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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Eurocell Plc | LSE:ECEL | London | Ordinary Share | GB00BVV2KN49 | ORD GBP0.001 |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 133.00 | 132.00 | 134.00 | 134.00 | 133.00 | 134.00 | 833,427 | 08:00:04 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
Plastics Products, Nec | 364.5M | 9.6M | 0.0857 | 15.52 | 149.04M |
TIDMECEL
RNS Number : 7735V
Eurocell plc
16 April 2021
16 April 2021
EUROCELL plc
(the 'Company')
PUBLICATION OF 2020 ANNUAL REPORT
AND NOTICE OF 2021 ANNUAL GENERAL MEETING
The Company announces that it has published its full Annual Report for the year ended 31 December 2020 and Notice of the 2021 Annual General Meeting, which is to be held at 3pm on Thursday 13 May 2021 at Eurocell Head Office and Distribution Centre, High View Road, Alfreton, Derbyshire, DE55 2DT.
(Please note:
At the time of publication of this document, UK Government legislation prohibits public gatherings and non-essential travel and therefore shareholders, proxies and other attendees will not be permitted to attend the AGM in person. Anyone seeking to attend the AGM will be refused entry and therefore shareholders are strongly recommended to vote by proxy. In the event that the AGM arrangements change, the Company will issue a further communication.)
Copies of the documents listed below have been posted to registered shareholders today:
1. Annual Report 2020
2. Notice of 2021 Annual General Meeting
3. Form of Proxy for the 2021 Annual General Meeting
The above documents are also available on the Eurocell plc website at investors.eurocell.co.uk.
In accordance with LR 9.6.1R of the Listing Rules , a copy of each of the above documents has been submitted to the UK Listing Authority via the National Storage Mechanism and are/will be available for inspection at data.fca.org.uk/#/nsm/nationalstoragemechanism.
Further to the Company's Preliminary Results announcement on 12 March 2021 (RNS number: 0279S ), and in accordance with DTR 6.3.5(2)(b), set out below are the following extracts from the Annual Report 2020 in full unedited text form:
-- Principal Risks -- Statement of Directors' Responsibilities in respect of the financial statements
PRINCIPAL RISKS
MACROECONOMIC CONDITIONS ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- Our products are used in the residential and * Notwithstanding macro conditions, we expect our * The UK economy is experiencing a severe downturn due commercial building strategic priorities and self-help initiatives to to the ongoing impact of the COVID-19 pandemic. and construction support sales and profit growth and drive good cash markets, conversion. both within the RMI sector, for new * Now that key aspects of the UK's trading relationship residential housing * Initiatives include: growing market share, expanding with the EU have been defined, and the first two developments and for the branch network, delivering sustained operational months of 2021 have passed without significant new construction excellence and increasing recycling. interruption to raw material imports for our business projects. , Our private RMI Brexit related uncertainty has reduced. The business is strongly * Actions taken in response to the COVID-19 pandemic medium-term impact of Brexit on the UK economy correlated to the have secured our financial position. remains unclear. level of household disposable incomes. Our new-build business * We operate comfortably within the terms of our bank * CPA now forecast the private housing RMI market to is particularly facility and related financial covenants. grow 14% in 2021 (after a 14% decline in 2020). influenced by the level of activity in the house-building * The UK is also experiencing high levels of mortgage industry. approvals. As such, our business and ability to fund ongoing operations is * UK base rate is at its lowest ever level. dependent on the level of activity and market demand in these sectors, itself often a function of general economic conditions (including interest rates and inflation) in the UK. Government economic and social policy can also have a significant impact on our business. ------------------------------------------------------------ ----------------------------------------------------------- CYBER SECURITY ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- A breach of IT security (externally * Ongoing investment in cyber risk detection and * Increased home working in response to the COVID-19 or internally) could prevention tools. pandemic has elevated cyber risk. result in an inability to operate systems effectively * Physical security of servers at third-party off-site * This remains a high-profile area and continues to (e.g. viruses) or the data centre, with full disaster recovery capability. receive considerable management attention. release of inappropriate information (e.g. * Password and safe-use policies in place, internet hackers). usage monitored and anti-malware used. * External cyber review and internal audit reviews conducted periodically, resulting in significant enhancements in defence. * Cyber awareness/IT security campaign active for all employees. * Enhanced monitoring and vigilance in response to increased remote working in 2020. * Financial crime protection and cyber liability insurance in place. ------------------------------------------------------------ ----------------------------------------------------------- REGULATORY RISKS, INCLUDING HEALTH & SAFETY ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- We may be adversely affected by the * Procedures and policies in place to support * COVID-19 has significantly increased health & safety crystallisation of compliance with all relevant regulations. risks. unexpected corporate or regulatory risks. * Regular communication and training on policy * More generally, recent developments widen the scope These include health & compliance. and increase the penalty regime for breaches in these safety, data, areas. For example: Corporate Criminal Offence of reputational and Failure to Prevent the Facilitation of Tax Evasion environmental risks * Monitoring procedures in place, including near miss ('CCO') legislation came into force on 30 September (including regulations and potential hazard reporting for health & safety 2017, and General Data Protection Regulations related to our matters. ('GDPR') came into effect in May 2018. recycling operations), or other legal, taxation and * Introduction of a range of COVID-safe protection compliance matters. measures, in line with recommended guidance and designed and implemented collaboratively with input from the workforce. * Employees returning to work post H1 2020 shut-down provided with training and personal protective equipment where necessary. * Internal and third-party site audits to test compliance with our policies. ------------------------------------------------------------ ----------------------------------------------------------- RAW MATERIAL SUPPLY ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ -----------------------------------------------------------
There are only a limited number of PVC * We generally operate with at least two suppliers for * A number of European PVC resin suppliers issued force resin and certain all critical raw materials, including PVC resin, to majeure notices on material supply in H2 2020, other raw material support security of supply. following plant outages and other operational issues. suppliers and we operate with limited raw material * On-going raw material tests to identify potential * Strong demand for PVC resin exacerbated supply storage capacity. alternative suppliers. constraints in H2 2020. The recycling feedstock supply market is fragmented * A spot market exists for resin, that we are able to * Knock-on effect into recycling feedstock supply and can be access at certain times. market also tightening in 2020. unpredictable. Failure to receive raw materials on a timely * Contractual arrangements for certain key suppliers * The PVC resin supply market remains tight at the basis could impact on include liquidated damages for failure to supply. beginning of 2021, which is also impacting pricing our ability to (see below). manufacture products and meet * Regular reviews to test financial stability of key customer demand. suppliers. * Potential remains for increased resin supply originating from the US to come on line and deliver into Europe. ------------------------------------------------------------ ----------------------------------------------------------- RAW MATERIAL AND TRADED GOODS PRICES ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- Our manufacturing operations depend on * We generally operate with at least two suppliers for * Raw material prices fluctuated throughout 2020, the supply of PVC all critical raw materials and traded goods, primarily due to the impact of COVID-19 on the resin, a material including PVC resin, to provide competitive pricing. relevant markets. derivative of ethylene which in turn is a derivative of crude * Where possible we pass through raw material or traded * Supply-side constraints resulted in increasing prices oil. goods price increases to our customers. for PVC resin and recycling feedstock in H2 2020, The price of PVC resin continuing on into 2021. can therefore be subject to * Increasing the use of recycled material in our fluctuations based on manufacturing partially mitigates exposure to resin * We have elected not to enter into a fixed price the markets for crude prices, although prices for recycling feedstock can contract for PVC resin so far in 2021, as the premium oil and ethylene, as also be volatile. currently required by suppliers is prohibitive. well as the market for resin itself. In addition, although * We consider fixed price supply arrangements with we pay for resin in suppliers where it is economic to do so. sterling, crude oil and ethylene are priced in US dollars and euros respectively. As such, the price of resin in sterling is also impacted by international currency markets. Our ability to pass on resin and other raw material or traded goods price increases to our customers will depend on market conditions at the time. ------------------------------------------------------------ ----------------------------------------------------------- CUSTOMER CREDIT RISK ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- Default by a large customer or multiple * Regular process for in-depth credit reviews for * Increased bad debt risk due to the impact of COVID-19 smaller customers existing and new customer accounts. on our customer base, with some business failures and could result in a a deterioration in the age profile of receivables material bad debt(s). during the first lockdown in H1. The loss of a major * Following onset of COVID-19 pandemic and first customer(s) could lockdown, increased frequency of credit reviews and limit our ability to greater involvement of relevant Executive Committee * Some improvement in bad debt experience and age continue to grow the members in managing position on key accounts. profile of receivables in H2, although significant business. uncertainty remains. * Significant increase in bad debt provisions recorded in H1. Year end provisions remain at a similar level, reflecting continued prudent assessment of bad debt risk. * Credit insurance in place to the extent available for selected large accounts. ------------------------------------------------------------ ----------------------------------------------------------- SUSTAINABILITY ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- Demonstrating improving business * Strong underlying position driven by window recycling * Continued rise in importance of sustainability for sustainability is operation, which drives significant carbon savings all stakeholders. becoming increasingly compared to the use of virgin PVC resin. important to all stakeholders. We have a strong * Publication of verified carbon savings data in the underlying position, 2020 annual report. driven by our expanding window recycling operation. * Work in progress to define and implement a Group-wide We intend to widen sustainability strategy, with long-term goals linked this narrative into a to relevant UN Sustainable Development Goals and the Group-wide UK Government's transition towards a net zero carbon sustainability economy. strategy, which will encompass all aspects of business sustainability. Failure to do so could lead to regulatory challenges (e.g. if sustainability regulation is tightened) and potentially reduced access to capital and difficulties with recruitment and retention. ------------------------------------------------------------ ----------------------------------------------------------- MANUFACTURING CAPACITY CONSTRAINTS ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- Demand running above our manufacturing * Investment in 2019 to increase co-extrusion and foam * Customer demand in H2 2020 increased to such an capacity may result in capacity by 30% and 15% respectively. extent that the business was running close to production related existing manufacturing capacity. inefficiencies, as well as customer * Strengthened management team in critical areas, service issues if a including Chief Operating Officer (joined Q3 2019). * Competitor weakness has resulted in a clear backlog of customer Team ensured peak periods in H2 2020 were navigated opportunity to acquire new customers. orders develops. successfully. A shortage of capacity may also prevent the * Investment in new extrusion capacity planned for acquisition of new * COO has an improvement plan with c.100 actions 2021. customers, thereby targeting productivity gains in extrusion, foiling, limiting warehousing and distribution.
our ability to continue to grow the business. * New warehouse facility (see below) is a catalyst to free up space in the existing footprint to future-proof extrusion capacity. ------------------------------------------------------------ ----------------------------------------------------------- WAREHOUSING AND DISTRIBUTION CAPACITY CONSTRAINTS ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- We exceeded the capacity of our * Strengthened management team in critical areas, * Despite strong customer demand in H2 2020, and existing warehouse in including Chief Operating Officer and Head of Supply existing capacity constraints, measures taken 2018/19, resulting in Chain (joined Q3 2019). Team ensured peak periods in (including extra labour and temporary overflow site) significant H2 2020 were navigated successfully from existing to ensure safe and successful operation from the inefficiencies facilities. existing warehouse. and additional labour and distribution costs. * COO has an improvement plan with c.100 actions * Fit-out of the new warehouse continued safely A new central targeting productivity gains in extrusion, foiling, throughout 2020, despite COVID-related constraints, warehouse and warehousing and distribution. with the new site becoming operational early in 2021. distribution centre was approved early in 2020, which will * Fully resourced team hired to deliver new warehouse * Transition to continue in 2021, with the final stages deliver fit-out, including project management and technical expected to complete in Q2. >50% increase in expertise, supported by third party subject matter capacity, improved specialists. efficiency and a safer operation. On-time execution of the fit-out project and successful operation from the new site are critical to unlocking future growth potential and the delivery of anticipated improvements in operating efficiencies. ------------------------------------------------------------ ----------------------------------------------------------- UNPLANNED PLANT DOWNTIME ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- The business is dependent on the * Regular planned maintenance to reduce the risk of * Potential for COVID-19 to spread amongst the continued and plant failure, including maintenance capital workforce and result in significant and extended uninterrupted investment of >GBP5 million per annum across the absence. performance of our Group. production facilities. Each of the facilities * Extrusion facilities spread over three manufacturing is subject to sites. operating risks, such as: industrial accidents (including * Recycling facilities spread over two sites. fire); extended power outages; withdrawal of permits and licences * Group-wide disaster recovery plans in place. (e.g. the regulated operation of the recycling * Introduction of a range of COVID-safe protection facility); breakdowns measures, in line with recommended guidance and in machinery; designed and implemented collaboratively with input equipment or from the workforce. information systems; prolonged maintenance activity; -- Employees returning to work post H1 2020 shut-down strikes or other provided with training and personal extended workforce protective equipment where necessary. absences; natural disasters; and other unforeseen events. ------------------------------------------------------------ ----------------------------------------------------------- ABILITY TO ATTRACT AND RETAIN KEY PERSONNEL AND HIGHLY SKILLED INDIVIDUALS ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- Our success depends inter alia, on the * Developing successful track record and clear * Guaranteed long-term incentive plan awards issued to efforts and abilities strategic direction provides an attractive backdrop senior team in 2020 (excluding Executive Directors) of certain key to joining the senior team at Eurocell. to help mitigate impact of COVID-19 on existing personnel and in-flight schemes. our ability to attract and retain such * Market rate compensation for all personnel, including people, with the leadership team. * Progressive implementation of people plan. appropriate skills and experience. * Equity-based long-term incentive plans in place for senior team. * People plan includes focus on improving employee engagement and communication. ------------------------------------------------------------ ----------------------------------------------------------- SHORTAGES OR INCREASED COSTS OF APPROPRIATELY SKILLED LABOUR ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- We are subject to supply risks related * Market level or better salaries and good benefits * Sufficient labour secured in H2 2020 via fixed-term to the availability package. contract initiative. and cost of labour, both in our manufacturing * Induction and training programme. * Fifth SAYE scheme planned for 2021. operations and in our branch business. Our headquarters and * Annual SAYE share-save scheme available to all * Progressive implementation of people plan. several manufacturing personnel. and operational sites are located in areas of generally full * Use of fixed-term contracts to secure sufficient employment. labour through H2 2020 without longer-term commitment, We may also experience due to inherent levels of uncertainty. labour cost increases (including those related to the Minimum * People plan includes focus on improving employee Wage) engagement and communication. or disruptions in circumstances where we have to compete for employees with the necessary skills and experience in tight labour markets. ------------------------------------------------------------ ----------------------------------------------------------- FAILURE TO DEVELOP NEW PRODUCTS ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- Failure to innovate could reduce our * We invest continuously in research and development * Recent successes for Profiles include: introduction growth potential or through our in-house team. of a flush window sash for the Logik product range, a render existing new sliding patio door system (Syncro) and products obsolete. development of a through-colour grey substrate The launch of new * The team is highly focused on new ways to develop profile. products and new existing products and to be innovative with new ones. variants of existing products is an * In Building Plastics, the Equinox conservatory roof inherently uncertain * We work closely with customers and technical advisers system has been developed to include a skylight
process. We cannot on product development. (Vega) and our new suite of outdoor living products, guarantee that we will including the Kyube garden room, has been very well continuously develop received. successful new * We have a strong product pipeline with more than 25 products or projects in development. new variants of existing products. Nor can we predict how customers and end-users will react to new products or how successful our competitors will be in developing products which are more attractive than ours. ------------------------------------------------------------ ----------------------------------------------------------- COMPETITOR ACTIVITY ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- We have a number of existing competitors * Strong market and customer awareness, with good * During the first lockdown period in H1 2020, the who compete on range, intelligence around competitor activity. business prepared well for re-opening, from both an price, quality and operational and commercial perspective. These service. activities supported further gains in market share Increased competition * Absolute focus on customer proposition and points of delivered in H2 2020. could reduce volumes differentiation in product and service offering. and margins on manufactured and * The more uncertain market environment may have traded products. * We have developed a strong new customer pipeline. weakened some of our competitors. ------------------------------------------------------------ ----------------------------------------------------------- FAILURE TO IDENTIFY, COMPLETE AND INTEGRATE ACQUISITIONS ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- We may not be able to identify and complete * Public communication of bolt-on acquisitions being a * Whilst we continue to assess and consider acquisition appropriate bolt-on strategic priority. opportunities, our focus in 2020 and 2021 is acquisitions (one of delivering operational efficiencies from recent our strategic investments in manufacturing and warehousing priorities). * Good knowledge of companies operating in our sector capacity. Any future acquisition and related sectors. we do make poses integration risks * Previously reported delays with the project to expand which may affect our * Six acquisitions completed since our IPO in 2015. Eurocell Recycle North (acquired in 2018) further results or impacted by H1 2020 shut-down. Performance is now operations. improving towards delivering acceptable operational The acquisition and * Tried and tested procedure for the integration of new and financial performance. integration of acquisitions and a good track record of recent companies is a success. complex, costly and time-consuming process involving a number of possible risks. These include diversion of management attention, failure to retain personnel, failure to maintain customer service levels, disruption to relationships with various third parties, system risks and unanticipated liabilities. ------------------------------------------------------------ ----------------------------------------------------------- DIGITAL AND IT SYSTEMS DEVELOPMENT ------------------------------------------------------------------------------------------------------------------------------------------------- Principal risk and Mitigation Risk change in reporting period impact ------------------------------------------------------------ ----------------------------------------------------------- We have introduced a * Increasing importance of digital for stakeholders. new strategic priority * Strengthened IT function with recruitment of New to develop a Director of IT with strong sector and digital sector-leading digital experience (joined March 2020). proposition. Stakeholders in most organisations * Developed three-year IT road map, including increasingly require significant investment in additional resources and full end-to-end application landscape to support development of digital solutions; business efficiency and digital proposition. a trend exacerbated by the COVID pandemic. Failure to develop a leading digital proposition could lead to a competitive disadvantage, hinder progression of our other priorities and detract from the supplier, customer and employee experience of working with Eurocell. ------------------------------------------------------------ -----------------------------------------------------------
STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE FINANCIAL STATEMENTS
The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the group financial statements in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union and company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 101 "Reduced Disclosure Framework", and applicable law).
Under company law, Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group for that period. In preparing the financial statements, the Directors are required to:
-- select suitable accounting policies and then apply them consistently;
-- state whether applicable international accounting standards in conformity with the requirements of the Companies Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union have been followed for the Group financial statements and United Kingdom Accounting Standards, comprising FRS 101 have been followed for the Company financial statements, subject to any material departures disclosed and explained in the financial statements;
-- make judgements and accounting estimates that are reasonable and prudent; and
-- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The Directors are also responsible for safeguarding the assets of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group's and Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the financial statements and the Directors' Remuneration Report comply with the Companies Act 2006.
The Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Directors' confirmations
The Directors consider that the annual report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's and Company's position and performance, business model and strategy.
Each of the Directors, whose names and functions are listed in the corporate governance section on pages 64 and 65 confirm that, to the best of their knowledge:
-- the Group financial statements, which have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union, give a true and fair view of the assets, liabilities, financial position and loss of the Group;
-- the Company financial statements, which have been prepared in accordance with United Kingdom Accounting Standards, comprising FRS 101, give a true and fair view of the assets, liabilities, financial position and loss of the Company; and
-- the Directors' Report includes a fair review of the development and performance of the business and the position of the Group and Company, together with a description of the principal risks and uncertainties that it faces.
In the case of each Director in office at the date the Directors' Report is approved:
-- so far as the Director is aware, there is no relevant audit information of which the Group's and Company's auditors are unaware; and
-- they have taken all the steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Group's and Company's auditors are aware of that information.
The Directors' Responsibility Statement was approved by the Board on 11 March 2021.
Mark Kelly Michael Scott Chief Executive Officer Chief Financial Officer
Enquiries:
Paul Walker
Group Company Secretary
01773 842100
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