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d'Amico International Shipping S.A.
AGM Information • Apr 23, 2024
9964_iss_2024-04-23_f7cb4eea-4eb8-4bbb-af54-1023805efcee.pdf
AGM Information
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PRESS RELEASE
THE ANNUAL GENERAL SHAREHOLDERS' MEETING APPROVES THE 2023 STATUTORY AND CONSOLIDATED FINANCIAL STATEMENTS, THE DIVIDEND DISTRIBUTION AND APPOINTS THE NEW BOARD OF DIRECTORS
Luxembourg - April 23th , 2024 – The Annual General Shareholders' meeting of d'Amico International Shipping S.A. (Borsa Italiana, ticker symbol: DIS.MI and hereinafter "DIS" or "the Company"), an international marine transportation company operating in the product tankers market, today approved the 2023 statutory and consolidated financial statements of the Company, showing a consolidated net profit of US\$ 192,224,842. In addition, the Annual General Shareholders' meeting resolved to carry forward the Company's statutory 2023 net profit of US\$ 49,556,013 as follows: US\$ 2,477,801 to Legal Reserve and US\$ 47,078,212 to Retained Earnings.
The 2023 consolidated key-figures are shown in the table below:
| US\$ Thousand | 2023 | 2022 |
|---|---|---|
| Time charter equivalent (TCE) earnings | 396 970 | 329 958 |
| Total net revenue | 401 839 | 334 770 |
| Gross operating profit / EBITDA | 277 618 | 226 612 |
| Operating result / EBIT | 215 164 | 165 678 |
| Net result/(loss) | 192 225 | 134 869 |
Dividends
The Annual General Shareholders' meeting furthermore resolved the payment of an aggregate gross annual dividend of US\$ 30,007,114.24 (US\$ 25,506,047.10 net, after deducting the maximum applicable withholding tax amounting to 15%) corresponding to US\$ 0.2487 gross per issued and outstanding share (US\$ 0.2114 per issued and outstanding share net of withholding taxes) to be paid out of the profits of the year and distributable reserves, including the share premium to the Company's Shareholders (excluding the 3,453,542 treasury shares held by the Company which do not carry a dividend right). The payment of the above-mentioned dividend will be made to the Shareholders 2 May 2024, with related coupon n. 7 detachment date (ex-date) on 29 April 2024 and record date on 30 April 2024.
Other resolutions
The Annual General Shareholders' meeting of DIS further resolved the following:
- to grant discharge to the members of the Board of Directors in respect of the performance of their duties during the financial year ended on 31 December 2023, in accordance with applicable Luxembourg laws and regulations.
- to set the number of the members of the Company's Board of Directors at nine (9), to reelect Mr. Paolo d'Amico, Mr. Cesare d'Amico, Mr. Antonio Carlos Balestra di Mottola, Mrs. Monique Maller, Mr. Marcel Saucy and Me. Tom Loesch and to appoint Mr. Lorenzo d'Amico, Mrs. Antonia d'Amico and Mr. Massimiliano della Zonca as new members of the Board of Directors, all for a fixed term ending at the Company's annual general meeting
of shareholders called to approve the Company's financial statements for the financial year ending on 31 December 2026. In accordance with the relevant Luxembourg law applicable to the Company, the shareholders expressed their opinion by voting for the sole list presented by the outgoing Board of Directors which collected the following percentage of votes: 65.65%.
Mr. Tom Loesch, Mr. Marcel C. Saucy and Mrs. Monique I. A. Maller, while accepting their respective appointment proposal, expressly declared to the Company to satisfy the independence requirements established in article 2 of the 2020 Borsa Italiana Corporate Governance Code considering also the relevance thresholds confirmed by the Board of Directors' resolution dated 14 March 2024 for the assessment of the significance of the situations set forth in letters c) and d) of recommendation 7 of the above-mentioned article 2.
A summary of the curriculum of each of the appointed directors is available at the corporate governance section of DIS website (www.damicointernationalshipping.com). As of today the percentages of direct and indirect participation in the DIS share capital of those relevant persons as identified by the applicable legislation as disclosed to the Company are the following: Mr. Cesare d'Amico (0.4028%), Mr. Paolo d'Amico (0.0063%) and Mr. Antonio Carlos Balestra di Mottola (0.0233%).
- to set the Directors' fees payable to the members of the Board of Directors for the financial year 2024 at the aggregate fixed gross amount of € 460,000.00 to be further allotted by the Board of Directors amongst the Directors including those vested with particular offices.
- to acknowledge and approve in an advisory capacity, the Company's 2024 General Remuneration Policy and the Company's 2023 Report on Remunerations, corresponding respectively to sections I and II of the 2024 Board of Directors' Report on Remuneration drafted in compliance with articles 7bis and 7ter of the Luxembourg Law of 24 May 2011 on the exercise of certain rights of shareholders in general meetings of listed companies, as amended.
****** The manager responsible for preparing the company's financial reports, Mr. Carlos Balestra di Mottola, in his capacity of Chief Financial Officer of d'Amico International Shipping S.A. (the "Company") declares to the best of his knowledge, that the consolidated and statutory financial statements prepared in accordance with the applicable set of accounting standards, as published, give a true and fair view of the assets, liabilities, financial position and income statement of the Company and its consolidated subsidiaries and that the report on operation and the management report include a fair review of the development and performance of the business and the position of the Company and its consolidated subsidiaries, together with a description of the principal risks and uncertainties that they face.
d'Amico International Shipping S.A. is a subsidiary of d'Amico Società di Navigazione S.p.A., one of the world's leading privately-owned marine transportation companies, and operates in the product tankers sector, comprising vessels that typically carry refined petroleum products, chemical and vegetable oils. d'Amico International Shipping S.A. indirectly controls, either through ownership or charter arrangements, a modern, high-tech and double-hulled fleet, ranging from 35,000 to 75,000 deadweight tons. The Company has a history and a long tradition of family enterprise and a worldwide presence with offices in key market maritime centres (London, Dublin, Stamford, Monaco and Singapore). The company's shares are listed on the Milan Stock Exchange under the ticker symbol 'DIS.MI'.
d'Amico International Shipping S.A.
Anna Franchin - Investor Relations Manager Tel: +35 2 2626292901 Tel: +37 7 93105472 E-mail: [email protected]
Capital Link
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