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Orsero

AGM Information Apr 29, 2024

4276_egm_2024-04-29_0a1bf220-2e9f-4214-a171-21d6bec69fde.pdf

AGM Information

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Informazione
Regolamentata n.
20078-8-2024
Data/Ora Inizio Diffusione
29 Aprile 2024 18:34:08
Euronext Star Milan
Societa' : ORSERO
Identificativo Informazione
Regolamentata
: 189825
Utenza - Referente : ORSERON04 - Colombini
Tipologia : REGEM; 3.1
Data/Ora Ricezione : 29 Aprile 2024 18:34:08
Data/Ora Inizio Diffusione : 29 Aprile 2024 18:34:08
Oggetto : Orsero S.p.A. - PR Shareholders Meeting
Testo
del
comunicato

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THE ORDINARY SHAREHOLDERS' MEETING OF ORSERO:

  • APPROVES THE SEPARATE FINANCIAL STATEMENTS OF ORSERO AS AT DECEMBER 31, 2023 AND TAKES NOTE OF THE CONSOLIDATED FINANCIAL STATEMENTS AND THE SUSTAINABILITY REPORT AS AT DECEMBER 31, 2023
  • RESOLVES THE DISTRIBUTION OF AN ORDINARY CASH DIVIDEND OF € 0.60 PER SHARE
  • APPROVES THE 2024 REMUNERATION POLICY AND THE REPORT ON REMUNERATION PAID IN 2023

Milan, 29 April 2024 – The Ordinary Shareholders' Meeting of Orsero S.p.A. ("Orsero") was held on today's date, chaired by Paolo Prudenziati and through the exclusive participation of the designated representative set forth in the Consolidated Law on Finance Art. 135-undecies of Consolidated Law on Finance which adopted the following resolutions.

APPROVAL OF THE SEPARATE FINANCIAL STATEMENTS OF ORSERO S.P.A. AS AT 31 DECEMBER 2023 AND ACKNOWLEDGEMENT OF THE CONSOLIDATED FINANCIAL STATEMENTS AND THE SUSTAINABILITY REPORT AS AT 31 DECEMBER 2023

The Shareholders' Meeting approved the Separate Financial Statements of Orsero S.p.A. as at 31 December 2023 and took note of the Consolidated Financial Statements and the Sustainability Report as at 31 December 2023.

The Orsero Separate Financial Statements as at 31 December 2023 show a profit of €22.2 million and Net Equity of € 163.0 million.

The main consolidated income statement and balance sheet figures as at 31 December 2023 include: Total revenues of around € 1.5 billion, an Adjusted EBITDA1 of € 107.1 million and an Adjusted Net Profit2 of € 54.0 million. The Net Financial Position without IFRS 16 stands at € 67.1 million, that is € 127.8 million also including € 60.8 million due to the adoption of IFRS 16. For a summary of the main results for 2023, please refer to the press release of last 13 March also available on the Corporate website.

***

DISTRIBUTION OF ORDINARY CASH DIVIDEND OF € 0.60 PER SHARE

The Shareholders' Meeting resolved the allocation of the profit for the year as proposed by the Board of Directors, and, therefore, the distribution of an ordinary unit dividend of € 0.60, gross of the withholding tax, for each existing and entitled share to the dividend (excluding the treasury shares held by the Company), for a total gross dividend of approximately € 10.2 million.

1 Excluding depreciation, amortizations, provisions and non-recurring items and figurative costs of long-term incentive plans. 2 Excluding non-recurring items and figurative costs of long-term incentive plan, net of tax.

The ex-dividend date is 13 May 2024, the record date is 14 May 2024, and the payment is starting from 15 May 2024.

For more information please refer to the related Explanatory Report of the Board of Directors available on the website www.orserogroup.it , section "Governance/Shareholders' Meeting", and on the authorized storage mechanism eMarket Storage ().

***

RESOLUTION ON THE REMUNERATION POLICY AND ON THE REMUNERATION PAID

The Shareholders' Meeting, pursuant to the law, approved, with a binding vote, the Remuneration Policy for the financial year 2024 and, with a non-binding vote, the Report on Remuneration Paid in 2023.

For more information please refer to the related "Report on 2024 Remuneration Policy and 2023 Compensation Paid" available on the website www.orserogroup.it, section "Governance/Shareholders' Meeting", and on the authorized storage mechanism eMarket Storage ().

***

The summary report of the votes containing the number of shares represented at the Shareholders' Meeting and the shares for which the vote was cast, the percentage of capital that these shares represented, as well as the number of votes in favour and against the resolutions and the number of abstentions, will be made available on the Company's website and within the terms set for by current legislation.

The minutes of the Shareholders' Meeting will be made available to the public in the manner and within the terms set for by current legislation.

***

ORSERO is the holding company of the Italian and international group with the same name, a leader in Mediterranean Europe for the import and distribution of fresh fruit and vegetables. The Orsero Group was created more than 50 years ago at the initiative of the Orsero family, which had been operating since the 1940s in the fruit and vegetable sector, in partnership with other entrepreneurs. Over the decades, the Orsero Group has expanded its business both in terms of area covered, which today includes Italy, France, Spain, Portugal, Greece, Mexico, Costa Rica and Colombia, and in terms of product categories and sectors, according to a model known as vertical integration. Along with the distribution of fresh produce, the Orsero Group's business model also includes the import of bananas and pineapples using its owned ships. In 2012, the Orsero Group launched the brand "F.lli Orsero" for bananas and pineapples. The name intends to convey a sense of tradition and the passion of a large Italian family-run company for high-end produce.

ORSERO ordinary shares are listed on the Euronext STAR Milan segment of the Market Euronext Milan: ISIN - IT0005138703; Bloomberg Ticker "ORS.IM"; Thomson Reuters Ticker "ORSO.MI".

For more information:

Orsero S.p.A. Investor Relations: Edoardo Dupanloup | T. +39 347 4496044 | [email protected]| www.orserogroup.it Rebecca Cancellieri |T. +39 349 4727548 |[email protected]| www.orserogroup.it

Media Relations:

CDR Communication Angelo Brunello | M. +39 329 211 7752 | [email protected] Martina Zuccherini | [email protected]

Specialist Intesa Sanpaolo S.p.A. – Divisione IMI Largo Mattioli 3 - 20121 – Milano

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