85 Lire dividend payable to savings shares.
Board of Directors authorized to execute corporate stock buyback.
April, 26, 2000 General and Extraordinary Shareholders' Meeting Premuda SpA - Trieste.
The Extraordinary Meeting of the Shareholders voted modifications to By-laws - further adjusting of relevant regulations regarding financial intermediation, see Legislative Decree 24 February 1998 N° 58 (Draghi Decree), to Consolidation Act. The modifications were introduced to better ensure minority rights and to respect the Self-discipline Code, drawn up by the Italian Committee for Corporate Governance of listed companies, in keeping with international procedure.
The General Meeting unanimously approved 1999 financial statements - 454m lire net income for the year.
Hereunder the Parent Company Premuda S.p.A. principal figures for the year 1999:
the Income Statement shows 88.3bn lire value of production (was 83.7bn lire in 1998);
net financial charges and exchange rate gains/losses, equal 7.3bn lire, inclusive of 4.0bn provision for currency fluctuations - as against the same 7.3bn and 850m lire provision for currency fluctuations 1998;
depreciation and amortization amount to 9,298m over 11,961m lire the previous year;
net fixed assets reach 252.2bn lire, 126.2 relating to the fleet;
net financial debt stands at 138.2bn lire, a 5.4bn lire decrease over 1998 and cash and cash equivalents totalling 43.3bn lire;
corporate equity equals 108.3bn lire, a 3.9bn lire decrease over the previous year;
the cash flow for the year equals 10.2bn lire, as against 22.4bn lire the previous year.
the Group income statement shows a 14.8bn lire loss, net of 24.1bn lire depreciation and amortization; net fixed assets equal 323.2bn lire (227.7bn relating to the fleet and 70.0bn ongoing construction); net financial debt stands at 183.3bn lire, cash and cash equivalents 54.3bn lire; Group equity totals 122.1bn lire (128.7bn lire 1998).
Premuda Spa Balance Sheet and Income Statement and the Group Consolidated Financial Statements are presented, should any further perusal be required.
The Meeting welcomed the Board of Directors' proposal and voted for the attribution of an 85 Lire dividend to savings shares (coupon 5), presentation date May, 8, 2000 and payment date May, 11, 2000.
The Meeting also authorized the Board of Directors to purchase and sell ordinary Company shares for a period of 18 months and for a maximum value of shares equal to 10% of the Company share capital, limited to reinvested earnings and available reserves.
Approval for the operation originates from the decision to complete - as recommended by Art.
8 Self-discipline Code of Italian Stock Exchange - a "Stock option" plan in favour of Directors and/or company/subsidiary personnel, and contribute to the increase of corporate stock liquidity on the market. Buyback operations must be completed exclusively on the Stock Exchange, price between minimum 0.5 Euros and maximum 1.5 Euros. All or part of shares purchased may be offered, by way of specific resolution of the Board of Directors, as an option to Directors and/or company /subsidiary personnel, or sold on the market - the latter case requiring agreed procedures with Borsa Italiana Spa (the Italian Stock Exchange). Sale or option price should not be lower than 0.5 Euros and may not exceed 1.5 Euros.