PRESS RELEASE

  • Ordinary Shareholders' Meeting of Neodecortech S.p.A.:
    • approval of the financial statements at 31 December 2019;
    • approval of the distribution of a dividend of € 0.145 per share
      (4.3% yield on the closing price of 21/02/2020) payable on 18/03/2020;
    • amendment of the resolution dated 9 December 2019 regarding the remuneration of the Board of Directors;
    • appointment of the new Board of Statutory Auditors for the years 2020-2022;
    • granting of the assignment for the statutory audit of the financial statements and half-year reports for the years 2020-2022.

Filago, 24 February 2020

Neodecortech S.p.A. ("NDT" or the "Company"), the Italian market leader in the production of decorative papers for laminated panels and flooring for interior design, listed on AIM Italia, a multilateral trading system organized and managed by Borsa Italiana S.p.A., hereby announces that the Shareholders' Meeting of the Company was held on today's date and approved the financial statements at 31 December 2019, also taking note of the consolidated financial statements at 31 December 2019, within the time limits proposed by the Board of Directors.

Specifically, the Shareholders' Meeting approved the proposal to distribute a total dividend of

  • 1,888,117.50, equal to € 0.145 per share; the ex-dividend date is 16 March 2020, while the payment date is from 18 March 2020 (record date 17 March 2020), with a 4.3% dividend yield on the closing price of Friday 21 February 2020.

Additionally, also in view of the start of the procedure for the admission to listing of the Company's shares and warrants on the MTA, organized and managed by Borsa Italiana S.p.A., possibly in the STAR segment ("MTA" and the "Listing"), the Shareholders' Meeting resolved to amend the resolution passed at the meeting held on 9 December 2019, eliminating the cap of € 560,000 on the remuneration of all directors, including those holding strategic resposibilities, and leaving to the Board of Directors the power to establish the remuneration of directors holding strategic responsibilities pursuant to Article 2389 of the Italian Civil Code. The Shareholders' Meeting confirmed the allocation to each director, in addition to the refund of expenses incurred for the year and due for the relating functions, of an annual fee of € 25,000.00. Within three months from the starting date of trading of the shares and warrants on the MTA, the Board of Directors, after receiving the opinion of the Related Parties Committee and the Remuneration and Appointments Committee, will adopt a remuneration policy in line with best practices and standards applicable to companies listed on the STAR segment of the MTA and, consequently, will set the variable remuneration of directors holding strategic responsibilities.

Additionally, the Shareholders' Meeting, based on the only list submitted by Finanziaria Valentini S.p.A., appointed a new Board of Statutory Auditors for the years 2020-2022,

Neodecortech S.p.A.

tel +39 035996111

C.F. e R.I. 00725270151

www.neodecortech.it

Via Provinciale, 2

fax +39 035995225

P.IVA IT 02833670165

info@neodecortech.it

24040 Filago, Bergamo

Capitale Sociale delib. Euro 27,753,750.00

R.E.A. 193331

vers. Euro 16.203.000,00

comprising Standing Auditors Stefano Santucci, Federica Menichetti and Stefano Zonca, and Alternate Auditors Davide Mantegazza and Marinella Monterumisi. The Shareholders' Meeting set the gross annual remuneration due to the Chairman of the Board of Statutory Auditors at € 25,000 and the gross annual remuneration due to each Statutory Auditor at € 20,000.

Based on the information currently held by the Company, the new members of the Board of Statutory Auditors do not appear to hold shares in the Company.

The curricula of the new Statutory Auditors are available on the Company website https://www.neodecortech.itin the Investors, Corporate Governance, Board of Statutory Auditors section.

Lastly, the Shareholders' Meeting resolved to appoint BDO Italia S.p.A. as Independent Auditors for the years 2020-2022, granting the Board of Directors all the powers required to terminate the appointment thus granted, as from the date of the start of trading of the Company's shares and warrants on the MTA, by virtue of the nine-year audit assignment previously granted to the above company on 9 December 2019.

It should be noted that the Board of Directors of the Company, which met at the end of the Shareholders' Meeting, assessed that the members of the Board of Statutory Auditors met the independence requirements set forth in the Corporate Governance Code of Borsa Italiana S.p.A., based on the information provided by them. Additionally, pursuant to Article 2365, paragraph two, of the Italian Civil Code, the Board of Directors resolved to make certain amendments to the Bylaws, which will come into force on the starting date of trading of the shares and warrants on the MTA; the amendments are required to bring the Bylaws into line with certain regulatory provisions. The text of the Bylaws thus amended is available on the Company website https://www.neodecortech.itin the Investors, Corporate Governance, Documents and Shareholders' Meetings, Bylaws section.

Neodecortech S.p.A.

Neodecortech is the Italian market leader in the production of decorative papers for laminated panels and flooring for interior design. The Group's business is in the production of complete and technologically advanced solutions for the realization of interior design projects, covering all stages of the production process for the production of decorative paper, from raw material management, through surface finishing and impregnation, up to the finished product and the management of end-of-line logistics. The Group offers 6 product categories: decorative papers; decorative printings; finish foil; melamine film; PPF; laminates (www.neodecortech.it).

ISIN Code ordinary shares: IT0005275778

ISIN Code Warrants: IT0005346785

For further information:

Nomad and Specialist

Investor Relator

Neodecortech S.p.A.

tel +39 035996111

C.F. e R.I. 00725270151

www.neodecortech.it

Via Provinciale, 2

fax +39 035995225

P.IVA IT 02833670165

info@neodecortech.it

24040 Filago, Bergamo

Capitale Sociale delib. Euro 27,753,750.00

R.E.A. 193331

vers. Euro 16.203.000,00

BPER Banca S.p.A.

Neodecortech S.p.A.

neodecortech@bper.it

T +39 035 99 63 02

051-2756537

F +39 035 99 52 25

www. bper.it

Marco Giussani

C +39 340 2391966

investor.relations@neodecortech.it

www.neodecortech.it

* * *

This press release is for informational purposes only and does not constitute an offer to the public or an invitation to subscribe or purchase financial instruments in Italy or any other country where such offer or solicitation would be subject to restrictions or authorization by local authorities or otherwise prohibited by law. This press release may not be published, distributed or transmitted to the United States, Canada, Australia or Japan. The shares mentioned in this press release cannot be offered or sold in either Italy or the United States or any other jurisdiction without registration under the applicable provisions or an exemption from the obligation to register under the applicable provisions. The shares mentioned in this press release have not been and will not be registered under the US Securities Act of 1933 nor under the applicable provisions in Italy, Australia, Canada, Japan or any other jurisdiction.

There will be no offer to the public of the Company's shares either in Italy or in the United

States, Australia, Canada or Japan or elsewhere.

Neodecortech S.p.A.

tel +39 035996111

C.F. e R.I. 00725270151

www.neodecortech.it

Via Provinciale, 2

fax +39 035995225

P.IVA IT 02833670165

info@neodecortech.it

24040 Filago, Bergamo

Capitale Sociale delib. Euro 27,753,750.00

R.E.A. 193331

vers. Euro 16.203.000,00

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Neodecortech S.p.A. published this content on 24 February 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 February 2020 19:52:01 UTC