Information for shareholders | ForFarmers Group

Information for shareholders

The ForFarmers share

The ordinary shares of ForFarmers N.V. have been listed on Euronext Amsterdam since 24 May 2016 under the symbol ‘FFARM’. ForFarmers has been included in Euronext Amsterdam’s AScX index since September 2016.

As at 31 December 2023, the issued capital of the company amounted to € 892,838.18. This is divided into 89,283,817 issued ordinary shares and one priority share, each with a nominal value of € 0.01. The priority share is held by Coöperatie FromFarmers U.A. On 31 December 2023, ForFarmers held 507,363 treasury shares, bringing the number of shares in issue at that time to 88,776,454 ordinary shares.

Dividend policy

We aim to pay dividends. In doing so, we take into account long-term value creation and a sound financial structure in order to be able to execute our strategy. The Dividend policy aims to pay a dividend of between 40% and 60% of the underlying profit after tax.

Proposed dividend 2023

We will submit to the AGM of 11 April 2024 the proposal to pay a nominal dividend of €0.15 per ordinary share with a nominal value of € 0.01, based on 89,384,795 million ordinary shares in issue. This corresponds to 60% of underlying net profit (2022: €0.20 per ordinary share).

Notification of capital interest

As at 31 December 2023 the following shareholders with a substantial participation (>3%) were registered with the AFM, in accordance with the reporting obligation under the Financial Supervision Act (Wft).

Shareholder	Capital interest ⁽¹⁾	Registration date
Coöperatie FromFarmers U.A. (direct and indirect)⁽²⁾	59.50%	18 October 2017
Stichting Beheer- en Administratiekantoor ForFarmers⁽²⁾	11.53%	31 March 2017
Kempen Capital Management N.V.⁽³⁾	3.08%	24 February 2022
D. Lindenbergh⁽⁴⁾	5.33%	11 April 2022

^{(1) Notifications made before 11 September 2020 were made on the basis of 106,261,040, i.e. the number of issued ordinary shares at the time of the notification to the AFM. On 11 September 2020, repurchased treasury shares were cancelled. As a result, 95,218,821 ordinary shares in ForFarmers were issued as of that date and the notifications were made on the basis of this number as of that date. On 27 June 2023, repurchased treasury shares were cancelled. As a result, 89,283,817 ForFarmers ordinary shares were issued as of that date and the notifications were made on or after that date on the basis of this number. If a participant’s capital interest does not exceed or fall below a threshold value, a new notification does not have to be made to the AFM. The withdrawals on 11 September 2020 and 27 June 2023 did not result in thresholds being exceeded or below for the Coöperatie FromFarmers U.A. and the Stichting Beheer- en Administratiekantoor ForFarmers, as a result of which the reported capital interest to the AFM may deviate from the actual interest as long as it remains within the existing thresholds.

(2) As at 31 December 2023, the interest of Coöperatie FromFarmers U.A. is 48.07%, of Stichting Beheer- en Administratiekantoor ForFarmers 9.04% based on 89,283,817 issued ordinary shares.

(3) As at 31 December 2023, ForFarmers N.V.’s interest is 0.57%, based on 89,283,817 issued ordinary shares.

(4) As at 31 December 2023, D. Lindenbergh’s interest is 5.33% based on 89,283,817 issued ordinary shares.}

Share buy-back programme

On 13 April 2023, ForFarmers announced that it would start a regular share buyback programme for up to 625,000 shares, for a maximum amount of €3.125 million. For the purpose of ForFarmers fulfilling its obligations under the (depositary receipts for) share-related remuneration plans and obligations from employee participation plans 2022a. For this buy-back programme, ForFarmers made use of the authorisations to repurchase a maximum of 10% of the issued treasury shares. This authorisation was given by the AGM on 13 April 2023. The buyback programme started on 18 April 2023 and was executed by an independent financial intermediary. Progress of the buyback programmes was announced in a weekly press release. In addition, in line with the intention we announced at the start of the 2021 buyback programme, ForFarmers cancelled 5,935,004 shares on 27 June 2023 for a total amount of €23.2 million.

Specification of shares

As at 31 December 2023, ForFarmers held 507,363 treasury shares, which neither attract dividends nor have voting rights. Therefore, as of 31 December 2023, the number of ordinary shares in issue was 88,776,454.

Based on the number of issued shares, on 31 December 2023, Coöperatie FromFarmers had a direct capital interest of 20.7% and an indirect interest of 27.35%, for which the cooperative has issued participation accounts to individual members.

The cooperative retains the priority share as long as certain conditions are met, as laid down in the articles of association. The priority share gives the cooperative certain rights, which are determined, among other things, by the number of shares for which the cooperative can exercise the voting rights on the reference date of 1 January of each year and give voting instructions to Stichting Beheer- en Administratiekantoor ForFarmers. Members of the cooperative can request the voting rights of their individual depositary receipts for shares at any time.

On the reference date of 1 January 2024, the cooperative was able to exercise voting rights on 42,921,656 shares that it held directly and indirectly, and give voting instructions for the 8,069,571 shares held by Stichting Beheer. As a result, the cooperative had a joint voting interest of 57.1% as of that date, based on the number of issued ordinary shares.

Afbeelding: Shares - Depository receipts

Trade

During 2023, the ForFarmers share trading volume averaged around 103,000 per day. In 2022, this was approximately 219,000 per day.

Liquidity provider

As a liquidity provider, ABN AMRO supports the trading of ForFarmers ordinary shares on Euronext Amsterdam by issuing permanent buy and sell orders. As a liquidity provider, ABN AMRO operates independently of the company and must comply with the guidelines of the AFM.

General Meeting of Shareholders

The Annual General Meeting of Shareholders (AGM) will be held on 11 April 2024 in Laren (Gelderland). We have announced further information about the AGM via a press release and on our website.

Further information on shareholder meetings can be found in our financial calendar.
In the recent events overview, you will find information of specific events behind us.

Financial calender

Check out our financial calendar here.

The company has its registered office in Lochem (the Netherlands) and is registered in the trade register of the Chamber of Commerce under number 08159661.