
19 People are our most valuable asset and we have a world-class safety performance TRIFR* 8,7 4,4 4,1 3,2 2,4 2 1,8 1,5 1,5 2016 2017 2018 2019 2020 2021 2022 2023 2024 Recordable Improving Fair Pay incidents pay equity Workplace certification -83% 0.996 women’s euro with as the first company in Fro
Slide 20: Stainless steel is everywhere and for every need
20 Stainless steel is everywhere and for every need Stainless steel is a versatile material that makes Many common materials can be replaced modern society possible by providing unmatched with stainless steel e.g. durability, longevity and recyclability • Corrosion resistant • Aesthetic • Carbon ste
Slide 21: ZWILLING chose Outokumpu Circle Green
21 ZWILLING chose Outokumpu Circle Green® to ensure high quality and sustainability while reducing environmental impact. PRODUCT OUTOKUMPU CIRCLE GREEN® A pr il 3, 2025
Slide 22: The Helix Bridge in Singapore
22 The Helix Bridge in Singapore attracts visitors with its captivating design and innovative use of Outokumpu stainless steel, making it a symbol of architectural ingenuity. PRODUCT OUTOKUMPU DUPLEX A pr il 3, 2025
Slide 23: Stainless steel is a growing business...
23 Stainless steel is a growing business... Global stainless steel flat Expected stainless steel flat Demand is expected products’ demand* in 2024 products' demand* in 2029 to grow especially in: Americas Americas APAC APAC ENERGY EMEA EMEA TRANSPORTATION 33.6 +21% 40.6 INFRASTRUCTURE million tonnes
Slide 24: ...and we have an extensive product portfolio to support our customers
24 ...and we have an extensive product portfolio to support our customers Standard Specialty stainless steel stainless steel & alloys Case: Stala Case: Maastank storage tanks …for demanding needs …for even more specific and demanding needs Versatile stainless steels with good combination Application
Slide 25: Lifecycle costs can be significantly reduced with stainless steel
25 Lifecycle costs can be significantly reduced with stainless steel • Stainless steel is generally expected to last approximately 120 years with minimal maintenance. • Typically, a bridge made of carbon steel needs to be painted multiple times during its lifetime – resulting in significantly higher
Slide 26: High strength stainless steel supports a more sustainable economy
26 High strength stainless steel supports economy to become more sustainable • Use of stainless steel enables reduced weight, resulting in various benefits • Thinner material achieves advantages in manufacturing costs • Lighter structure especially in moving items, like buses or trains, reduces elec
Slide 27: Outokumpu Circle Green customers are loyal
27 Outokumpu Circle Green® customers are loyal Up to 93% lower carbon footprint compared to the industry average* *Global average carbon footprint of stainless steel: (2024):7 kg CO₂e per kg of stainless steel (Outokumpu’s calculation based on data provided by CRU, worldstainless and Kobolde & Partn
Slide 28: Demand for green steel is expected to grow
28 Demand for green steel is expected to grow • Positive demand Green steel EU targets to create lead outlook for low-emission demand expected to markets for low-emission ferrochrome produced grow steadily through materials through public in Europe, supported by CBAM end-customer demand procurement
Slide 29: Amazon's Doppler building
Amazon’s Doppler building | Architect: NBBJ (US) | Location: Seattle, USA
Slide 30: Presentation of the auditors' report and assurance report
30 Presentation of the annual accounts, the review by the Board of Directors and the auditor’s report for the year 2024 Item 6 on the agenda Presentation of the auditors’ report and assurance report on sustainability reporting, Samuli Perälä, Authorised Public Accountant (APA), auditor in charge, Pr
Slide 31: Auditor's Report, Assurance Report on the Sustainability Report
Don’t stretch the cover picture lower than this due to the logo Auditor’s Report Assurance Report on the Sustainability Report Outokumpu Corporation Annual General Meeting 2025 PricewaterhouseCoopers Oy Authorised Public Accountants Samuli Perälä Auditor in charge
Slide 32: Audit 2024
Audit 2024 What we have audited Group financial Key audit matters statements audit scope • Group financial statements • 10 group companies in 7 countries • Valuation of goodwill • Parent company financial • Covers the vast majority of the • Valuation of Property, Plant and statements Group’s sales,
Slide 33: Our audit opinion
Our audit opinion In our opinion • the consolidated financial statements give a true and fair view of the group’s financial position and financial performance and cash flows in accordance with IFRS Accounting Standards as adopted by the EU • the financial statements give a true and fair view of the
Slide 34: Our assurance opinion on Sustainability Report
Our assurance opinion on Sustainability Report Opinion Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes us to believe that the group sustainability report does not comply, in all material respects, with 1) the requirements lai
Slide 35: Adoption of the annual accounts
35 Adoption of the annual accounts Item 7 on the agenda April 3, 2025
Slide 36: Resolution on use of profit and payment of dividend
36 Resolution on the use of the profit shown on the balance sheet and the payment of dividend Item 8 on the agenda April 3, 2025
Slide 37: Dividend proposal by the Board of Directors
37 Dividend proposal by the Board of Directors • The Board of Directors proposes to the Annual General Meeting that a dividend of EUR 0.26 per share be paid based on the balance sheet to be adopted for the financial year ended December 31, 2024. • The dividend will be paid in two instalments, to sha
Slide 38: Resolution on discharge from liability
38 Resolution on the discharge of the members of the Board of Directors and the CEO from liability Item 9 on the agenda April 3, 2025
Slide 39: Resolution on the discharge of the Board members and CEO
39 Resolution on the discharge of the members of the Board of Directors and the CEO from liability for the financial year January 1–December 31, 2024 The Board of Directors President and CEO • Kari Jordan, Chairman of the Board • Heikki Malinen, until September 30, 2024 • Kati ter Horst, Vice Chairm
Slide 40: Consideration of the remuneration report
40 Consideration of the remuneration report for the governing bodies Item 10 on the agenda April 3, 2025
Slide 41: Consideration of the remuneration report for the governing bodies
41 Consideration of the remuneration report for the governing bodies The Board of Directors proposes that the remuneration report for the governing bodies for 2024 be approved. The resolution of the Annual General Meeting on the approval of the remuneration report is advisory. The remuneration repor
Slide 42: Resolution on the remuneration of Board members
42 Resolution on the remuneration of the members of the Board of Directors Item 11 on the agenda Pekka Pajamo, Member of the Shareholders' Nomination Board introduces the work of the Nomination Board and presents the proposals by the Nomination Board for the items 11, 12 and 13 on the agenda A pr il
Slide 43: The Shareholders' Nomination Board 2024
43 The Shareholders’ Nomination Board 2024 • Reima Rytsölä, CEO of Solidium Oy • Pekka Pajamo, CFO of Varma Mutual Pension Insurance Company • Jouko Pölönen, President and CEO of Ilmarinen Mutual Pension Insurance Company • Outi Antila, Director General of The Social Insurance Institution of Finland
Slide 44: Nomination Board's proposal on Board remuneration
44 The Nomination Board’s proposal on the remuneration of the members of the Board of Directors • The Shareholders’ Nomination Board proposes that the • 40% of the annual remuneration would be paid in the annual remuneration would be increased as follows and company’s own shares using treasury share
Slide 45: Resolution on the number of Board members
45 Resolution on the number of the members of the Board of Directors Item 12 on the agenda A pr il 3, 2025
Slide 46: Proposal for the Board composition
46 Proposal for the Board composition The Shareholders’ Nomination Board proposes that the Board of Directors would consist of eight (8) members. A pr il 3, 2025
Slide 47: Election of the members of the Board of Directors
47 Election of the members of the Board of Directors Item 13 on the agenda A pr il 3, 2025
Slide 48: Election of the members of Board of Directors
48 Election of the members of Board of Directors The Shareholders’ Nomination Board proposes that • the current members of the Board of Directors, Heinz Jörg Fuhrmann, Kari Jordan, Päivi Luostarinen, Jyrki Mäki-Kala, Petter Söderström and Julia Woodhouse would be re-elected, and • Hilde Merete Aashe
Slide 49: Proposed Board members 1/2
49 Proposed Board members 1/2 Kari Jordan Heinz Jörg Fuhrmann Päivi Luostarinen Jyrki Mäki-Kala b. 1956, M.Sc. (Econ.) b. 1956, PhD, Metallurgy b. 1955, LL.M., Ambassador b. 1961, M.Sc. (Econ.) Outokumpu Board member Outokumpu Board member Outokumpu Board member Outokumpu Board member and Chairman o
Slide 50: Proposed Board members 2/2
50 Proposed Board members 2/2 More information on the members of the Board of Directors is available on Outokumpu’s website. Petter Söderström Julia Woodhouse b. 1976, M.Sc. (Econ.) b. 1958, BA (hons), History Outokumpu Board member Outokumpu Board member 2022– 2019– Member of the Audit Member of th
Slide 51: Proposed new Board members 1/2
51 Proposed new Board members 1/2 Work experience Positions of trust • President and CEO: Hydro 2019–2024 • Member of ERT (European roundtable for industry) 2019– • Executive Vice President for Primary Metal and Metal 2024 Marked and member of the corporate management: Hydro • Member: the Internatio
Slide 52: Proposed new Board members 2/2
52 Proposed new Board members 2/2 Work experience Positions of trust • Executive Vice President, Head of SSAB Europe and • Vice Chairman of the Board of Directors: Suomen member of SSAB AB Group Executive Committee: SSAB Malmijalostus 2022– 2014–January 30, 2025 • Member of Board of Directors (2021–
Slide 53: Election of the Chairman and Vice Chairman of the Board
53 Proposal for the election of the Chairman and Vice Chairman of the Board of Directors The Shareholders’ Nomination Board proposes that Kari Jordan would be re-elected as the Chairman and Jyrki Mäki-Kala would be elected as the Vice Chairman of the Board of Directors. A pr il 3, 2025
Slide 54: Resolution on the remuneration of the auditor
54 Resolution on the remuneration of the auditor Item 14 on the agenda April 3, 2025
Slide 55: Remuneration of the auditor
55 Remuneration of the auditor The Board of Directors proposes to the Annual General Meeting, on the recommendation of the Audit Committee, that the elected auditor be reimbursed in accordance with the respective invoice approved by the company. April 3, 2025
Slide 56: Election of the auditor
56 Election of the auditor Item 15 on the agenda April 3, 2025
Slide 57: Election of the auditor
57 Election of the auditor The Board of Directors proposes to the Annual General Meeting, on the recommendation of the Audit Committee, that the audit firm PricewaterhouseCoopers Oy be elected as the auditor for the term of office ending at the end of the next Annual General Meeting. The auditor’s a
Slide 58: Election of the sustainability reporting assurance provider
58 Election of the sustainability reporting assurance provider Item 16 on the agenda April 3, 2025
Slide 59: Election of the sustainability reporting assurance provider
59 Election of the sustainability reporting assurance provider The Board of Directors proposes to the Annual General Meeting, on the recommendation of the Audit Committee, that the sustainability audit firm PricewaterhouseCoopers Oy be elected as the sustainability reporting assurance provider for t
Slide 60: Authorizing the Board to resolve on repurchase of own shares
60 Authorizing the Board of Directors to resolve on the repurchase of the company’s own shares Item 17 on the agenda April 3, 2025
Slide 61: Authorizing the Board to resolve on repurchase of own shares
61 Authorizing the Board of Directors to resolve on the repurchase of the company’s own shares • The Board of Directors proposes to the Annual General Meeting that the Board of Directors would be authorized to resolve to repurchase a maximum of 45,000,000 of Outokumpu’s own shares, currently represe
Slide 62: Authorizing the Board to resolve on issuance of shares
62 Authorizing the Board of Directors to resolve on the issuance of shares as well as special rights entitling to shares Item 18 on the agenda April 3, 2025
Slide 63: Authorizing the Board to resolve on issuance of shares
63 Authorizing the Board of Directors to resolve on the issuance of shares as well as special rights entitling to shares • The Board of Directors proposes to the Annual General Meeting that the Board of Directors be authorized to resolve to issue a maximum of 45,000,000 shares in one or several inst
Slide 64: Closing of the meeting
64 Closing of the meeting Item 19 on the agenda April 3, 2025
Slide 65: Slide 65