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EuroGroup Laminations S.p.A. AGM Information 2025

May 5, 2025

9956_rns_2025-05-05_b87e3a9c-6eaf-420f-b04d-56564a547786.pdf

AGM Information

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ORDINARY SHAREHOLDERS' MEETING OF EUROGROUP LAMINATIONS S.P.A.

  • Approved the financial statements for the year ended December 31, 2024 and reviewed the consolidated financial statements for the year ended December 31, 2024, including the Sustainability Report prepared in accordance with the Corporate Sustainability Reporting Directive (Directive 2022/2464/EU)
  • Approved the distribution of a dividend equal to €0.042 per share and the distribution of distributable reserves
  • Approved the Report on the policy regarding remuneration set forth in the first section of the Remuneration Policy, expressing a favourable opinion on the second section of the said Report on the fees paid
  • Authorised the board of directors to purchase and dispose of treasury shares for 18 months pursuant to articles 2357 and 2357-ter of the Italian Civil Code
  • Approved the plan for the free assignment of shares of the Company for the period 2025- 2027.

Baranzate (MI), May 5 th , 2025 EuroGroup Laminations S.p.A. ("EuroGroup Laminations" or the "Company") - a world leader in the design, manufacture and distribution of stators and rotors for electric motors and generators - announces that the Ordinary Shareholders' Meeting held today under the chairmanship of Sergio Iori approved all proposals on the agenda.

Pursuant to art. 10 of the by-laws of the Company, the intervention and voting in the Shareholders' Meeting of those who are eligible took place exclusively by granting a proxy (or sub-proxy) to the representative appointed by the Company pursuant to art. 135-undecies of Italian Legislative Decree no. 58/1998 and the meeting was held via audio-video conference.

As of the opening of the works, 69,029336% of the share capital was represented in the Meeting, corresponding to 83,514943% of the voting rights.

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Approval of the financial statements for the year ended December 31, 2024

The Ordinary Shareholders' Meeting approved the Financial Statements of EuroGroup Laminations for the year ended December 31, 2024, as per the Draft Financial Statements approved by the Board of Directors on March 24, 2025, and examined the Consolidated Financial Statements for the year ended December 31, 2024.

In 2024, the revenues of EuroGroup Laminations S.p.A. amounted to €13.7 million compared to €9.8 million in the previous year. Profit for the year amounted to €7.4 million compared to €4.6 million in 2023.

The Group's consolidated financial statements for the year ended December 31, 2024 showed revenues of €869.4 million, compared to €835.9 million in 2023. The Adjusted EBITDA amounted to €116 million, in line with the previous year and EBIT amounted to €65.7 million compared to €80.3 million in 2023. The Group posted a consolidated profit of €36.5 million compared to €38.6 million in 2023. Net financial indebtedness as of December 31, 2024 amounted to €225.5 million, compared to €110.8 million in 2023,

reflecting investments related to new EV & Automotive production lines, the acquisition of Kumar, and the completion of the share buyback.

Approval of the distribution of a dividend and of distributable reserves

The Ordinary Shareholders' Meeting resolved to allocate the annual profit of EuroGroup Laminations S.p.A., amounting to €7,419,782.00, as follows:

  • for the portion required to reach an amount equal to 20% of the share capital, i.e., Euro 85,808.61, to the legal reserve;
  • for Euro 4,444,325.71 to the non-distributable foreign exchange gains reserve until its utilization;
  • to the distribution of a dividend for €1,134,030.41; and
  • Euro 1,755,615.95 to the negative reserve for the purchase of treasury shares.

The dividend will be equal to €0.042 per share entitled to profits (excluding treasury shares held by the Company), of which €1,134,030.41 will be paid out of the profit for the financial year 2024 and the remainder, equal to approximately €5.72 million, through the use of sums deriving from the partial distribution of distributable reserves created, for their full amount, with the share premium reserve. The dividend will be payable on May 21, 2025, with the ex-dividend date on May 19, 2025 and the record date on May 20, 2025.

Approval of the Report on the remuneration policy and fees paid

The Ordinary Shareholders' Meeting approved the first section of the Report on Remuneration Policy and Remuneration Paid, drawn up pursuant to Article 123-ter, paragraph 3 of Italian Legislative Decree No. 58/1998, regarding the policy of the Company on the remuneration of the members of the administrative bodies, the general managers and the managers with strategic responsibilities and, without prejudice to the provisions set forth by Article 2402 of the Italian civil code, the members of the supervisory body, as well as the procedures used for the adoption and implementation of this policy.

The Shareholders' Meeting also expressed a favourable opinion on the second section of the Report on Remuneration Policy and Remuneration Paid, drawn up pursuant to Article 123-ter, paragraph 4 of Legislative Decree No. 58/1998 which provides, in particular, sufficient information on each of the items comprising remuneration of the above-mentioned persons and analyses the compensation paid during the relevant financial year in any form by the Company and its subsidiaries or associated companies.

The Report on Remuneration Policy and Remuneration Paid is available on the Company's website at www.eglagroup.com, Investors/ Governance/Governance Reports section.

Authorised the board of directors to purchase and dispose of treasury shares for 18 months pursuant to articles 2357 and 2357-ter of the Italian Civil Code

The Ordinary Shareholders' Meeting resolved to authorize:

• the purchase of the Company's treasury shares, in one or more transactions, within 18 months from today's date, up to a maximum number that, taking into account the shares held from time to time by the Company and its subsidiaries, does not exceed 10% of the total issued shares of the Company's (including the Company's multiple voting shares in the above calculation) within the limits of the distributable profits and available reserves resulting from the latest approved

financial statements at the time each transaction is carried out, and in any case, to the extent that at any time the aggregate value of treasury shares held by the Company never exceeds one fifth of the share capital, also taking into account any shares held by subsidiaries.

• the disposal, at any time, without time limits, in whole or in part, in one or more instalments and even before the purchases have been completed, of the purchased treasury shares.

The authorisation to purchase and dispose was granted for the following purposes:

  • a) carry out extraordinary corporate/financial transactions, including, but not limited to, acquisitions, mergers, capital transactions, exchanges, financing transactions or other transactions, in relation to which the transfer or any other act of disposal of treasury shares may be necessary;
  • b) fulfil obligations arising from stock option plans, stock grants or other incentive programmes, whether for consideration or free of charge, existing and/or future, for the benefit of representatives, employees or collaborators of the Company or its subsidiaries;
  • c) support the stock's liquidity so as to favour the regular course of negotiations and avoid price movements not in line with market trends.

The purchases and disposals must be carried out at a price that will be determined by the Board of Directors on a case-by-case basis, having regard to the method chosen to carry out the transaction and in compliance with any applicable regulatory provisions as well as, where applicable, with the accepted market practices in force from time to time, it being understood that such price in any case shall not diverge downwards or upwards by more than 20% from the official price registered by the Company's shares in the trading session of Euronext Milan on the day prior to the execution of each individual transaction.

Approved the plan for the free assignment of shares of the Company for the period 2025-2027

Lastly, the Shareholders' Meeting approved the plan for the free assignment of shares of the Company called "Performance Shares Plan 2025-2027", reserved for the Executive Directors, Key Managers with Strategic Responsibilities, and a limited number of top managers of the Company and/or the group to which the Company belongs, who have an existing relationship with the Company or one of its subsidiaries as of the date of the award.

***

The Financial Statements for the year ended December 31, 2024 of EuroGroup Laminations S.p.A., the Group's Consolidated Financial Statements, including the Sustainability Report prepared in accordance with the Corporate Sustainability Reporting Directive (Directive 2022/2464/EU) are available at the Company's registered office in Via Stella Rosa 48 – 20021 Baranzate (Mi), at Borsa Italiana S.p.A. and in the Financial Information section of the website www.eglagroup.com as well as on the authorized storage mechanism called ().

The summary voting record and the minutes of the Shareholders' Meeting will be made available on the Company's www.eglagroup.com ("Investors/Governance/Shareholders' Meetings section) and on the authorized storage mechanism called () in the manner and with the deadlines set

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forth required by current regulation.

***

Pursuant to paragraph 2 of Article 154-bis of the Consolidated Finance Act, the manager in charge of preparing the Company's accounting documents, Matteo Perna, declares that the accounting information contained in this press release corresponds to the documented results, books and accounting records and that the sustainability report included in the management report has been prepared in accordance with the reporting standards applied pursuant to Directive 2013/34/EU of the European Parliament and of the Council of June 26, 2013 and the legislative decree adopted in implementation of Article 13 of Law No. 15 of February 21, 2024 and with the specifications adopted pursuant to Article 8, paragraph 4 of Regulation (EU) 2020/852 of the European Parliament and of the Council of June 18, 2020.

The income statement, balance sheet and financial position information was prepared in accordance with the International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and endorsed by the European Union.

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In this document, in addition to the financial measures envisaged by International Financial Reporting Standards (IFRS), a number of measures derived from the latter are presented even though they are not envisaged by IFRS (Non-GAAP Measures) in line with ESMA's guidelines on Alternative Performance Indicators (ESMA/2015/1415 Guidelines, adopted by Consob with Notice no. 92543 of December 3, 2015) published on October 5, 2015. These measures are presented in order to enable a better assessment of the Group's operating performance and should not be regarded as alternatives to IFRS.

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This press release is available on the Group's website www.eglagroup.com (Section "Investors /Press Release") as well as on the authorised storage device ().

FOR FURTHER INFORMATION
EUROGROUP LAMINATIONS – INVESTOR RELATIONS
Ilaria Candotti Head of Investor Relations [email protected]
PRESS OFFICE COMMUNITY – COMMUNICATION ADVISORS
Giulia Polvara [email protected] T. +39 334 2823 514
Valeria Longo [email protected] T. +39 351 1410 677

ABOUT EGLA: EuroGroup Laminations is world leader in the design, production and distribution of Laminations and Cores for E-Motors Generators. The Group's business is organized along two segments: (i) E-mobility solutions, dedicated to the design and productions of the motor core of electric motors used in electric vehicle traction as well as a wide range of non-traction automotive applications; and (ii) HOME & Industrial solutions, dedicated to the design and manufacturing of products used in various applications including, among others, industrial applications, home automation, HVAC equipment, wind energy, logistics and pumps. EGLA is also active in the business of transformers. With registered office in Baranzate (MI) EuroGroup Laminations recorded revenues of approximately € 869 million in 2024, has a workforce of approximately 3.800 employees, 8 production plants in Italy and 7 abroad (2 in Mexico, 2 in China, 1 in the United States, 1 in India and 1 in Tunisia); an Order Book for the E-mobility solutions with an estimated value of approximately € 5.3 billion and a pipeline of orders under discussion at approximately €4.8 billion.