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Fidia AGM Information 2020

Jul 7, 2020

4258_rns_2020-07-07_900c7239-2c9f-4334-a963-10314f67b1b3.pdf

AGM Information

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Press release

Ordinary and Extraordinary Shareholders' Meeting call

Turin, 7 July 2020 – Fidia S.p.A., is a holding Company of a Group leader within the technology of numerical controls and integrated systems aimed at calculating, scanning and milling complex shapes. The company, listed on the STAR segment of the Italian Stock Exchange, announces that a single call of the Ordinary and Extraordinary Shareholder's Meeting is convened on July 31 at 4:00 pm with the following agenda:

  1. Discussion on the balance sheet and financial position as at 31 March 2020. Provisions according to article 2446 1st paragraph of the Civil Code. Approval of appropriate measures and consequent new deferral of losses.

As per the above agenda, please note that the financial statement as at 31 March 2020 approved by the Board of Directors on 29 June 2020, has outlined a capital decrease of more than one-third due to losses. Therefore, as per art. 2446 1st paragraph of the Civil Code, the Directors have resolved to convene the Ordinary and Extraordinary Shareholders' Meeting for all appropriate measures.

The Directors have drawn the financial statement as at 31 March 2020 upon going concern assumption as they assume that the Company and the Group have adequate financial resources to proceed the business as an operating entity in the future.

To minimise risks connected to the current health emergency owing to Covid-19, the Company has taken the decision to make use of the option pursuant to the Decree n. 18/2020 art. 106, converted into Law n.27 on 24 April 2020 – by stating on the notice of the Meeting that the Shareholders participation should only take place through of the Appointed Representative according to art. 135-undecies Legislative Decree n. 58/98 (TUF), without their physical participation.

All relevant information concerning the sole Appointed Representative proxy of the Shareholders, voting procedure, phrasing of the questions before the Meeting as well at deadline reply from the Company, is reported on the notice of the Meeting which will be published also on the FIDIA S.p.A. website www.fidia.it/investor.relations/Assemblee/ on 7 July 2020.

All Shareholders are informed that the Company reserves to integrate and/or modify the above instructions in view of the necessities due to the Covid-19 epidemic current emergency.

All those Shareholders who would like to take part in the Meeting will therefore have to grant proxy to the Appointed Representative – with voting instructions – on all or a number of draft resolutions related to the agenda by using the specific proxy form, also in electronic format, prepared by the Appointed Representative in agreement with the Company, and available on its website www.fidia.it ("investor relations/assemblee" page).

The proxy form, including voting instructions, will have to be sent according to the instructions stated on the proxy form itself as well as on the Company's website by the second day prior the financial market opening, i.e: by 29 July 2020. The proxy may be withdrawn with the same modality. The proxy, thus conferred, shall be valid only for the proposals in relation to which voting instructions were conferred.

Furthermore, it should be noted that proxies or sub-delegations may also be granted to the Appointed Representative as per art. 135-novies (TUF), by way of derogation art. 135-undecies, 4 th paragraph of Legislative Decree n. 58/98, by following the instructions stated on the form and published on the Company's website www.fidia.it.

Due to the current emergency, delegation proxies may be conferred by 30 July 2020 - 12:00 pm. Eligible Shareholders may revoke by the same date and time, the proxy/sub-delegation and voting instructions with the same modalities.

Documentation relating to the Shareholders' Meeting – including explanatory reports of the Board of Directors, and draft resolutions related to the meeting agenda – will be made available to the public at the Company's registered office, on the storage mechanism authorized by Consob at website in compliance with terms and modality required by applicable regulations. On the same terms, documentation will also be available on the Company's website www.fidia.it

*.*.*.*.*.*.*

This press release is available to the public at the Company's registered office, at Borsa Italiana, on the storage mechanism, authorized by Consob and on the Company's website at: http://www.fidia.it/investor-relations/pressrelease-2020/ *.*.*.*.*.*.*

Fidia S.p.A., headquartered in San Mauro Torinese (TO), Italy, is a world leader company in the design, production and distribution of high-performance integrated milling systems, primarily applied in the manufacturing of molds and dies for automotive industry and in aerospace field. With more than 40 years of experience and 288 employees, Fidia is known as one of the few companies able to provide solutions for the complete milling process, from the definition of the machining program to the finished product. Fidia produces, distributes and maintains worldwide numerical controls for milling systems, high speed milling systems, CAM software for the cutting of complex shapes.

Fidia S.p.A. (Reuters FDA.MI – Bloomberg FDA IM) is listed on the STAR segment (MTA) of the Italian Stock Exchange and has a capitalization of approx. €14 million.

News and additional information about the company can be found on the corporate website at www.fidia.com

For further information, please contact:
Fidia S.p.A. Polytems HIR Polytems HIR
Antonio Breggia Bicchiere Silvia Marongiu Bianca Fersini Mastelloni
CFO - Investor Relator Press Office Financial Communication
tel. 011 2227201 tel. 06 6797849 – 06 69923324 tel. 06 6797849 – 06 69923324
[email protected] [email protected] [email protected]