AGM Information • May 6, 2022
AGM Information
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| Informazione Regolamentata n. 20153-22-2022 |
Data/Ora Ricezione 06 Maggio 2022 10:23:18 |
Euronext Growth Milan | |
|---|---|---|---|
| Societa' | : | MAPS | |
| Identificativo Informazione Regolamentata |
: | 161753 | |
| Nome utilizzatore | : | MAPSN03 - Ciscato | |
| Tipologia | : | 1.1 | |
| Data/Ora Ricezione | : | 06 Maggio 2022 10:23:18 | |
| Data/Ora Inizio Diffusione presunta |
: | 06 Maggio 2022 10:23:19 | |
| Oggetto | : | MAPS: THE SHAREHOLDERS' MEETING HAS APPROVED THE 2021 FINANCIAL STATEMENTS AND APPOINTED THE CORPORATE BODIES |
|
| Testo del comunicato |
Vedi allegato.
Parma, 06 May 2022
The Ordinary Shareholders' Meeting of MAPS (MAPS:IM; IT0005364333), Innovative SME listed on Euronext Growth Milan and active in the digital transformation sector, met on 28th April 2022, chaired by Marco Ciscato.
The Ordinary Meeting approved the Annual Financial Statements at 31 December 2021, resolving to cover the loss for the year, amounting to Euro 261,008, by drawing on the extraordinary reserve.
Value of Production amounted to Euro 23.5 million, +20% compared to Euro 19.6 million in 2020. Revenues amounted to Euro 21.5 million, +20% compared to Euro 17.9 million in 2020.
EBITDA amounted to Euro 5.0 million, +48% compared to Euro 3.4 million in 2020, corresponding to an EBITDA margin of 23.4% (19.0% in 2020). EBIT amounted to Euro 2.2 million, +164% compared to Euro 0.8 million in 2020.
The Pre-tax result amounted to Euro 2.1 million, +76% compared to Euro 1.2 million in 2020. The Net Profit amounted to Euro 2.5 million, +145% compared to Euro 1.0 million in 2020.
The Net Financial Position amounted to Euro 4.9 million, an improvement on the Euro 7.0 million at 31 December 2020. Shareholders' equity amounted to Euro 18.0 million (Euro 11.2 million at 31 December 2020).
Operating cash flow amounted to Euro 3.3 million (Euro 4.4 million at 31 December 2020).
The Shareholders' Meeting resolved to renew the Board of Directors for the three-year period 2022- 2024 and set the number of members at 5. Based on the only list submitted by the shareholders Marco Ciscato, Maurizio Pontremoli, Domenico Miglietta, Paolo Ciscato, Gian Luca Cattani and Giorgio Ciscato, who jointly hold 6,373,588 shares, equal to 55.78% of the share capital, the following were appointed: Marco Ciscato (Chair), Maurizio Pontremoli, Gian Luca Cattani, Paolo Pietrogrande (Independent Director), Rosa Grimaldi (Independent Director).
Pursuant to art. 6-bis of the Issuers' Regulations of Euronext Growth Milan, Euronext Growth Advisor verified the existence of the independence requirements set out in art. 147-ter, paragraph 4, of the Consolidated Law on Finance for the Directors Paolo Pietrogrande and Rosa Grimaldi.
The Meeting also determined the total remuneration of the Board of Directors, with the power of the administrative body to determine, within this amount, the remuneration due to each director also taking into account the offices held.
The Shareholders' Meeting approved the renewal of the Board of Statutory Auditors for the threeyear period 2022-2024. Based on the only list submitted by the shareholders Marco Ciscato, Maurizio Pontremoli, Domenico Miglietta, Paolo Ciscato, Gian Luca Cattani and Giorgio Ciscato, who jointly hold 6,373,588 shares, equal to 55.78% of the share capital, the following were appointed: Federico Albini (Chair), Roberto Barontini (Standing Auditor), Pierluigi Pipolo (Standing Auditor), Mirco Diotalevi (Alternate Auditor), Giuseppe Salamini (Alternate Auditor). The Meeting also approved the related remuneration.
The curricula of the Directors and Auditors are available on Borsa Italiana S.p.A. and on the website www.mapsgroup.it within the documentation related to the list they belong to made available in view of the Meeting as well as in the section Governance / Corporate Bodies.
The Shareholders' Meeting authorized the Board of Directors to carry out transactions for the purchase and sale of own shares, pursuant to articles 2357 and following of the Italian Civil Code, as well as article 132 of the Consolidated Law on Finance and article 144-bis of Consob Regulation no. 11971 of 14 May 1999. The authorization to purchase was granted for a period of 18 months starting from today's date; on the other hand, the authorization for the disposal of treasury shares does not envisage any time limit.
The authorization is intended to allow the Company to:
The purchase of treasury shares must be within the limits of the distributable profits and available reserves resulting from the last financial statements (even interim) approved at the time of the transaction and, during the purchase and sale of treasury shares, the necessary accounting entries will be made in compliance with legal provisions and applicable accounting standards.
Purchases shall be carried out at a unit price that is not more than 20% lower or higher than the reference price recorded by the MAPS stock in the stock exchange session on the day prior to each single transaction, in any case, without prejudice to the maximum price of Euro 2,000,000, in compliance with the terms and conditions set out by applicable regulations, also EU, and market practices in force from time to time, where applicable, and in particular: (i) no shares may be purchased at a price greater than the higher of the price of the last independent transaction and the price of the highest current independent purchase offer on the trading venue where the purchase is made; (ii) in terms of volume, the daily purchase quantities shall not exceed 25% of the average daily trading volume of the MAPS stock over the 20 trading days preceding the purchase dates.
The Minutes of the Meeting, including the summary report on voting, will be made available to the public according to the terms and methods set out in current legislation.
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Further to the communication of 14 April 2022, the Company announces that, with reference to the Contribution by MMW S.r.l. of 20.10% of the share capital of I-Tel ("Contribution Participation"), pursuant to art. 2440, paragraph 6, of the Italian Civil Code, within 30 days of today's date, as many shareholders as represent, and represented at the date of the resolution of the Capital Increase, at
least one-twentieth of the Issuer's share capital, shall have the right to request the Board of Directors to carry out, at the Directors' initiative, a new valuation pursuant to article 2343 of the Italian Civil Code (i.e. a report by an expert appointed by the competent court). In such case, the New Shares issued against the contribution of the Contribution Participation may not be disposed of until the relevant procedure has been completed.
Founded in 2002, MAPS is an Innovative SME operating in the digital transformation sector. With its registered office in Parma and with approximately 200 employees, it produces and distributes software for the analysis of big data that allows client companies to manage and analyse large quantities of data and information, helping them make strategic and operational decisions and define new business models. Operating in a context characterised by high growth potential: investments in digital transformation estimated for the three-year period 2022-2024 are approximately \$6.3 billion with a CAGR of 16.5% (Source: IDC). MAPS operates through three business units focused respectively on the Health, Energy and Sustainability (ESG) sectors, providing solutions to a portfolio of over 500 highly loyal customers. Through its Patient Journey product line, MAPS is positioned as a leader in the field of patient reception in healthcare facilities, presiding over the market with over 1,500 installations, managing 36 million patient admissions nationwide. Thanks to ROSE, an intelligent energy management platform, MAPS now supports the main trends in the energy transition leading to the emergence of new business models based on flexibility, such as the energy communities. In terms of sustainability, GZOOM's value governance solution is now used by over 70 Italian organisations to measure objectives, manage risks, and share their non-financial performance. The Group is investing on an ongoing basis in R&D: in the last 3 years it has allocated a total of €5.3 million to innovation. The Research & Solutions division, set up in 2016, is responsible for identifying market needs and evolving software solutions.
The Group closes 2021 with consolidated revenues of €21.5 million (+20% compared to 2020) - with significant growth in revenues from Healthcare (+62%) and ESG (+69%) markets - and EBITDA of €5 million (23.3% EBITDA Margin). In the last three years MAPS has more than tripled its revenues from its proprietary solutions (15.2 million in 2021, or 72% of consolidated revenues). The company is characterised by high levels of recurring revenues: recurring fee revenues reached 34% of consolidated operating revenues in 2021 (CAGR 2018-2021 of 38%). The Group's organic growth has been accompanied by significant M&A activity, with the acquisition of IG Consulting (2011), Artexe (2018), Roialty (2019), SCS Computers (2020), IASI (2021) and I-TEL (2022).
Release available on and on www.mapsgroup.it
MAPS T +390521052300 [email protected]
Marco Ciscato – Investor Relations Manager [email protected]
EURONEXT GROWTH ADVISOR BPER Banca | T +390272 74 92 29 [email protected]
INVESTOR RELATIONS & FINANCIAL MEDIA IR Top Consulting | T +390245473884 Maria Antonietta Pireddu, [email protected] Domenico Gentile, [email protected] │ Antonio Buozzi, [email protected]
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