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Ferretti Group AGM Information 2025
6296_rns_2025-05-13_739d79f7-f707-4f49-a16e-5c2edf47a227.pdf
AGM Information
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
FERRETTIGROUP
Ferretti S.p.A.
(Incorporated under the laws of Italy as a joint-stock company with limited liability)
(Stock Code: 09638)
OVERSEAS REGULATORY ANNOUNCEMENT
This announcement is made by Ferretti S.p.A. (the "Company") pursuant to Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").
The following document of the Company was published on the website of eMarket SDIR in Italy in accordance with and in the manners set forth in the Consob Issuer's Regulation and in compliance with the provisions of the Instructions accompanying the Rules of the Markets organised and managed by Borsa Italiana S.p.A..
The posting of the document on the website of The Stock Exchange of Hong Kong Limited is only for the purpose of facilitating equal dissemination of information to investors in Hong Kong and compliance with Rule 13.10B of the Listing Rules, and not for any other purposes.
By order of the Board
Ferretti S.p.A.
Mr. Alberto Galassi
Executive Director and Chief Executive Officer
Hong Kong, May 13, 2025
As at the date of this announcement, the Board comprises Mr. Alberto Galassi and Mr. Tan Ning as executive Directors; Mr. Jiang Kui, Mr. Piero Ferrari, Ms. Jiang Lan (Lansi) and Mr. Hao Qinggui as non-executive Directors; and Mr. Stefano Domenicali, Mr. Patrick Sun and Ms. Zhu Yi as independent non-executive Directors.
FERRETTIGROUP
SHAREHOLDERS' MEETING OF FERRETTI S.P.A.
MAY 13, 2025
- Approved the stand-alone financial statements of Ferretti S.p.A. for the year ended 31 December 2024 and examined the consolidated financial statements of the Ferretti Group for the year ended December 31, 2024
- Ferretti S.p.A.’s profit for the year amounted to Euro 63,192,563.71 as of December 31, 2024
- Approved the distribution of a dividend to shareholders in the amount of Euro 0.10 for each of the 338,482,654 shares issued and outstanding on the ex-dividend date, for a maximum amount of Euro 33,848,265.40, with payment date on June 18th, 2025, ex-dividend date on June 16th, 2025 and record date on June 17th, 2025
- Net revenue new yachts of Euro 1,173.3 million (Euro 1,111.0 million as of December 31, 2023)
- Adjusted EBITDA of Euro 190.0 million with a margin of 16.2% (Euro 169.2 million as of December 31, 2023)
- Net financial position of Euro 124.6 million of net cash
- The first section of the report on the remuneration policy and compensation paid prepared pursuant to Article 123-ter of Legislative Decree no. 58 of 24 February 1998 (the “TUF”) (i.e. the remuneration policy for the financial year 2025) has been approved with a binding vote
- Advisory vote in favor of the second section of the report on the remuneration policy and compensation paid prepared pursuant to Article 123-ter of the TUF (i.e. the report on compensation paid in 2024)
- Integration of the Board of Directors through the appointment, pursuant to article 2386 of the Civil Code, of Tan Ning and Hao Qinggui as directors
Forli, 13 May 2025 - The Shareholders’ Meeting of Ferretti S.p.A. (“Ferretti” or the “Company”) - a company listed on the Euronext Milan regulated market, organized and managed by Borsa Italiana S.p.A., and on the Stock Exchange of Hong Kong - met today, in a single call, under the chairmanship of Jiang Kui, in accordance with the procedures set out in Article 106, paragraph 2, of Decree-Law no. 18/2020 converted into Law no. 27/2020, the effects of which were most recently extended by Decree-Law no. 202/2024 converted with amendments by Law no. 15/2025.
Financial statements for the year ended 31 December 2024
The Shareholders’ Meeting examined and approved Ferretti’s individual financial statements for the year ended December 31, 2024, which recorded a profit of Euro 63,192,563.71.
The Shareholders’ Meeting also took note of the Ferretti Group’s consolidated financial statements, including consolidated sustainability reporting, for the year ended 31 December 2024.
Allocation of profit for the year and distribution of a dividend
The Shareholders’ Meeting also resolved to allocate the profit for the year of Euro 63,192,563.71 as follows:
WALKER
FERRETTIYACHTS
PERSHING
ITANO
RIVA
CRN
CUSTOM LINE
FERRETTIGROUP
- to legal reserve for Euro 3,159,628.19, pursuant to article 2430 of the Civil Code;
- to the distribution, to shareholders, of Euro 0.10 for each of the 338,482,654 Ferretti ordinary shares that will be issued and outstanding on the ex-dividend date, for a maximum total amount of Euro 33,848,265.40;
- to profits carried forward the remaining portion of the profit itself, for a minimum total amount of Euro 26,184,670.12.
The dividend will be paid, gross of any withholding taxes required by law, with an ex-dividend date of 16 June 2025, record date of 17 June 2025 and a payment date of 18 June 2025.
For further information, please refer to the explanatory report on the 1st (first) item on the agenda of the Ferretti Shareholders’ Meeting of 13 May 2025, available on the Company’s website, www.ferrettigroup.com, “Investor Relations - Governance” section and on the authorised storage mechanism “eMarket Storage”, at www.emarketstorage.com.
Report on the remuneration policy for the financial year 2025 and on the remuneration paid in the financial year 2024 pursuant to Article 123-ter of the TUF
The Shareholders’ Meeting (i) approved with a binding vote - pursuant to and for the purposes of Article 123-ter, paragraphs 3-bis and 3-ter, of the TUF - the first section of the report on the remuneration policy and compensation paid prepared pursuant to Article 123-ter of the TUF (i.e. the remuneration policy for the year 2025); and (ii) expressed a favourable advisory vote - pursuant to and for the purposes of Article 123-ter, paragraph 6, of the TUF - on the second section of the report on the remuneration policy and compensation paid prepared pursuant to Article 123-ter of the TUF (i.e. the report on compensation paid in the financial year 2024).
For further information, please refer to (i) the explanatory report on the 2nd (second) item on the agenda of the Ferretti Shareholders’ Meeting of 13 May 2025 and (ii) the report on the remuneration policy and compensation paid, both available on the Company’s website, www.ferrettigroup.com, “Investor Relations - Governance” section and on the authorised storage mechanism “eMarket Storage”, at www.emarketstorage.com.
Integration of the Board of Directors through the appointment, pursuant to article 2386 of the Civil Code, of Tan Ning and Hao Qinggui as directors
The Shareholders’ Meeting integrated the Board of Directors by appointing, pursuant to Article 2386 of the Civil Code, Tan Ning and Hao Qinggui, respectively, as executive director and non-executive (non-independent) director, until the date of termination of the mandate of the Board of Directors currently in office (i.e. until the date of the Shareholders’ Meeting called to approve Ferretti’s financial statements for the year ending December 31, 2025).
Tan Ning and Hao Qinggui declared that there were no grounds for ineligibility and incompatibility and that they met the requirements of eligibility, professionalism and integrity prescribed by current legislation.
Tan Ning and Hao Qinggui, as of today, do not hold any stake in Ferretti’s capital.
The curricula vitae of Tan Ning and Hao Qinggui are available on the Company’s website www.ferrettigroup.com, “Investor Relations - Governance” section.
For further information, please refer to the explanatory report on the 3rd (third) item on the agenda of the Ferretti Shareholders’ Meeting of 13 May 2025, available on the Company’s website, www.ferrettigroup.com,
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FERRETTIYACHTS
PERSHING
ITANO
RIVA
CRN
CUSTOM LINE
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"Investor Relations - Governance" section and on the authorized storage mechanism "eMarket Storage", at www.emarketstorage.com.
Documentation filing
The summary report of the votes and the minutes of the Shareholders' Meeting will be made available to the public, within the terms and in the manner provided for by law, at the registered office and on the Ferretti website, www.ferrettigroup.com, "Investor Relations - Governance" section, as well as on the authorized storage mechanism "eMarket Storage", at www.emarketstorage.com.
The Manager in charge of preparing the company's financial reports, Marco Zammarchi, declares, pursuant to Article 154-bis, paragraph 2, of the TUF, that the accounting information contained in this press release corresponds to the document results, books and accounting records.
Ferretti Group
Thanks to Italy's centuries-old yachting tradition, the Ferretti Group is a world leader in the design, construction and sale of luxury yachts and pleasure vessels, with a unique portfolio of prestigious and exclusive brands: Ferretti Yachts, Riva, Pershing, Itama, CRN, Custom Line and Wally. Led by Chief Executive Officer Alberto Galassi, the Ferretti Group owns and manages seven shipyards located across Italy, which combine the efficiency of industrial production with typical world-class Italian craftsmanship, reaching customers in more than 70 countries across the world thanks to a direct presence in Europe, the United States of America and Asia and its network of approximately 60 carefully selected dealers. The Ferretti Group motor yachts, utmost expression of Made in Italy elegance and creative genius, have always stood out for their exceptional quality, cutting-edge technology, record safety and optimum performance in the sea, as well as their exclusive design and timeless appeal.
For more information: www.ferrettigroup.com
Investor Relations
Head of Investor Relations
Margherita Sacerdoti
Email: [email protected]
T.+39 02 83994 000
Email: [email protected]
Ferretti Group
Head of Media Relations
Giovanni Bogetto
Email: [email protected]
T.+39 02 83994 000
Barabino & Partners
Barabino & Partners
Federico Vercellino
Mob: +39 331.5745171
Virginia Bertè
Mob: +39 342.9787585
WALLY
FERRETTIYACHTS
PERSHING
itana
Riva
CRN
CUSTOM LINE