AGM 2020

Concentric’s Annual General Meeting 2020

Concentric's Annual General Meeting 2020 will be held in Stockholm on 23 April 2020.

A shareholder who wishes to have a matter addressed at the Annual General Meeting shall submit a written request to the board of directors on 5 March 2020 at the latest, or after this date but in due time for the matter to be included in the notice to attend the Annual General Meeting.

The request shall be addressed to the board of directors and sent to Marcus Whitehouse at the address: [email protected].

Shareholder Letter from CEO

Dear Shareholder
I regret to inform you the Concentric management team are unable to attend this year’s Annual General Meeting as we have done in previous years due to the travel restrictions and social distancing rules imposed by national governments to restrict the spread of the Coronavirus, COVID-19.

Financial Performance
2019 was a year that truly demonstrated the cyclical nature of the sectors that we serve; in particular, the second half of the year where we faced softening customer demand that was further compounded by de-stocking by the OEM’s. As in previous down-cycles our super team of dedicated and engaged employees, reacted well to address the challenges and to protect both the profit and cash results of the business whilst at the same time maintaining excellent product quality and service to our customers. 2019 was also the year where Alfdex, our 50/50 joint venture with Alfa Laval, announced the important order to supply Weichai with oil mist separators to meet China-6 emission regulations. Manufacturing capacity was installed in Kunshan in China, well ahead of the demand, and we saw good volumes during the last quarter of 2019 which, we expect to continue into 2020.

The CBE-programme has continued to improve the Group’s profitability and the reported operating margin for the full year increased to 23.5% (22.1) with an adjusted operating income dropout rate of just over 30%. Cash management has been a particular focal point during the year, and whilst cash generation was impacted by lower sales, the conversion ratio of operating income to operating cash has met our expectation. The reported net debt was MSEK 54 (12) and the gearing ratio 5% (1), and despite the IFRS accounting changes was broadly in line with the prior year.

Outlook
Before the COVID-19 pandemic, our expectation, as suggested by the published market indices blended to Concentric’s mix of end market applications and locations, was the overall market will continue to contract, most notably the medium and heavy duty truck markets in North America and Europe. The emerging markets offer growth potential particularly in the offhighway sectors, agricultural machinery and construction equipment, but our core markets of North America and Europe will continue to offer challenging trading conditions. Crucially we are confident that the changes made within the business during 2019 keep us very well positioned to adapt to the market as it develops in the shorter term and well prepared for increasing market activities in the longer term.

We expect to see an increasing demand from the rapidly evolving battery electric and hydrogen fuel cell vehicles and we will continue to invest in people, product and manufacturing capacity to support this strategically important development.

However, it is clear that the pandemic and government interventions will impact our markets and our business, but it is too early to be able to quantify the financial and commercial effects at this time. The Company is closely following this developing situation and adhering to national government guidance, and taking the necessary action in the interests of our employees, customers and suppliers. For further financial information please refer to 2019 Annual Report which can be found at www.concentricab.com.

Yours faithfully

David Woolley
President & CEO

Changed arrangement at Concentric's Annual General Meeting on April 23, 2020 due to the coronavirus (COVID-19)

The health and safety of our shareholders, employees and other stakeholders is our priority. Thus, as a result of the coronavirus outbreak Concentric has decided to take certain precautionary measures to limit risks of contamination during its Annual General Meeting on 23 April 2020.

The 2020 Annual General Meeting of Concentric AB (publ) will be held as planned at 15:00 CET on Thursday 23 April 2020, at Klara strand, S:ta Clara, Klarabergsviadukten 90, in Stockholm, but with a limited scope and subject to precautionary measures as follows:

• No food or refreshments will be served.
• The presence of Board members and management will be limited.
• At the meeting, such presentations that have been held in previous years at annual general meetings will be withdrawn alternatively substantially shortened.
• The number of persons attending, who are not shareholders will be limited.
• Shareholders are welcome to send questions in advance of the meeting to [email protected].
• Shareholders are also welcome to use a proxy instead of attending the meeting in person.

If you have notified Concentric of your intention to attend Concentric’s Annual General Meeting and have been in a risk area in the past 14 days before the date of the meeting, or if you have been in close contact with a person infected with the new coronavirus, Concentric encourage that you refrain from attending. This is to avoid the further spread of the infection.
We wish to remind you of the option not to attend Concentric’s Annual General Meeting in person but instead to participate through a proxy.

The proxy form for agents to represent shareholders and to exercise their voting rights is available for download here.

We hope shareholders understand that Concentric is limiting the Annual General Meeting as outlined above given the current special circumstances as a result of the coronavirus.
Concentric is closely monitoring developments on the coronavirus and will, when necessary, update the above precautionary measures prior to the Annual General Meeting. We encourage that all those who intend to participate at the meeting stay updated via www.concentricab.com, on potential further measures.

Dividend

The Board of Directors of Concentric AB has decided to withdraw the previously communicated dividend proposal of SEK 4.50 to the Annual General Meeting on April 23, 2020. The Board instead proposes that no dividend is distributed to the shareholders for the 2019 financial year. At the same time, the Nomination Committee has chosen to withdraw the previously announced proposal to increase Board fees, instead proposing to maintain current Board fees.

Due to the current market situation caused by COVID-19, the Board of Directors has prioritized maintaining financial flexibility. Provided that the market conditions and visibility improves adequately over the year Concentric is planning to reassess the possibility of distributing a dividend later in 2020.

Information about postal voting

The Board of Directors of Concentric AB has decided that shareholders are to be able to exercise their voting rights by post before the annual general meeting (AGM). The company urges shareholders to use this option to minimise the number of participants present in person at the meeting, thereby helping to reduce the risk of spreading the virus that causes Covid-19.

A form for postal voting can be found here. The completed and signed form, and any authorisation documents (e.g. company’s certificate of registration and company power of attorney, if any) is to be sent to Concentric AB, Strandgatan 2, 582 26 Linköping, Sweden (mark the envelope “Postal voting AGM 2020”), or by e-mail to [email protected]. Completed forms, including any appendices, must be received by the company at latest by 21 April 2020. Further instructions can be found in the form.

Note that shareholder wishing to vote by post must, as well as when participating in person, be recorded in the company’s share register as of 17 April 2020 (and if the shares are nominee-registered, ensure that the shares are registered in own name), and give notice of attendance at the AGM at latest by 17 April 2020.