– Approval of the financial statements of EdiliziAcrobatica S.p.A. for the year ended 31 December 2022 and the consolidated financial statements for the year ended 31 December 2022
– Approval of the distribution of dividends for a maximum of €4,158,612.50
– Allocation of a dividend of €0.50 per share
– Appointment of the new members of the Board of Directors and the Board of Statutory Auditors of the Company for the period 2023-2025 and granting of a nine-year assignment to Deloitte & Touche for the statutory audit of the accounts
– Authorisation of the purchase and subsequent disposal of own shares
– Delegation to the BoD for an increase in share capital up to 10% of the company’s share capital
Genoa, 26 April 2023 – EdiliziAcrobatica S.p.A. (“Company” or “ACROBATICA”), the parent of the group of the same name, specialised in construction such as maintenance and renovation of buildings and other architectural structures using double safety ropes, listed on the Euronext Growth Milan stock exchange (ticker symbol EDAC) and on Euronext Growth Paris (ticker symbol ALEAC), announces that the Shareholders’ Meeting met remotely today in ordinary and extraordinary sessions.
The ordinary Shareholders’ Meeting approved the consolidated financial statements closing 2022 with a value of production of €134.5 million (+54% YoY), consolidated EBITDA of €30.7 million (+43% YoY) with an EBITDA margin of 22.9% and consolidated operating result (EBIT) of €28.5 million (+56% YoY) with an EBIT margin of 21.2%. Net income for 2022 amounted to €15.2 million, up 37.5% compared to 2020. Finally, the positive net financial position (cash) went from €3.6 million in 2021 to €12.0 million in 2022 (+233% YoY).
The ordinary Shareholders’ Meeting of EdiliziAcrobatica S.p.A. examined and approved the annual financial statements for the year ended 31 December 2022 showing a net profit of €16,195,360 (equal to 34% compared to 2021 when it stood at €12,085,813), as presented by the Board of Directors as a whole, as well as the relative Management Report prepared by the Board of Directors.
The ordinary Shareholders’ Meeting also resolved to allocate the net profit of EdiliziAcrobatica S.p.A. for the year 2022 as follows:
• Allocate an amount equal to €1,617.80 to increase the Legal Reserve, which in this way will reach the limit established by law.
• Allocate to retained earnings €12,035,129.50.
• Distribute dividends for a maximum of €4,158,612.50, allocating a cash dividend of €0.50 per share (net of those held in the portfolio on the ex-date), with ex-date on 8 May 2023, record date on 09 May 2023 and payment date on 10 May 2023.
The ordinary Shareholders’ Meeting also resolved:
• To take note of the consolidated financial statements of the Group as at 31 December 2021 and the relative ancillary documentation.
The ordinary Shareholders’ Meeting appointed the members of the Board of Directors for the three-year period 2023-2025, re-appointing the outgoing directors in the persons of Ms Simonetta Simoni as Chair, Ms Anna Marras, Mr Riccardo Iovino, Mr Simone Muzio and Mr Marco Caneva, the latter as independent director.
The ordinary Shareholders’ Meeting also appointed the members of the Board of Statutory Auditors of the Company for the three-year period 2023-2025, re-appointing the standing auditors in the persons of Ms Alda Bertelli as Chair, Mr Giorgio Frediani and Mr Francesco Cinaglia as standing auditors, Ms Carla Borgioli and Mr Fabio Coacci as alternate auditors.
The ordinary Shareholders’ Meeting appointed the company “Deloitte & Touche S.p.A.”, with registered office in Via Tortona 25, Milan (MI), for the legal audit of the accounts for a period of nine years, that is until the date of approval of the financial statements as at 31 December 2031.
Finally, the ordinary Shareholders’ Meeting authorised the purchase and disposal of own shares in accordance with what is contained and proposed in the report of the items on the agenda.
The extraordinary Shareholders’ Meeting granted the Board of Directors the power pursuant to Article 2443 of the Italian Civil Code to increase the share capital up to a maximum total amount of 10% (ten per cent) of the Company’s share capital as at today’s date, to be executed in one or more tranches within five years from the date of the resolution by issuing ordinary shares with no par value in dematerialised form, having the same characteristics as those in circulation and regular dividend rights, for consideration, even excluding the option right pursuant to paragraphs 4, 5 and/or 8 of Article 2441 of the Italian Civil Code, and/or without consideration to service one or more incentive plans pursuant to Article 2349 of the Italian Civil Code.
The purpose of this delegation is to provide the Board of Directors with the necessary flexibility and speed in executing one or more share capital increases in order to take advantage of any favourable conditions that arise from time to time, e.g. to carry out extraordinary transactions and corporate acquisitions. “We are very pleased with the performance of Acrobatica in 2022”, said Riccardo Iovino and Anna Marras, Directors of Acrobatica. “We have all worked hard in our various roles to tackle the challenges that the market has placed before us, obviously including the difficulties deriving from the expensive prices of raw materials and the instability of the financial markets caused by the war in Ukraine. The result of our approach and our business model is clear and drives us to continue doing what we have always done: investing in human resources and their growth, thus fostering the company’s growth”.