AGM Statement, trading update & strategic update
25 September 2024
De La Rue plc
Results of AGM, trading update and strategic update
The Annual General Meeting ("AGM") of De La Rue plc (LSE: DLAR) ("De La Rue", the "Group" or the "Company") was held today, 25 September 2024, at 12:00pm at De La Rue House, Jays Close, Basingstoke, Hampshire, RG22 4BS, United Kingdom.
All the Resolutions (as set out in the Notice of Annual General Meeting) were duly passed on a poll, in which every member present in person or proxy had one vote for each Ordinary Share held. Details of the votes for and against each resolution are set out below.
Trading update
The Board remains confident of achieving Group adjusted operating profit for FY25 significantly ahead of FY24, in the mid- to high- £20millions. For the first half of FY25, which ends on 28 September 2024, we expect Group adjusted operating profit to be in the low single digit range. As in prior years, the Group business performance will be H2 weighted, and this has been somewhat amplified by the timing of certain deliveries within the Currency division moving into the second half of FY25.
Working capital will show an adverse movement in the first half as we build inventory to fulfil customer orders and await payment on a number of key customer contracts. We have also started to incur costs in relation to the separation process. As a result, we expect net debt at 28 September 2024 to be in excess of that at the end of FY24.
The actual outturn for the Group in FY25 will also depend on the nature and timing of any business disposal.
Strategic update
As we explained in the results announcement of 25 July 2024, we are pursuing various strategic options in relation to our operating divisions. Discussions with parties in relation to the disposal of either of the Group's divisions have progressed significantly since that date. We have also begun work on the physical and legal separation of the two divisions. The Board expects to provide a further update on these matters within the next few weeks.
Poll Voting Figures
The poll results on the Resolutions are as follows:
|
|
RESOLUTION
|
FOR |
AGAINST
|
TOTAL |
WITHHELD |
||||
|
|
|
Number of Votes |
% of votes Cast |
Number of Votes |
% of votes Cast |
Votes Cast (Excluding Withheld) |
% of Issued Share Capital |
Number of Votes |
|
|
Ordinary Resolutions |
|||||||||
|
1. |
Receive the Annual Report and Accounts |
118,774,615 |
99.92% |
99,857 |
0.08% |
118,874,472 |
60.64% |
19,851 |
|
|
2. |
Approve the Directors' Remuneration Report |
115,310,107 |
97.16% |
3,366,033 |
2.84% |
118,676,140 |
60.54% |
218,183 |
|
|
3. |
Re-elect Nick Bray |
96,509,057 |
98.82% |
1,147,630 |
1.18% |
97,656,687 |
49.82% |
21,237,636 |
|
|
4. |
Re-elect Ruth Euling |
118,491,641 |
99.86% |
169,980 |
0.14% |
118,661,621 |
60.53% |
232,702 |
|
|
5. |
Re-elect Mark Hoad |
117,497,060 |
99.02% |
1,162,834 |
0.98% |
118,659,894 |
60.53% |
234,429 |
|
|
6. |
Re-elect Dean Moore |
115,569,695 |
97.39% |
3,096,981 |
2.61% |
118,666,676 |
60.53% |
227,647 |
|
|
7. |
Re-elect Brian Small |
117,468,011 |
98.99% |
1,200,133 |
1.01% |
118,668,144 |
60.53% |
226,179 |
|
|
8. |
Re-elect Clive Vacher |
94,121,022 |
96.37% |
3,547,848 |
3.63% |
97,668,870 |
49.82% |
21,225,453 |
|
|
9. |
Re-elect Clive Whiley |
114,180,267 |
96.22% |
4,487,877 |
3.78% |
118,668,144 |
60.53% |
226,179 |
|
|
10. |
Re-appoint Ernst and Young LLP as Auditor |
118,710,152 |
99.87% |
151,637 |
0.13% |
118,861,789 |
60.63% |
32,534 |
|
|
11. |
Authorise the Directors to determine the Auditor's remuneration |
118,755,036 |
99.89% |
130,062 |
0.11% |
118,885,098 |
60.64% |
9,225 |
|
|
12. |
Authorise political donations and political expenditure |
117,739,080 |
99.05% |
1,134,613 |
0.95% |
118,873,693 |
60.64% |
20,032 |
|
|
13. |
Authorise the Directors to allot shares |
118,649,698 |
99.82% |
219,483 |
0.18% |
118,869,181 |
60.64% |
25,142 |
|
|
Special Resolutions |
||||||||
|
14. |
Dis-application of pre-emption rights |
118,364,257 |
99.75% |
291,625 |
0.25% |
118,655,882 |
60.53% |
238,441 |
|
15. |
Additional dis-application of pre-emption rights |
118,355,137 |
99.75% |
300,71 |
0.25% |
118,655,854 |
60.53% |
238,469 |
|
16. |
Authorise the Company to make on-market purchases of its own shares |
118,606,047 |
99.77% |
272,814 |
0.23% |
118,878,861 |
60.64% |
15,462 |
|
17. |
Shortened notice of general meetings |
115,407,881 |
97.08% |
3,469,398 |
2.92% |
118,877,279 |
60.64% |
17,044 |
1. The percentages voted 'For' and 'Against' are expressed as a proportion of the total votes cast, which does not include votes withheld since for legal purposes a vote withheld is not a vote cast.
2. Any proxy appointments which gave discretion to the Chairman of the meeting have been included in the 'For' totals.
3. As at 6:00 p.m. on 23 September 2024 (being the record time for the Annual General Meeting), the Company had 196,038,354 Ordinary Shares in issue and the total number of voting rights in respect of these Ordinary Shares was 196,038,354, each Ordinary Share carrying one vote.
In accordance with Listing Rule 6.4.2R, a copy of the Resolutions, other than those concerning ordinary business, will be submitted to the National Storage Mechanism, where they will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. In addition, a copy of the Resolutions will also be filed with Companies House. The results of the Annual General Meeting held on 25 September 2024 will be available to view on the Company's website at www.delarue.com.
Enquiries
|
De La Rue plc |
|
+44 (0)7990 337707 |
|
Clive Whiley |
|
Chairman |
|
Clive Vacher |
|
Chief Executive Officer |
|
Louise Rich |
|
Head of Investor Relations |
|
|
|
|
|
Brunswick |
|
+44 (0)207 404 5959 |
|
Stuart Donnelly |
|
|
|
Ed Brown |
|
|
About De La Rue
Established over 210 years ago, De La Rue is trusted by governments, central banks, and international brands, providing digital and physical solutions that protect their supply chains and cash cycles from counterfeiting and illicit trade.
With operations in five continents, customers in 140 countries and solutions that include advanced track and trace software, security document design, banknotes, brand protection labels, tax stamps, security features and passport bio-data pages, De La Rue brings unparalleled knowledge and expertise to its partnerships and projects.
Our core focus areas are:
- Authentication: leveraging advanced digital software solutions and security labels to protect revenues and reputations from the impacts of illicit trade, counterfeiting, and identity theft.
- Currency: designing and manufacturing highly secure banknotes and banknote components that are optimised for security, manufacturability, cash cycle efficacy and public engagement.
The security and trust derived from our solutions pave the way for robust economies and flourishing societies. This is underpinned by a significant Environmental, Social, and Governance commitment that is evidenced by accolades such as the ISO 14001 certification and a consistent ranking in the top tier of the Financial Times European Climate Leaders list.
De La Rue's shares are traded on the London Stock Exchange (LSE: DLAR). De La Rue plc's LEI code is 213800DH741LZWIJXP78. For further information please visit www.delarue.com.
Cautionary note regarding forward-looking statements
Certain statements contained in this document relate to the future and constitute 'forward-looking statements'. These forward-looking statements include all matters that are not historical facts. In some cases, these forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "anticipates", "expects", "intends", "plans", "may", "will", "could", "shall", "risk", "aims", "predicts", "continues", "assumes", "positioned" or "should" or, in each case, their negative or other variations or comparable terminology. They appear in a number of places throughout this document and include statements regarding the intentions, beliefs or current expectations of the Directors, De La Rue or the Group concerning, amongst other things, the results of operations, financial condition, liquidity, prospects, growth, strategies and dividend policy of De La Rue and the industry in which it operates.
By their nature, forward-looking statements are not guarantees or predictions of future performance and involve known and unknown risks, uncertainties, assumptions and other factors, many of which are beyond the Group's control, and which may cause the Group's actual results of operations, financial condition, liquidity, dividend policy and the development of the industry and business sectors in which the Group operates to differ materially from those suggested by the forward-looking statements contained in this document. In addition, even if the Group's actual results of operations, financial condition and the development of the business sectors in which it operates are consistent with the forward-looking statements contained in this document, those results or developments may not be indicative of results or developments in subsequent periods.
Past performance cannot be relied upon as a guide to future performance and should not be taken as a representation or assurance that trends or activities underlying past performance will continue in the future. Accordingly, readers of this document are cautioned not to place undue reliance on these forward-looking statements.
Other than as required by English law, none of the Company, its Directors, officers, advisers or any other person gives any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this document will occur, in part or in whole. Additionally, statements of the intentions of the Board and/or Directors reflect the present intentions of the Board and/or Directors, respectively, as at the date of this document, and may be subject to change as the composition of the Company's Board of Directors alters, or as circumstances require.
The forward-looking statements contained in this document speak only as at the date of this document. Except as required by the UK's Financial Conduct Authority, the London Stock Exchange or applicable law (including as may be required by the UK Listing Rules and/or the Disclosure Guidance and Transparency Rules), De La Rue expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this document to reflect any change in the Group's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
Latest directors dealings
- 57 minutes ago M&G
- 1 hour ago AJ Bell
- 1 hour ago Pembroke Vct B
- 1 hour ago FirstGroup
- 1 hour ago Kainos Group