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Forvia ex Faurecia : Report of the Board of Directors to the Combined General Meeting of 4 June 2026
Forvia ex Faurecia : Report of the Board of Directors to the Combined General Meeting of 4 June
About this update from Forvia Se
REPORT OF THE BOARD OF DIRECTORS OF FORVIA1 Combined General Meeting of June 4, 2026 1 In this Report, « Company », « FORVIA » or « FORVIA SE » refer to FORVIA, a European Company with a share capital of €1,37S,c25,380, registered in the Nanterre Trade and Companies Register under number 542 005 37c and having its registered office at 23-27 avenue des Champs Pierreux, Nanterre (France). « Group » or « FORVIA Group » refer to the group of companies comprising FORVIA SE and its consolidated subsidiaries (including HELLA GmbH & Co. KGaA and companies directly or indirectly controlled by it, hereinafter the « HELLA scope » or "HELLA"). Explanatory Notes to the resolutions Ordinary General Meeting Approval of the Financial Statements and Appropriation of Income (FIRST TO THIRD RESOLUTIONS) Shareholders are being asked to approve the statutory financial statements (first resolution) and the consolidated financial statements (second resolution) of the Company for the fiscal year ended December 31, 2025, and the proposed appropriation of income for this fiscal year (third resolution). The statutory financial statements for the fiscal year ended December 31, 2025, show a loss of €991,520,924.37 (first resolution) and the consolidated financial statements for the same fiscal year show a loss (Group share) of €2,091.1 million (second resolution), consisting mainly of non-recurring and non-cash items. Debt reduction remained the Group's foremost priority in 2025. Strong organic cash flow generation resulted in a reduction in net debt of more than €600 million and a decrease in the Net debt/Adjusted EBITDA ratio from 2.0x to 1.7x in 2025. As indicated during the presentation of its 2025 results and at its Capital Markets Day held on February 24, 2026, the Group is committed to pursuing this trajectory, with the objective of reducing its financial leverage to 1.5x by year-end 2026 and then to 1.2x by year-end 2028, thereby fully restoring its financial flexibility. In this context, in accordance with the Company's dividend policy, the Board of Directors decided to propose to the shareholders that no dividend be paid in 2026 in respect of the 2025 fiscal year. They are therefore asked to allocate the distributable profit to the "Retained earnings" account (third resolution). Finally, shareholders are being asked to approve the total charges and expenses mentioned i...