Annual General Meeting of the Shareholders
SOGEFI: SHAREHOLDERS APPROVE FINANCIAL STATEMENTS FOR 2014
Milan, April 20 2015 – The Annual General Meeting of the Shareholders of Sogefi SpA was held today in Milan under the chairmanship of Rodolfo De Benedetti.
Approval of the Financial Statements for 2014
The Shareholders’ Meeting has approved the Financial Statements for the year 2014. Sogefi closed 2014 with consolidated revenues of € 1,349.4 million (+1.1% compared to € 1,335 million in 2013; +4.7% at the same exchange rates). The EBITDA of the group for the year was € 109.5 million (€ 129.5 million in 2013) and consolidated net income came in at € 3.6 million (€ 21.1 million in 2013). The parent company of the group Sogefi SpA closed 2014 with net income of € 2 million (€ 15.9 million in 2013).
The Shareholders agreed to the proposal made by the Board of Directors that no dividends be distributed in order to reduce the debt, given the disbursements expected in 2015 following the efficiency enhancing actions taken by the company in Europe in 2014 to reach a production presence more in line with current levels of demand.
Authorization to buy back own shares and stock grant plan
The Shareholders renewed, for a period of 18 months, the authorization of the Board of Directors to buy back a maximum of 10 million own shares (including the 3,402,577 own shares held today as treasury stock, corresponding to 2.87% of the share capital) at a unit price that cannot be more than 10% higher or lower than the benchmark price recorded by the shares on regulated markets on the trading day preceding each single buyback transaction. The main reasons why this authorization is being renewed are the possibility of investing in shares of the company at prices below their actual value based on the real economic value of its equity and its income generating prospects, and of using the shares bought back to service the company’s share based compensation plans.
The Shareholders also approved a stock grant plan for 2015 for the Chief Executive of the Company and for employees of the company and its subsidiaries for a maximum of 1,500,000 conditional rights, each of which will give the beneficiaries the right to receive free of charge 1 Sogefi share. The shares assigned will be taken from the own shares held by the company as treasury stock.
The Shareholders also expressed a favourable opinion on the Compensation Policy of the company in accordance with the terms of Art. 123-ter of the T.U.F.
Appointment of a Director
The Annual General Meeting appointed as a Director of the company Giuseppe Gianoglio whose curriculum vitae is available on the website www.sogefigroup.com. Mr Gianoglio does not hold any Sogefi shares.
Appointment of the Board of Statutory Auditors
The Annual General Meeting also appointed the members of the Board of Statutory Auditors of the company for the three years 2015 -2017. The Statutory Auditors in office are Riccardo Zingales, Claudia Stefanoni and Giuseppe Leoni.
The Alternate Auditors are Anna Maria Allievi, Mauro Girelli and Luigi Macchiorlatti Vignat. The Statutory Auditors were drawn from the sole list presented by the majority Shareholder CIR-Compagnie Industriali Riunite SpA and possess the requisites of independence required by current regulations.
The CVs of the Statutory Auditors are available on the website www.sogefigroup.com.
This is not a compatible browser.
To continue to navigate on this site, an updated or more recent browser is necessary
Before accessing the contents of this website, please read and accept the legal notice below.
The documentation and information contained in this area of the website are accessible only to persons who are not currently domiciled or located in the United States of America, Australia, Canada, Japan, or in any other jurisdiction other than Italy in which it is required an authorization by the competent regulatory authorities or other fulfillments (such Countries, included the United States of America, Australia, Canada, Japan, jointly the “Other Countries”).
The document and information contained in this area of the website are not, and must not be sent, or in any other way transmitted to or distributed to, directly or indirectly, in the United States of America, Australia, Canada, Japan or any Other Countries.
The documentation and information contained in this area of the website are not, and must not be sent by, or transmitted to or distributed to, directly or indirectly, persons resident or physically present in the United States of America, Australia, Canada, Japan, and do not constitute and cannot be interpreted as an offer to purchase or a solicitation of an offer to sell financial instruments addressed to U.S. Persons - as defined under the U.S. Securities Act of 1933, as amended, or to persons resident in Other Countries. The shares of COFIDE – Gruppo De Benedetti S.p.A. – which will change its company name to “CIR S.p.A. – Compagnie Industriali Riunite” on the effective date of the merger by incorporation with CIR S.p.A. – Compagnie Industriali Riunite - referred to in this area of the website have not been and will not be registered under the U.S. Securities Act of 1933, and may not be offered or sold in the United States of America absent registration or an applicable exemption from registration thereunder.
In order to access the information and documents contained in this area of the website I declare under my personal liability: not to be currently a U.S. Person, and not to find me at present in or not to be resident in the United States of America, Australia, Canada, Japan, or in any Other Country, and I have fully understood and accepted the limitations reported above.
The documentation and information contained in this area of the website are accessible only to persons who are not currently domiciled or located in the United States of America, Australia, Canada, Japan, or in any other jurisdiction other than Italy in which it is required an authorization by the competent regulatory authorities or other fulfillments (such Countries, included the United States of America, Australia, Canada, Japan, jointly the “Other Countries”).
The document and information contained in this area of the website are not, and must not be sent, or in any other way transmitted to or distributed to, directly or indirectly, in the United States of America, Australia, Canada, Japan or any Other Countries.
The documentation and information contained in this area of the website are not, and must not be sent by, or transmitted to or distributed to, directly or indirectly, persons resident or physically present in the United States of America, Australia, Canada, Japan, and do not constitute and cannot be interpreted as an offer to purchase or a solicitation of an offer to sell financial instruments addressed to U.S. Persons - as defined under the U.S. Securities Act of 1933, as amended, or to persons resident in Other Countries. The shares of COFIDE – Gruppo De Benedetti S.p.A. – which will change its company name to “CIR S.p.A. – Compagnie Industriali Riunite” on the effective date of the merger by incorporation with CIR S.p.A. – Compagnie Industriali Riunite - referred to in this area of the website have not been and will not be registered under the U.S. Securities Act of 1933, and may not be offered or sold in the United States of America absent registration or an applicable exemption from registration thereunder.
In order to access the information and documents contained in this area of the website I declare under my personal liability: not to be currently a U.S. Person, and not to find me at present in or not to be resident in the United States of America, Australia, Canada, Japan, or in any Other Country, and I have fully understood and accepted the limitations reported above.