AGM Information • May 17, 2022
AGM Information
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| Informazione Regolamentata n. 20149-17-2022 |
Data/Ora Ricezione 17 Maggio 2022 09:19:14 |
Euronext Growth Milan | |
|---|---|---|---|
| Societa' | : | NEOSPERIENCE | |
| Identificativo Informazione Regolamentata |
: | 162393 | |
| Nome utilizzatore | : | NEOSPERIENCEN01 - Scaravelli | |
| Tipologia | : | 1.1 | |
| Data/Ora Ricezione | : | 17 Maggio 2022 09:19:14 | |
| Data/Ora Inizio Diffusione presunta |
: | 17 Maggio 2022 09:19:15 | |
| Oggetto | : | PR_NSP Shareholders meeting | |
| Testo del comunicato |
Vedi allegato.
The Ordinary Shareholders' Meeting approved:
The Extraordinary Shareholders' Meeting has:
The Board of Directors has presented the consolidated financial statements as of December 31, 2021, which recorded:
Milan, 17 May 2022 –The Ordinary and Extraordinary Shareholders' Meeting of Neosperience S.p.A. ("Neosperience" or the "Company"), an innovative SME and reference player in Artificial Intelligence, listed on Euronext Growth Milan since 20 February 2019, was regularly held yesterday, on second call, at the registered office of the Company.
Six Shareholders participated in the Shareholders' Meeting for a total share of 43.42% of the Company's capital.
The Shareholders' Meeting approved the Company's statutory financial statements for the year ended 31 December 2021, as proposed by the Board of Directors on 30 March 2022 and already disclosed to the market (Press Release of 30 March 2022).
During the Shareholders' Meeting, the main data relating to the consolidated financial statements for the year ended 31 December 2021 were presented.
The Shareholders' Meeting also approved the proposal to allocate the net profit of Neosperience SpA equal to Euro 778,316: a) for Euro 38,916 to the legal reserve; b) for Euro 739,400 to the extraordinary reserve.
At the end of the Meeting, Dario Melpignano, Chairman of Neosperience, commented: "2021 was characterized by excellent results achieved in terms of both organic performance and acquisitions made to strengthen the Artificial Intelligence and Healthtech area; in a year that has still been affected by the pandemic, we are very satisfied with the results obtained that have rewarded our efforts and past investments. We increased both turnover and profitability, with an EBITDA margin of 32.7% and EBIT almost doubled. At the same time, we have continued to strengthen our team and our entrepreneurial and technological skills.
The decision to launch a new treasury stock purchase plan is a tangible sign of our trust in the Neosperience development project. From the IPO to date, we have completed 9 acquisitions that have allowed us to expand our technological skills, achieving a sales CAGR in the 2017/2021 period of 36.5%, and maintaining a high EBITDA margin.
Through the immediate implementation of the plan for the purchase of treasury stock, we will have a number of shares that, in full compliance with current regulations, can be used to complete further M&A transactions, strengthen our management incentive plan and increase the liquidity of NSP shares.
On an industrial level, we continue with confidence on our path of consolidation of our AI solutions to continue to generate value for all stakeholders and align the price of the NSP stock with the estimates of analysts, who report a consensus of approximately Euro 10.8 per share, which represents a potential upside of 169% compared to the current share price".
The Shareholders' Meeting yesterday authorized the Board of Directors to carry out transactions for the purchase and sale of treasury stock, with the purpose of providing the Company with a flexible and functional tool to pursue the goals compatible with the current legal and regulatory provisions. The purchase of treasury stock may be made, in one or more times, within 18 months from the date of the resolution, up to a maximum amount of treasury shares such as not to exceed 5% of the number of outstanding shares, for a maximum amount of Euro 2,400,000 and for a maximum number of 400,000 shares.
Attribution to the Board of Directors of the proxy, according to art. 2443 of the Civil Code, to increase the share capital, one or more times, of a maximum of Euro 150,000, plus share premium, by issuing a maximum of 1,500,000 ordinary shares of the Company, also excluding the option right reserved for one or more strategic partners and/or acquisitions, as well as serving one or more incentive plans reserved for employees, consultants or directors of Neosperience S.p.A. and its subsidiaries (including future ones), in line with the Stock Options plans already in place.
Doubling the number of existing shares through the issuance of 2 new shares against any existing one; consequently, the number of outstanding NSP ordinary shares will increase from 8,995,661 to 17,991,322.
As a result of this stock split, the number of shares subject to the capital increase referred to in the previous point increases from a maximum of 1,500,000 to a maximum of 3,000,000. Similarly, the maximum number of shares that the Company can purchasey through the program for the purchase of treasury stock increases from 400,000 to 800,000 shares.
The minutes of the Shareholders' Meeting, the list of participants and the summary report of the votes will be made available to the public at the NSP registered office and at Borsa Italiana S.p.A., and on the Company's website www.neosperience.com, in the Investors/Corporate Documents section. e Company's Financial Statements and the Consolidated Financial Statements for the year ended 31 December 2021, together with the Auditor's Reports, are available to the public at the Company's registered office and on the website www.neosperience.com, in the Investors/Financial Documents.
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Neosperience is an innovative software vendor listed on Euronext Growth Milan. Recently named by Gartner among the six most innovative software vendors in the world, together with Adobe, Salesforce and SAS, Neosperience was founded in Brescia in 2006 by Dario Melpignano and Luigi Linotto, respectively, President and Executive Vice President. The Company focuses on Artificial Intelligence technology and applications with Neosperience Cloud: a proprietary software platform that allows companies to take advantage of AI to innovate business and operating models and improve the customer experience to increase revenues and margins. Neosperience's 750+ clients include leading companies in fashion, retail, healthcare, manufacturing and financial services sectors.
Further information:
Neosperience S.p.A. Lorenzo Scaravelli | [email protected] | +39 335 7447604
| [email protected] | + 39 02 4547 3883/4 |
| [email protected] | +39 02 303431
Close to Media Adriana Liguori | [email protected] | +39 345 1778974 Lucia Nappa | [email protected] | +39 3371079749
Gianni Eusebio | [email protected] | + 39 02 305 61 276 Andrea Scarsi | [email protected] | + 39 02 305 61 276
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