Annual Shareholders’ Meeting Approves Record Dividend

The Annual Shareholders’ Meeting of Wacker Chemie AG was held this year again in an entirely virtual format: for health-protection reasons, no shareholders or shareholder representatives were physically present at the event.

CEO Christian Hartel described in his speech – published in advance on the WACKER website and broadcast live to shareholders during the virtual meeting – the exceptionally successful business trend in the past fiscal year. “WACKER grew strongly in 2021, due to higher volumes and better prices across all four business divisions,” Hartel said, though high raw-material and energy costs were a cause for concern.

Total sales in 2021 were €6.21 billion, up 32 percent year over year (2020: €4.69 billion). At €1.54 billion, EBITDA (earnings before interest, taxes, depreciation and amortization) was more than double the prior-year figure (2020: €666 million). Net income for the year climbed to €828 million (2020: €202 million). At €761 million, net cash flow increased another 9 percent compared with the very strong prior year (€698 million) and net financial assets were €547 million as of December 31, 2021 (Dec. 31, 2020: net financial debt of €68 million).

In Q1 2022, WACKER continued on its growth trajectory and achieved new highs in sales and earnings. Sales grew 53 percent year over year to €2.08 billion. At €644 million, EBITDA was more than double the prior-year figure, while net income for the period more than tripled to reach €403 million.

“Despite the considerable amount of uncertainty and pressure facing the global economy, WACKER continued to operate very successfully in the first quarter of 2022,” said Hartel. That is why, according to the CEO, the company raised its full-year sales forecast from €7 billion to €7.5 billion. When presenting its quarterly results in April, WACKER also confirmed its earnings forecast and announced that EBITDA would tend toward the upper end of the projected range of between €1.2 billion and €1.5 billion. Hartel also mentioned, however, that WACKER expected strong headwinds in the remainder of the year, due to sharp increases in energy and raw-material prices. They would burden full-year EBITDA with costs of about €1.1 billion and have a marked impact on the further earnings trend in the current year, he said.

Hartel was optimistic as regards WACKER’s medium-term prospects: “We want to accelerate our growth in the years ahead and are taking proactive steps in this direction. We aim to achieve sales of over €10 billion by 2030, with an EBITDA margin of more than 20 percent.” Sustainability would play a decisive role in this, Hartel pointed out. Demand is constantly growing for sustainable products, which already comprised more than two-thirds of the portfolio, according to the CEO, and were expected in the coming years to become an even stronger driver of Group sales and earnings.

“Amid strong customer demand, we are now entering a growth phase, where we will invest in organic growth, but also in acquisitions. We have set ourselves ambitious goals: we want to double sales growth – driven by higher volumes and a better product mix – while maintaining our high profitability,” the CEO emphasized.

There has been a change in the composition of WACKER’s Supervisory Board. Ernst-Ludwig Winnacker, a long-time member of the Supervisory Board, resigned at the end of the Annual Shareholder’s Meeting for reasons of age. He will be succeeded by Anna Weber, a Certified German Public Auditor and Certified German Tax Advisor with extensive business knowledge, particularly in financial accounting. After completing business studies at the University of Mannheim, Weber attained her doctoral degree at the University of Freiburg, Germany. She worked in various positions at the accounting firm Ernst & Young, and in 2014 founded her own auditing and tax advisory firm. Since 2015, Weber has been Professor of General Business Studies at Heilbronn University of Applied Sciences.

The Executive and Supervisory Boards’ other proposals were also adopted by large majorities.

Resolutions and Voting Results

At today’s Annual Shareholders’ Meeting, 42,605,383 voting shares were represented – 81.69 percent of all eligible shares (number of shares outstanding: 49,677,983). The voting results were as follows for agenda items 2 through 8:

Item 2: Resolution on the Appropriation of Net Retained Profit

The Executive and Supervisory Boards proposed that the retained profit for 2021 of €1.73 billion be appropriated as follows: €397 million to be distributed to shareholders and €1.34 billion to be carried forward to new account. The proposal was adopted with the following result:

• 42,580,049 Yes votes (99.94 percent)
• 24,953 No votes

Item 3: Resolution on the Ratification of the Actions of the Executive Board

The Executive and Supervisory Boards’ proposal to ratify the actions of the members of Wacker Chemie AG’s Executive Board during 2021 was adopted with the following result:

• 42,458,276 Yes votes (99.78 percent)
• 92,723 No votes

Item 4: Resolution on the Ratification of the Actions of the Supervisory Board

The Executive and Supervisory Boards’ proposal to ratify the actions of the members of Wacker Chemie AG’s Supervisory Board during 2021 was adopted with the following result:

• 40,722,070 Yes votes (95.61 percent)
• 1,871,894 No votes

Item 5: Election of an Auditor

The Supervisory Board’s proposal that KPMG AG, Munich, be elected as the auditor of both the Annual Financial Statements and the Consolidated Financial Statements for fiscal 2022, as well as for potential reviews of interim financial reports for 2022 and of interim financial reports for 2023 in the period up to the next Annual Shareholders’ Meeting in 2023, was adopted with the following result:

• 41,084,600 Yes votes (96.43 percent)
• 1,519,250 No votes

Item 6: Supervisory Board Elections

The Supervisory Board’s proposal that Dr. Anna Weber, Certified German Public Auditor, Certified German Tax Advisor and Professor of General Business Studies at Heilbronn University of Applied Sciences, be appointed to the Supervisory Board as a shareholder representative effective from the end of the 2022 Annual Shareholders’ Meeting until the end of the Annual Shareholders’ Meeting that ratifies the actions of management in fiscal 2022, was adopted with the following result:

• 42,517,891 Yes votes (99.88 percent)
• 52,987 No votes

Agenda Item 7: Resolution on the Modification of Compensation of Supervisory Board Members and on Corresponding Amendments to the Articles of Association

The Executive and Supervisory Boards’ proposal that the compensation of Supervisory Board members stipulated in section 12 of the Articles of Association be modified and that the modified Supervisory Board compensation and the compensation system on which it is based be approved, was adopted with the following result:

• 42,380,224 Yes votes (99.48 percent)
• 223,264 No votes

Agenda Item 8: Resolution on the Approval of the Compensation Report

The Executive and Supervisory Boards’ proposal that the compensation report for fiscal 2021 be approved was adopted with the following result:

• 36,945,322 Yes votes (86.72 percent)
• 5,657,558 No votes

Note to editors:

All documents relating to Wacker Chemie AG’s 2022 Annual Shareholders’ Meeting can be downloaded from WACKER’s website ( www.wacker.com/hauptversammlung) under Investor Relations.

This press release contains statements about the resolutions of the 2022 Annual Shareholders’ Meeting. Said statements are not binding and serve the sole purpose of providing an overview. They may not always correspond to the exact wording and full extent of the resolutions adopted at the Annual Shareholders’ Meeting.

This press release contains forward-looking statements based on assumptions and estimates of WACKER’s Executive Board. Although we assume the expectations in these forward-looking statements are realistic, we cannot guarantee they will prove to be correct. The assumptions may harbor risks and uncertainties that may cause the actual figures to differ considerably from the forward-looking statements. Factors that may cause such discrepancies include, among other things, changes in the economic and business environment, variations in exchange and interest rates, the introduction of competing products, lack of acceptance for new products or services, and changes in corporate strategy. WACKER does not plan to update its forward-looking statements, nor does it assume the obligation to do so.