Slide 1: Annual general meeting of shareholders
annual general meeting of shareholders. Randstad N.V. March 26, 2019
Slide 2: Disclaimer & definitions
disclaimer & definitions. Certain statements in this document concern prognoses about the future financial condition, risks, investment plans and the results of operations of Randstad N.V. and its operating companies, as well as certain plans and objectives. Obviously, such prognoses involve risks a
Slide 3: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 3
Slide 4: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 4
Slide 5: Performance moving forward
performance moving forward. © Randstad 2019 | 5
Slide 6: Our purpose is to support people and organizations in realizing their true potential
our purpose is to support people and organizations in realizing their true potential. | 6
Slide 7: FY 2018: further operational and strategic progression
FY 2018: further operational and strategic progression. FY 2018 FY key financials growth drivers achievements resilient portfolio paying off organic growth 3.7% perm up 13% EBITA margin progression EBITA € 1,108m ROW up 12% record high cash dividend EBITA margin 4.7% digital progress © Randstad 2019
Slide 8: Regional split: diversified portfolio paying off
regional split: diversified portfolio paying off Europe slowing down, NAM robust, ROW fast growth. • Europe grew 3% (vs. +10% in 17) • North America grew 2% (vs. +1% in 17) • Rest of the world increased 12% (vs. +10% in 17) • Group grew 4% (vs. +8% in 17) © Randstad 2019 | 8
Slide 9: Revenue growth continues to outperform peers powered by integrated tech
revenue growth continues to outperform peers powered by integrated tech. organic revenue pwd growth by quarter, 2012-2018 © Randstad 2019 | 9
Slide 10: Organic revenue growth in key markets
organic revenue growth in key markets NAM, ROW offsetting Europe. • Europe grew 3% (vs. +10% in 2017) • North America grew 2% (vs. +1% in 2017) • Rest of the world increased 12% (vs. +10% in 2017) • Group grew 4% (vs. +8% in 2017) © Randstad 2019 | 10
Slide 11: Split by geographical area, FY 2018
split by geographical area, FY 2018. revenue split by geography EBITA split by geography 2018: revenue € 23,812 million 2018: EBITA € 1,108 million © Randstad 2019 | 11
Slide 12: Connecting initiatives and scaling up successful concepts around the world
we are connecting the initiatives and scaling up successful concepts fast around the world. digital factory RIF scale ups (17 investments) • data-driven sales • pymetrics • workforce scheduling • montage • talent engagement • crunchr • brazen external local innovations innovations tech & touch • ran
Slide 13: Tech is easy, change is hard
tech is easy, change is hard. drive strengthen learn business digital how to results foundation change © Randstad 2019 | 13
Slide 14: Our core values guide us in how we work
our core values guide us in how we work. Our values shape our culture. They help us to trust develop, grow and better serve our clients, We are respectful. We value our relationships candidates and other stakeholders. and treat people well. to know striving for perfection We are experts. We know our
Slide 15: Our required behavior
our required behavior. • tone at the top • transparency • clear and open communication • focus on integrity • good governance © Randstad 2019 | 15
Slide 16: Sustainability is at the heart of Randstad's business
sustainability is at the heart of randstad’s business. one of Randstad's core values is the simultaneous promotion of all interests. we play a key role in society since 1960; work is a unifying force • contributing to labor participation, social inclusion, well-being. • offering employment solutions
Slide 17: Some specific questions
some specific questions. ● living wage - no international definition; Randstad focuses on improving the regulation of labor markets - Randstad actively calls for decent, clear, fair, and workable rules and regulations in the markets in which we operate, either on our own account and/or through recog
Slide 18: Our ultimate goal
our ultimate goal. We have identified four drivers of our ultimate goal. By rigorously and conscientiously committing ourselves to these drivers, we will be taking the necessary, and measurable, steps towards realizing our ultimate goal. 1. contributing to economic growth 2. connecting with people 3
Slide 19: Financial results & outlook
financial results & outlook. © Randstad 2019 | 19
Slide 20: FY 2018 sound operational performance
FY 2018 sound operational performance. FY performance FY key financials € million FY ’18 FY ’17 % org. revenue 23,812 23,273 4% gross profit 4,703 4,708 2% • organic revenue growth 4% gross margin 19.8% 20.2% operating expenses* 3,595 3,643 1% opex % 15.1% 15.7% • EBITA margin 4.7% (FY 2017: 4.6%) E
Slide 21: FY 2018 gross margin: impacted by mix, underlying stable
FY 2018 gross margin: impacted by mix, underlying stable. FY gross margin development YoY FY key financials • temp margin impacted by mix effects and CICE (down -30bp) • perm fees grew 13% YoY organically, adding 20bp • HRS/Monster impact -30bp © Randstad 2019 | 21
Slide 22: Agile cost management in FY 2018
agile cost management in FY 2018. FY YoY opex bridge FY cost management • organic opex up 1% YoY • ICR 56%, flexible cost base and tight steering continues to pay off • on track to deliver cost savings program © Randstad 2019 | 22
Slide 23: Resilient free cash flow and balance sheet, record dividend
resilient free cash flow and balance sheet, record dividend. improved free cash flow YoY strong balance sheet • FY FCF € 627m (+7% vs. FY 2017) • net debt € 985m (down € 41m vs. LY) • strong FY working capital improvement • leverage ratio 0.8 (FY 2017: 0.9) • high FCF resilience, given counter cycli
Slide 24: Capital allocation strategy
capital allocation strategy. capital allocation strategy impact on FY 2018 payout in 2019 cash dividend policy with payout 40 – regular cash dividend: €2.27 per 50%; implement floor cash dividend share, based on 50% payout ratio of € 1.62 per share when leverage ratio < 1.0 => leverage ratio = 0.8,
Slide 25: Cash dividend: up 22% including special dividend
cash dividend: up 22% including special dividend. • cash dividend payment over 2018 • payment of € 3.38 per ordinary share (+ 22% YoY) • regular dividend of € 2.27 based on payout of 50% of adjusted net profit • special dividend of € 1.11 based on capital allocation strategy and leverage ratio of 0.
Slide 26: Dividend process and timeline in 2019
dividend process and timeline in 2019. • March 26, 2019: approval shareholders in AGM • March 28, 2019: ex-dividend date regular cash dividend • March 29, 2019: record date regular cash dividend • April 2, 2019: payment of regular cash dividend • Fourth quarter 2019: payment of special cash dividend
Slide 27: 2. Review 2018 Q&A
2. review 2018 Q&A © Randstad 2019 | 27
Slide 28: 2b. Application of the remuneration policy in 2018
2. review 2018 2b. application of the remuneration policy in 2018 • last update of the remuneration policy approved in 2017 • remuneration 2018 in line with approved policy • remuneration report on pages 115 - 120 of the annual report 2018 © Randstad 2019 | 28
Slide 29: 2c. Proposal to adopt the financial statements 2018
2. review 2018 2c. proposal to adopt the financial statements 2018 © Randstad 2019 | 29
Slide 30: Overview of Deloitte audit
overview of Deloitte audit. © Randstad 2019 | 30
Slide 31: 2d. Explanation of the policy on reserves and dividends
2. review 2018 2d. explanation of the policy on reserves and dividends © Randstad 2019 | 31
Slide 32: Capital allocation strategy
capital allocation strategy. capital allocation strategy impact on FY 2018 payout in 2019 cash dividend policy with payout 40 – regular cash dividend: €2.27 per 50%; implement floor cash dividend share, based on 50% payout ratio of € 1.62 per share when leverage ratio < 1.0 => leverage ratio = 0.8,
Slide 33: 2e. Proposal to determine the regular dividend over 2018
2. review 2018 2e. proposal to determine the regular dividend over the financial year 2018 © Randstad 2019 | 33
Slide 34: Cash dividend: up 22% including special dividend
cash dividend: up 22% including special dividend. • cash dividend payment over 2018 • payment of € 3.38 per ordinary share (+ 22% YoY) • regular dividend of € 2.27 based on payout of 50% of adjusted net profit • special dividend of € 1.11 based on capital allocation strategy and leverage ratio of 0.
Slide 35: Dividend process and timeline in 2019
dividend process and timeline in 2019. • March 26, 2019: approval shareholders in AGM • March 28, 2019: ex-dividend date regular cash dividend • March 29, 2019: record date regular cash dividend • April 2, 2019: payment of regular cash dividend • Fourth quarter 2019: payment of special cash dividend
Slide 36: 2f. Proposal to determine a special dividend over 2018
2. review 2018 2f. proposal to determine a special dividend over the financial year 2018 © Randstad 2019 | 36
Slide 37: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 37
Slide 38: 3a. Discharge of liability of the executive board
3. discharge of liability 3a. discharge of liability of the members of the executive board for the management © Randstad 2019 | 38
Slide 39: 3b. Discharge of liability of the supervisory board
3. discharge of liability 3b. discharge of liability of the members of the supervisory board for the supervision of the management © Randstad 2019 | 39
Slide 40: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 40
Slide 41: 4a. Proposal to appoint Rebecca Henderson to the executive board
4. composition executive board 4a. proposal to appoint Rebecca Henderson as member of the executive board • US national • proven track record in Randstad since 2012 • will become responsible for Randstad Sourceright, Global Client Solutions, Monster, RiseSmart and twago • appointment for a period of
Slide 42: 4b. Proposal to appoint Karen Fichuk to the executive board
4. composition executive board 4b. proposal to appoint Karen Fichuk as member of the executive board • US national • proven track record • expertise around data, analytics and technology • will become responsible for North America • appointment for a period of 4 years • remuneration in line with rem
Slide 43: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 43
Slide 44: 5a. Proposal to reappoint Jaap Winter
5. composition supervisory board 5a. proposal to reappoint Jaap Winter as member of the supervisory board • Dutch national • member of the supervisory board since 2011 • vice-chairman, member of the audit committee and governance & nomination committee • nominated by Randstad Beheer • reappointment
Slide 45: 5b. Proposal to reappoint Barbara Borra
5. composition supervisory board 5b. proposal to reappoint Barbara Borra as member of the supervisory board • Italian national • member of the supervisory board since 2015 • member of the remuneration committee • reappointment for a period of 4 years © Randstad 2019 | 45
Slide 46: 5c. Proposal to reappoint Rudy Provoost
5. composition supervisory board 5c. proposal to reappoint Rudy Provoost as member of the supervisory board • Belgian national • member of the supervisory board since 2015 • member of the governance & nomination committee • reappointment for a period of 4 years © Randstad 2019 | 46
Slide 47: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 47
Slide 48: 6a. Authority to issue shares and restrict pre-emptive rights
6. shares 6a. proposal to extend the authority of the executive board to issue shares and to restrict or exclude the pre-emptive right to any issue of shares • valid for a period of 18 months • approval by the supervisory board • yearly maximum authorization of 3% of the issued capital © Randstad 20
Slide 49: 6b. Authority to repurchase shares
6. shares 6b. proposal to authorize the executive board to repurchase shares • valid for a period of 18 months • maximum of 10% of the issued share capital © Randstad 2019 49
Slide 50: 6c. Proposal to cancel repurchased shares
6. shares 6c. proposal to cancel repurchased shares • valid for a period of 18 months • maximum of 10% of the issued share capital © Randstad 2019 50
Slide 51: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 51
Slide 52: 7. Reappointment Stépan Breedveld
7. reappointment stépan breedveld • board member of Stichting Administratiekantoor Preferente Aandelen Randstad • Dutch national • reappointment for a period of 4 years © Randstad 2019 52
Slide 53: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 53
Slide 54: 8. External auditor
8. external auditor 8. proposal to reappoint Deloitte Accountants bv as external auditor for the financial year 2020 © Randstad 2019 54
Slide 55: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 55
Slide 56: Agenda
agenda. 1. opening 2. review 2018 3. discharge of liability 4. composition executive board 5. composition supervisory board 6. shares 7. other corporate affairs 8. external auditor 9. any other business 10. closing © Randstad 2019 | 56
Slide 57: Human forward
eaese human forward. MW