Shareholders' Meeting approves financial statements 2009
The General Shareholders’ Meeting of Buzzi Unicem SpA met in Casale Monferrato on April 28, 2010 to approve the financial statements for the year ended December 31, 2009.
The meeting resolved the distribution of a dividend of €0.180 to ordinary shares and of €0.204 to savings shares (in the previous year the dividend was €0.360 to ordinary shares and €0.384 to savings shares).
The dividend will be payable as from May 27, 2010, with detachment on May 24, 2010 of coupon no. 13 for both ordinary and savings shares.
Consolidated net sales came in at €2,671.8 million versus €3,520.2 million in 2008 (-24.1%) and Ebitda stood at €541.7 million (€922.7 million in 2008). Consolidated net profit decreased to €139.5 million from €395.3 million in 2008. As of December 31, 2009, net debt amounted to €1,209.3 million, up €149.5 million from €1,059.7 million at 2008 year-end. At the same date, total equity, inclusive of minorities, increased to €2,712.4 million from €2,705.5 at 2008 year-end. Consequently debt/equity ratio went from 0.39 to 0.45.
In 2009 the parent company Buzzi Unicem SpA reported a net profit of €112.6 million (€156.2 million in 2008) with cash flow at €158.0 million.
Moreover, the Shareholders’ Meeting resolved to authorize the Board of Directors, for a length of 18 months, to buy-back a maximum of additional no. 4,000,000 ordinary and/or savings shares as well as to totally and/or partially exercise the pre-emption right pertaining to treasury shares in portfolio to the extent of the purchase of additional no. 2,000,000 ordinary and/or savings shares, besides those for the buy-back of which the authorisation is given, under the terms and conditions of the Board of Directors’ proposal, up to a maximum amount of €144 million.
The proposed purchase price, inclusive of ancillary charges, ranges from a minimum of €0.60, equal to par value, to a maximum of €16 for savings shares and from a minimum of €0.60, equal to par value, to a maximum of €24 for ordinary shares, or at the highest price allowed by the market general rules approved by Consob by resolution no 16839 of 19 March 2009, in case these rules are adopted by the company. The treasury shares shall be purchased on the market, according to Borsa Italiana rules. Moreover the company can avail itself also of the procedure provided by the market rules approved by Consob by resolution no. 16839 of 19 March 2009.
The above authorization is required to allow the company to intervene in case of fluctuation of the shares price beyond the normal market volatility, within the extent allowed by the law and the market rules, as well as to give the company an instrument for liquidity investment. The authorization is also required to allow the company to purchase treasury shares in order to use them as a payment in extraordinary transactions, also of equity interest swap or for distribution, for a consideration or without consideration, to directors and employees of the company or its subsidiaries as well as for allocation to shareholders without consideration.
Based on the previous authorization of the ordinary Shareholders’ Meeting of April 28, 2009, as of today no transactions have been effected on treasury shares.
As of today the company owns #500,000 ordinary treasury shares and #257,180 savings treasury shares equal to 0.37% of capital stock.
Finally the Shareholders’ Meeting, in the extraordinary session, approved the amendment of article 9 of the by-laws in order to re-introduce, following the new law provisions adopted by the Legislative Decree no 27/2010, the possibility to convene the shareholders’ meeting for the approval of the financial statements within 180 days from the closing of the corporate year, should the law requirements exist.
The company informs that as from tomorrow the statutory financial statements and the consolidated financial statements for the year ended December 31, 2009 complete with the documents required by the law, will be made available on the company’s website (www.buzziunicem.it) as well as at the registered office and at Borsa Italiana S.p.A. The Minutes of the Shareholders’ Meeting approving the financial statements will be made available within 15 days.
The manager responsible for preparing the company’s financial reports, Silvio Picca, declares, pursuant to paragraph 2 of Article 154 bis of the Consolidated Law on Finance, that the accounting information contained in this press release corresponds to the document results, books and accounting records.
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