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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.

The company’s issued share capital amounted to € 952,188.22 on 31 December 2022. This is divided into 95,218,821 issued ordinary shares and one priority share, each with a nominal value of € 0.01. Coöperatie FromFarmers U.A. holds the priority share. On 31 December 2022 ForFarmers held 5,834,026 of its own shares, meaning that 89,384,795 ordinary shares were outstanding at that time.

Afbeelding: FORFARMERS JV2022 ENG 70 Share Info
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Cancellation shares

On June 27 2023 ForFarmers announced the following: ForFarmers cancels nearly 6 million shares

Dividend policy

ForFarmers aims to distribute a dividend, taking into consideration the need for long-term value creation and a healthy financial structure to implement its strategy. The company’s policy is aimed at distributing a dividend of between 40% and 60% of underlying net profit1.

1) Underlying net profit is the result attributable to shareholders of the Company excluding non-recurring items. ForFarmers regards this as one of its alternative performance measures (APMs), see Note 17 to the financial statements.

2022 dividend proposal

ForFarmers will propose to the General Meeting of Shareholders on 13 April 2023 that a dividend of € 0.20 be distributed per ordinary share with a nominal value of € 0.01 based on 89,384,795 million ordinary shares outstanding. This equates to 60% of underlying net profit (2021: €0.29 per ordinary share, of which €0.19 regular dividend and a special dividend of €0.10).

Reporting of substantial holdings

As at 31 December 2022 the following shareholders with a substantial participating interest (>3%) were registered with the Dutch Authority for the Financial Markets (AFM), in accordance with the reporting requirement under the Dutch Financial Supervision Act (‘Wft’). 

 Shareholder  Capital interest (1)  Registration date
Coöperatie FromFarmers U.A. (direct and indirect)(2)  49.99%  18 October 2017
Stichting Beheer- en Administratiekantoor ForFarmers(2)  9.69%  31 March 2017
ForFarmers N.V. (3)  5.02%   24 February 2022
D. Lindenbergh  5.00%  11 April 2022

(1) Based on 106,261,040 issued ordinary shares as at the time of the registration with AFM. On 11 September 2020 ForFarmers cancelled the treasury shares (repurchased through the SBB programmes).As of 11 September 2020 ForFarmers has 95,218,821 issued ordinary shares.
(2) As of 31 Dec 2021 the capital interest of Coöperatie FromFarmers U.A. is 45.45%, of Stichting Beheer- en Administratiekantoor ForFarmers 8.91% based on 95,218,821 issued ordinary shares.
(3) Per 31 December 2022 the capital interest of ForFarmers N.V. is 6.13% based on 95,218,821 issued ordinary shares.

Share buy-back programme

On 1 December 2021 ForFarmers announced that it would start a regular share buy-back programme for a maximum amount of € 50 million, in part to make the balance sheet more efficient (capital reduction). ForFarmers used the authorisations granted by the AGMs of 23 April 2021 and 14 April 2022 to buy back up to 10% of the issued treasury shares. The share buyback programme started on 2 December 2021 and was carried out by an independent financial intermediary.

On 15 March 2022 ForFarmers temporarily suspended the share buy-back programme as a prudential measure due to increased uncertainty surrounding raw material and gas prices as a result of the war in Ukraine. On 1 November 2022 the company reported in its third-quarter trading update that the share buy-back programme was discontinued permanently.

A total of € 23.2 million had been spent on 5,935,004 treasury shares that had been purchased since the start of the programme on 2 December 2021. A total of 4,060,958 of these shares were bought back in 2022 for a total amount of € 15.9 million putting the average price per share at € 3.92. An update of the share buy-back programme was provided in a weekly press release. In accordance with the intention announced at the start of the share buy-back programme, the company will withdraw the purchased shares. This is expected to happen in 2023. 

Specification of shares

ForFarmers held 5,834,026 of its own ordinary shares (treasury shares) as at 31 December 2022. These treasury shares do not have voting rights, nor are they entitled to the distribution of dividend. Consequently, the number of ordinary shares outstanding on 31 December 2022 was 8 9, 3 8 4 ,7 95.    Based on the number of shares issued the Coöperatie FromFarmers (the Cooperative) had a direct equity interest of 19.4% on 31 December 2022 and an indirect interest of 26.0% for which the Cooperative has issued participation accounts to individual members.

The Cooperative holds the priority share as long as certain conditions are met, as laid down in the Articles of Association. As the holder of the priority share the Cooperative has certain rights which are partly determined by the number of shares for which it can exercise voting rights and give voting instructions to Stichting Beheer- en Administratiekantoor ForFarmers (the Trust Office Foundation) on the reference date of 1 January of each year. Members of the Cooperative can request the voting rights of their individual depositary receipts for shares at any given time.

On the reference date of 1 January 2023 the Cooperative represented the voting rights attached to the 43,270,594 shares it held (both directly and indirectly) and could give voting instructions for the 8,488,132 shares which were held by the Trust Office Foundation. Accordingly, the Cooperative had a combined voting interest of 54.4% based on the number of issued ordinary shares on that date.

Afbeelding: FORFARMERS JV2022 ENG 72 SharesDepos

Trading volume

In 2022 the average daily trading volume of ForFarmers shares was around 219,000. The average daily trading volume was around 180,000 in 2021.

Liquidity provider

In its role as liquidity provider ABN AMRO supports trading in ordinary ForFarmers shares on Euronext Amsterdam by issuing permanent buying and selling orders. ABN AMRO operates fully independently of the company and is subject to the rules and regulations set out by the Dutch Authority for the Financial Markets (AFM).

General Meeting of Shareholders

The General Meeting of Shareholders (AGM) will be held in Laren (Gelderland, the Netherlands) on 13 April 2023. Further information about the AGM was announced via a press release and on the ForFarmers 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.