Scandinavian Tobacco Group A/s · OMXCOP:STG
Scandinavian Tobacco Group A/s — Shareholder Meeting (April 2024)
44 slides from Scandinavian Tobacco Group A/s's shareholder meeting presentation, Apr 4, 2024
Slide 1: Annual General Meeting 4 April 2024
ANNUAL GENERAL MEETING 4 APRIL 2024
Slide 2: Agenda
AGENDA 01 Report of the Board of Directors on the Company’s activities during financial year 02 Adoption of the audited annual report 03 Appropriation of profit as recorded in the adopted annual report 04 Presentation of the Company’s remuneration report for an advisory vote 05 Adoption of the remun
Slide 3: Agenda
AGENDA 6A Reduction of the Company’s share capital 6B Adoption of an amendment to the Articles of Association to amend the Indemnification Scheme for members of the Board of Directors and the Executive Management as adopted at the general meeting in 2023 6C Approval of the Remuneration Policy 07 Ele
Slide 4: Report of the Board of Directors
REPORT OF THE BOARD OF DIRECTORS
Slide 5: Financial Highlights 2023
FINANCIAL HIGHLIGHTS 2023 8,731 2,106 24.1% 1,053 NET SALES EBITDA EBITDA MARGIN FREE CASH FLOW (DKK MILLION) Before special items Before special items Before acquisitions (DKK MILLION) (DKK MILLION) 5
Slide 6: Dividend Overview
DIVIDEND OVERVIEW PROPOSED DIVIDEND PROPOSED TOTAL PER SHARE PAYMENT DKK 8.40 DKKm 731 2022: DKK 8.25 6
Slide 7: Europe Branded
EUROPE BRANDED SHARE OF GROUP NET REPORTED NET SALES 2023 EBITDA MARGIN SALES IN 2023 2023 BEFORE SPECIAL ITEMS 33% 2.8 DKKBn 23.8% vs. 32% in 2022 vs. 2.7 DKKBn in 2022 vs. 27.7% in 2022 HANDMADE CIGARS SMOKING TOBACCO MACHINE-ROLLED CIGARS OTHER 4% 19% 73% 4% KEY BRANDS 7
Slide 8: North America Branded & RoW
NORTH AMERICA BRANDED & RoW SHARE OF GROUP NET REPORTED NET SALES 2023 EBITDA MARGIN SALES IN 2023 2023 BEFORE SPECIAL ITEMS 35% 3.0 DKKBn 36.3% vs. 36% in 2022 vs. 3.1 DKKBn in 2022 vs. 38.4% in 2022 HANDMADE CIGARS SMOKING TOBACCO MACHINE-ROLLED CIGARS OTHER 30% 21% 26% 23% KEY BRANDS
Slide 9: North America Online & Retail
NORTH AMERICA ONLINE & RETAIL SHARE OF GROUP NET REPORTED NET SALES 2023 EBITDA MARGIN SALES IN 2023 2023 BEFORE SPECIAL ITEMS 32% 2.8 DKKBn 15.7% vs. 32% in 2022 vs. 2.7 DKKBn in 2022 vs. 14.5% in 2022 HANDMADE CIGARS SMOKING TOBACCO MACHINE-ROLLED CIGARS OTHER 81% 3% 5% 11% ONLINE STORES 9
Slide 10: Rolling Towards 2025
e SCANDINAVIAN TOBACCO GROUP PORPOSE GRAFT THE RITUALS THAT MAKE US MORE aS VISION BE THE UNDISPUTED & SUSTAINABLE GLOBAL LEADER IN CIGARS AMBITION GROW INTEGRATE SIMPLIFY. EMBRACE LEAD MUST-WIN OUR HANDMADE FUTURE PROFIT NEW MERGERS EVERYTHII APERFORMANCE USTAINABILITY BATTLES RBUSINESS | GROWTHIN
Slide 11: 4 Years Into Our Strategy Rolling Towards 2025
4 YEARS INTO OUR STRATEGY ROLLING TOWARDS 2025 EXPANDED STRENGTHENED GROWN CREATED our product portfolio our brands to be a larger and more a strong foundation for through M&A profitable company future growth Important steps to become the undisputed and sustainable global leader in cigars 11
Slide 12: Building More Touchpoints for Consumers and Strengthening Brand Portfolio
BUILDING MORE TOUCHPOINTS FOR OUR CONSUMERS AND STRENGTHENING OUR BRAND PORTFOLIO 12
Slide 13: Stronger Category Focus
STRONGER CATEGORY FOCUS CIGARS REINVEST NEXT-GENERATION ORAL 3 CATEGORIES remain our in our as a separate Handmade Cigars core business growth enablers category Machine-Rolled Cigars & Smoking Tobacco Next-Generation Oral
Slide 14: Financial Achievements During Rolling Towards 25
FINANCIAL ACHIEVEMENTS 5 YEARS AND DURING ROLLING TOWARDS 2025 NET SALES EBITDA MARGIN ADJUSTED EPS DKK billion % DKK Share 10 30 20 25 15 20 5 15 10 10 5 5 0 0 0 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 DKK million FREE CASH FLOW DKK million CAPITAL DISTRIBUTION RE
Slide 15: Shareholder-Elected Members of the Board of Directors
THE SHAREHOLDER-ELECTED MEMBERS OF THE BOARD OF DIRECTORS HENRIK BRANDT HENRIK AMSINCK DIANNE NEAL BLIXT Current Chairman MARLENE FORSELL CLAUS GREGERSEN ANDERS OBEL 15
Slide 16: Proposal to Amend the Indemnification Scheme
PROPOSAL TO AMEND THE INDEMNIFICATION SCHEME The Board of Directors proposes that the general meeting adopts an amendment to the Company's Articles of Association to include a time limit for the indemnification scheme and to clarify that the maximum coverage included in an indemnification agreement
Slide 17: Remuneration of Executive Management
REMUNERATION OF EXECUTIVE MANAGEMENT 15.2 DKK million TOTAL COST OF REMUNERATION 17
Slide 18: Outlook
OUTLOOK 1 Continued focus to deliver on our strategy Rolling Towards 2025 We need to accelerate organic growth and will invest 2 more in long-term growth opportunities Cigars and smoking tobacco expected to deliver flat to low 3 single digit annual net sales growth while NGPs are expected to deliver
Slide 19: 2024 Financial Outlook
2024 FINANCIAL OUTLOOK NET SALES EBITDA MARGIN • 2024 may be another year with consumption declining faster than Before special items structural trends in our core categories In the range of In the range of • Growth Enablers expected to increase to about 10% of group net sales DKK 8.8-9.1 billion 22
Slide 20: Financial Ambitions
FINANCIAL AMBITIONS The aim to deliver strong financial performance by growing net sales, EBITDA margins and cash flow over time is unchanged and is reflected in the Financial Ambitions: • Increase the EBITDA margin* based on higher net sales and efficiency improvements. • Deliver positive average a
Slide 21: Shareholder Return Policy
SHAREHOLDER RETURN POLICY Our shareholder return policy Annual growth in remains unchanged ordinary dividend Dividend and/or share payment buy-back 21
Slide 22: Our Purpose: Craft the Rituals That Make Us More
OUR PURPOSE CRAFT THE RITUALS THAT MAKE US MORE
Slide 23: Agenda
AGENDA 01 Report of the Board of Directors on the Company’s activities during financial year 02 Adoption of the audited annual report 03 Appropriation of profit as recorded in the adopted annual report 04 Presentation of the Company’s remuneration report for an advisory vote 05 Adoption of the remun
Slide 24: Adoption of the Audited Annual Report
ADOPTION OF THE AUDITED ANNUAL REPORT 24
Slide 25: Agenda
AGENDA 01 Report of the Board of Directors on the Company’s activities during financial year 02 Adoption of the audited annual report 03 Appropriation of profit as recorded in the adopted annual report 04 Presentation of the Company’s remuneration report for an advisory vote 05 Adoption of the remun
Slide 26: Appropriation of Profit as Recorded in the Adopted Annual Report
APPROPRIATION OF PROFIT AS RECORDED IN THE ADOPTED ANNUAL REPORT PROPOSED DIVIDEND PROPOSED TOTAL PER SHARE PAYMENT DKK 8.40 DKKm 731 2022: DKK 8.25 26
Slide 27: Agenda
AGENDA 01 Report of the Board of Directors on the Company’s activities during financial year 02 Adoption of the audited annual report 03 Appropriation of profit as recorded in the adopted annual report 04 Presentation of the Company’s remuneration report for an advisory vote 05 Adoption of the remun
Slide 28: Presentation of the Remuneration Report for an Advisory Vote
PRESENTATION OF THE COMPANY’S REMUNERATION REPORT FOR AN ADVISORY VOTE 28
Slide 29: Agenda
AGENDA 01 Report of the Board of Directors on the Company’s activities during financial year 02 Adoption of the audited annual report 03 Appropriation of profit as recorded in the adopted annual report 04 Presentation of the Company’s remuneration report for an advisory vote 05 Adoption of the remun
Slide 30: Adoption of the Remuneration of the Board and Board Committees
ADOPTION OF THE REMUNERATION OF THE BOARD OF DIRECTORS AND BOARD COMMITTEES For the year Board of Directors 2024 Annual base fee DKK 440,000 Chairman DKK 440,000 x 3 Vice-chairman DKK 440,000 x 2 Audit Committee (in addition to the annual base fee as Board member) Chairman DKK 440,000 x 75% Other me
Slide 31: Agenda
AGENDA 01 Report of the Board of Directors on the Company’s activities during financial year 02 Adoption of the audited annual report 03 Appropriation of profit as recorded in the adopted annual report 04 Presentation of the Company’s remuneration report for an advisory vote 05 Adoption of the remun
Slide 32: Agenda
AGENDA 6A Reduction of the Company’s share capital 6B Adoption of an amendment to the Articles of Association to amend the Indemnification Scheme for members of the Board of Directors and the Executive Management as adopted at the general meeting in 2023 6C Approval of the Remuneration Policy 07 Ele
Slide 33: 6A Proposal to Reduce the Company's Share Capital
6A Proposal to reduce the Company’s share Adoption of the proposal implies amendment to capital from DKK 87,000,000 to DKK the following article in the Articles of Association. 86,000,000. 3.1: The company's share capital is nominally DKK 86,000,000, divided into shares of DKK 1 or any multiple ther
Slide 34: Agenda
AGENDA 6A Reduction of the Company’s share capital 6B Adoption of an amendment to the Articles of Association to amend the Indemnification Scheme for members of the Board of Directors and the Executive Management as adopted at the general meeting in 2023 6C Approval of the Remuneration Policy 07 Ele
Slide 35: 6B Amendment to Articles of Association: Indemnification Scheme
6B Adoption of an amendment to the Articles of Adoption of the proposal implies amendment to the following article in the Articles Association to amend the Indemnification Scheme for of Association (amendments marked in bold). members of the Board of Directors and the Executive Management as adopted
Slide 36: Agenda
AGENDA 6A Reduction of the Company’s share capital 6B Adoption of an amendment to the Articles of Association to amend the Indemnification Scheme for members of the Board of Directors and the Executive Management as adopted at the general meeting in 2023 6C Approval of the Remuneration Policy 07 Ele
Slide 37: 6C Approval of the Remuneration Policy
6C The proposed revised Remuneration Policy includes the following amendments to Approval of the Remuneration Policy the Company’s current Remuneration Policy: • a possibility to deviate from the Remuneration Policy in extraordinary circumstances (section 2.4, first paragraph) • a mandate to amend K
Slide 38: Agenda
AGENDA 6A Reduction of the Company’s share capital 6B Adoption of an amendment to the Articles of Association to amend the Indemnification Scheme for members of the Board of Directors and the Executive Management as adopted at the general meeting in 2023 6C Approval of the Remuneration Policy 07 Ele
Slide 39: Election of Members to Board of Directors: Candidates
ELECTION OF MEMBERS TO BOARD OF DIRECTORS: CANDIDATES HENRIK BRANDT HENRIK AMSINCK JÖRG BIEBERNICK Current Chairman DIANNE NEAL BLIXT MARLENE FORSELL ANDERS OBEL 39
Slide 40: Agenda
AGENDA 6A Reduction of the Company’s share capital 6B Adoption of an amendment to the Articles of Association to amend the Indemnification Scheme for members of the Board of Directors and the Executive Management as adopted at the general meeting in 2023 6C Approval of the Remuneration Policy 07 Ele
Slide 41: Election of Auditor(s)
ELECTION OF AUDITOR(S) The Board of Directors proposes to re-elect PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab in accordance with the Audit Committee’s recommendation. The Board of Directors further proposes to elect PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab
Slide 42: Agenda
AGENDA 6A Reduction of the Company’s share capital 6B Adoption of an amendment to the Articles of Association to amend the Indemnification Scheme for members of the Board of Directors and the Executive Management as adopted at the general meeting in 2023 6C Approval of the Remuneration Policy 07 Ele
Slide 43: Any Other Business
SCANDINAVIAN TOBACCO GROUP
Slide 44: Thank You
SCANDINAVIAN TOBACCO GROUP
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