Openjobmetis

AGM Information • Apr 29, 2024

Informazione Regolamentata n. 1803-34-2024	Data/Ora Inizio Diffusione 29 Aprile 2024 11:21:18		Euronext Star Milan
Societa'	:	OPENJOBMETIS
Identificativo Informazione Regolamentata	:	189716
Utenza - Referente	:	OPENJOBN08 - ESPOSTI
Tipologia	:	1.1; REGEM; 3.1
Data/Ora Ricezione	:	29 Aprile 2024 11:21:18
Data/Ora Inizio Diffusione	:	29 Aprile 2024 11:21:18
Oggetto	:	OJM_PR_29 april 2024 Shareholders meeting_ENG
Testo del comunicato

Vedi allegato

PRESS RELEASE

ORDINARY SHAREHOLDERS' MEETING OF OPENJOBMETIS S.P.A.

• The financial statements as at 31 December 2023 were approved and the Group's consolidated financial statements as at 31 December 2023 were reviewed.
• Full allocation of the net profit for the year 2023 to other reserves and no dividend distribution.
• The First Section of the Report on the remuneration policy and fees paid was approved, drafted in accordance with Article 123ter of Italian Legislative Decree 58/1998, and a favourable vote was expressed on the Second Section of the aforementioned Report.
• New Board of Directors and Chairman Marco Vittorelli appointed for the years 2024-2026.
• New Board of Statutory Auditors and Chairman Carmen Pezzuto appointed for the years 2024-2026.

Milan, 29 April 2024 –Today, the Shareholders' Meeting of Openjobmetis S.p.A. – Agenzia per il Lavoro (Borsa Italiana: OJM) met in ordinary session. It is one of the leading Employment Agencies and the only Italian Employment Agency listed on the STAR segment of the Euronext Milan market managed by Borsa Italiana.

The Ordinary Shareholders' Meeting approved the Company's financial statements and reviewed the Group's consolidated financial statements as at 31 December 2023.

The consolidated financial statements of the Openjobmetis Group as at 31 December 2023 show revenue of EUR 748.8 million compared to EUR 768.4 million in 2022, EBITDA of EUR 28.3 million compared to EUR 29.4 million in 2022 (2023 adjusted EBITDA stands at EUR 30.5 million) and EBIT of EUR 19.8 million compared to EUR 21.2 million in 2022 (2023 adjusted EBIT stands at EUR 22.6 million). It closed with a net profit of EUR 12.6 million compared to EUR 14.3 million in 2022.

Net financial indebtedness as at 31 December 2023 totalled EUR 36.1 million compared to EUR 26.2 million as at 31 December 2022.

The revenue of the parent company Openjobmetis S.p.A. in 2023 stood at EUR 703.3 million compared to EUR 727.1 million in 2022, while EBIT was EUR 12.7 million compared to EUR

11.7 million in 2022. Net profit was EUR 13.6 million compared to EUR 11.7 million in 2022.

The Shareholders' Meeting resolved not to distribute a dividend, as proposed by the Board of Directors on 13 March 2024, and to allocate the net profit of EUR 13,609 thousand in full to other reserves.

* * * *

The Shareholders' Meeting approved, as set out in item 4 of the agenda, the First Section of the Report on the remuneration policy and fees paid drawn up pursuant to Art. 123-ter, paragraph 3 of Italian Legislative Decree 58/1998.

The Shareholders' Meeting expressed a favourable vote, as set out in item 5 of the agenda, on the Second Section of the Report on the remuneration policy and fees paid drawn up pursuant to Art. 123-ter, paragraph 4 of Italian Legislative Decree 58/1998.

* * * *

In regard to items 6, 7, 8, 9 and 10 of the agenda, the Shareholders' Meeting– having set at 10 the number of the members of the new Board of Directors that will remain in office until the approval of the 2026 financial statements – has resolved to appoint nine members chosen from List No. 1 presented by the shareholders Omniafin S.p.A. and MTI Investimenti S.r.l. representing on the date of submission of the List 23.600% of the share capital, and one director chosen from List No. 2 presented by the shareholder Plavisgas S.r.l. representing 34.143% of the share capital. The Shareholders' Meeting has then appointed Marco Vittorelli as Chairman of the Board of Directors.

The new Board of Directors, therefore, has the following composition:

Majority List No. 1 presented by the shareholders Omniafin S.p.A. and MTI investments S.r.l.

• − Marco Vittorelli (Chairman)
• − Laura Guazzoni (independent pursuant to Consolidated Law on Finance and Corporate Governance Code)
• − Biagio La Porta
• − Barbara Napolitano (independent pursuant to Consolidated Law on Finance and Corporate Governance Code)
• − Rosario Rasizza
• − Alberto Rosati (independent pursuant to Consolidated Law on Finance and Corporate Governance Code)
• − Daniela Toscani (independent pursuant to Consolidated Law on Finance and Corporate Governance Code)

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• − Corrado Vittorelli
• − Rubinia Vittorelli

Minority List No. 2 presented by the shareholder Plavisgas S.r.l.

− Marco Zanon (independent pursuant to Consolidated Law on Finance and Corporate Governance Code)

Majority List No. 1 presented by the shareholders Omniafin S.p.A. and M.T.I. Investimenti S.r.l. received, in percentage terms – 13,675,512 voting rights present at the meeting (equal to 78.604867% of total voting rights), 65.848014% of the votes cast in favour.

At the time of the appointment,

• Corrado Vittorelli holds, directly, 60,000 ordinary shares, equal to 0.449% of the share capital of the Company;
• Marco Vittorelli holds, directly, 27,000 ordinary shares, equal to 0.202% of the share capital of the Company;

The resumes of the Directors - or a summary of these - are published on the website www.openjobmetis.it, in the section Corporate Governance/Corporate Bodies.

* * * *

Resolving on items 11, 12 and 13 of the agenda - relating to the appointment of the Board of Statutory Auditors, which will remain in office for the 2024-2026 period - the Shareholders' Meeting appointed two standing auditors and one alternate auditor from List No. 1 presented by the shareholders Omniafin S.p.A. and MTI Investimenti S.r.l. representing on the date of submission of the List 23.600% of the share capital, as well as one standing auditor and one alternate auditor from List No. 2, presented by the shareholder Plavisgas S.r.l., representing 34.143% of the share capital.

The new Board of Statutory Auditors, therefore, has the following composition:

Majority List No. 1 presented by the shareholders Omniafin S.p.A. and MTI investments S.r.l.

Standing Auditors

• − Marco Sironi
• − Manuela Paola Pagliarello

Alternate Auditors

− Claudio Cornara

Minority List No. 2 presented by the shareholder Plavisgas S.r.l.

Standing Auditors

− Carmen Pezzuto (Chair)

Alternate Auditors

− Marco Prandin

Majority List No. 1 presented by the shareholders Omniafin S.p.A. and M.T.I. Investimenti S.r.l. received, in percentage terms – 13,675,512 voting rights present at the meeting (equal to 78.604867% of total voting rights), 65.826332% of the votes cast in favour.

The resumes of the members of the Board of Statutory Auditors - or a summary of these - are published on the website www.openjobmetis.it, in the section Corporate Governance/Corporate Bodies.

* * * *

The Company informs that:

• a) The summary report of the votes, with the number of shares represented at the Shareholders' Meeting and the shares for which the vote was expressed, the percentage of the share capital represented by these shares, the number of votes in favour and against the resolutions and the number of abstentions, will be made available on the Company's website within the terms set by current laws and regulations.
• b) The minutes of the Shareholders' Meeting will be made available to the public in the ways and within the terms set by current laws and regulations.

* * * *

Alessandro Esposti, in his capacity as Manager in charge of preparing financial reports, pursuant to Article 154 bis, paragraph 2, of the Consolidated Law on Finance (TUF), hereby states that the financial information contained in this press release corresponds to the accounting documentation, books and records.

* * * *

The Company's Annual Financial Statements and the Group's Consolidated Financial Statements are available at the registered office in Via Assietta, 19 - 20161 Milan, in Borsa Italiana S.p.A. and in the Investor Relations section of the website www.openjobmetis.it, as well as at the authorised storage mechanism eMarket STORAGE, available at .

* * * *

Openjobmetis - an overview: Openjobmetis is the Employment Agency established in 2011 as a result of the merger of Openjob SpA and Metis SpA, combining the unique skills and experiences for which they have always been known. Listed since December 2015, Openjobmetis SpA is the first and only Employment Agency in the STAR segment of Euronext Milan (EXM) operated by

Borsa Italiana, and is positioned among the leading Italian operators in its field, with revenue of approximately EUR 748,8 million in the year ended 31 December 2023. Openjobmetis SpA, which provides temporary work employment, operates through a network of 160 branches and Specialized Divisions in a wide range of labour market sectors, including: Healthcare, Banking and Finance, Large-Scale Retail Trade, Big Clients, I&CT, Agro-Industrial and, as well as Techne specialized in aerospace, naval and energy thanks to the acquisition of Quanta SpA, a company merged into Openjobmetis with effect from 1 January 2022. Among the services offered, there are also research and selection solutions for direct entry into a company of qualified junior profiles through the Permanent Placement team and the division UNA Forza Vendite which deals with commercial figures and sales agents Openjobmetis also has the following subsidiaries: (i) Openjob Consulting Srl, active in the management of the financed training activities; (ii) Seltis Hub Srl, the highly specialized vertical competence center focused on recruitment and selection that also operates through the digital platforms Meritocracy and Jobmetoo, (iii) Family Care Srl, APL dedicated to family assistance, (iv) Just On Business SpA, Employment Agency specializing in the healthcare and engineering sectors, and its subsidiary Deine Group Srl. Finally (v) Lyve Srl, a 52.06% subsidiary, a training company.

Investor Relations - Alessandro Esposti

Investor.relator@openjob.it Tel. +39 0331-211501

JABA Communication

Elena Simoncini, mobile phone 392-5139493 elena.simoncini@jabaitalia.com Beniamino Piantieri, mobile phone 338-4392163 beniamino.piantieri@jabaitalia.com

Openjobmetis

Elisa Origi, mobile phone 349-1939505 elisa.origi@openjob.it Chiara Forlin, mobile phone 348-5389433 chira.forlin@openjob.it Tel. +39 0331-211501

Fine Comunicato n.1803-34-2024	Numero di Pagine: 7
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