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RECORDATI: Shareholders Approve the 2010 Accounts; Dividend EUR 0.275 Per Share


April 13, 2011 - Milan, Italy



-- Shareholders approve 2010 results: Consolidated revenue EUR 728.1
million (-2.6%), operating income (EBIT) EUR 154.8 million (-4.6%,
21.3% of sales), net income EUR 108.6 million (-1.8%, 14.9% of sales).
-- Dividend to be paid EUR 0.275 per share, unchanged as compared to the
preceding year.
-- Company bylaws modified in accordance with Legislative Decree 27/2010.
-- Board of Directors and Statutory Auditors appointed for the 2011-2013
three year period.
-- KPMG S.p.A. appointed independent auditor for the 2011-2019 nine year
period.
-- Authorization to buy-back and dispose of Recordati shares renewed.
-- Modification of the 2006-2009 Stock Option Plan approved.
-- First quarter 2011 consolidated revenue EUR 197.8 million (+6.4%).

Today the Annual and Extraordinary Meetings of RecordatiShareholders was held.

Recordati's Annual Shareholders' Meeting approved the company's 2010financialaccounts which were prepared according to IAS/IFRS. In addition, thegroup'sconsolidated statements, which were also prepared according to IAS/IFRS,werepresented. The tables attached contain a summary of the 2010financialstatements. As announced on 9 March 2011 revenues are EUR 728.1 million (-2.6%),operating income (EBIT) is EUR 154.8 million (-4.6%, 21.3% of sales),and netincome is EUR 108.6 million (-1.8%, 14.9% of sales). International salesaccountfor 72.6% of total sales.

As proposed by the Board of Directors, the shareholders approved a dividendof EUR0.275 per share (EUR 0.275 the preceding year) to be paid to thesharesoutstanding, excluding shares in treasury stock, as from 21 April 2009(tradingex-dividend as from 18 April 2009).

Further shareholder resolutions

Extraordinary Meeting

As proposed by the Board of Directors the Extraordinary Shareholders'Meetingresolved to modify the company bylaws - in particular articles 9, 10 and 12-mainly in order to take into account a number of changes introduced byLegislative Decree dated 27 January 2010, number 27, which absorbedDirective2007/36/CE dated 11 July 2077 on the subject of shareholders' rights.

Annual Meeting

The shareholders appointed the Board of Directors for the years 2011, 2012and2013 by approving the proposal presented by the majority shareholder FIMEIS.p.A.. Nominees to the Board, which was enlarged from 9 to 10 members,includethe new members Silvano Corbella, Germano Giuliani and Umberto Mortari. Thefollowing members were re-elected: Giovanni Recordati, Alberto Recordati,AndreaRecordati, Mario Garraffo, Carlo Pedersoli, Marco Vitale and WalterWenninger.The shareholders, furthermore, appointed the Statutory Auditors byapproving theproposal presented by the majority shareholder FIMEI S.p.A. to confirmMarcoNava, President, Marco Rigotti and Achille Severgnini, Auditors. MarcoAntonioViganò and Antonio Mele were appointed Alternate Auditors.

The professional résumés of the members of the new Board ofDirectors and the new Statutory Auditors are available on the company'swebsite www.recordati.com.

Furthermore, the shareholders appointed KPMG S.p.A. as independentauditors toaudit the financial statements for the years 2011-2019.

The Shareholders' Meeting authorized the buy-back and disposal of ownsharesfor a period ending with the approval of the 2011 accounts. The objectiveofthe proposal is, as in previous years, to grant the Board the possibility:ofusing shares for equity acquisitions or as consideration for strategicagreements; of allowing the company to invest in its own shares; ofconstitutinga stock of own shares to service current and future stock option plans. Thecompany is allowed to purchase up to 20,000,000 Recordati existing ordinary(common) shares, which include those shares held in Treasury stock at anygiventime, for a maximum cash outlay of EUR 150,000,000 million. The purchasepricemust be at least equal to the shares' nominal value (EUR 0.125) and mustnotexceed the average official Stock Exchange price recorded over the 5tradingdays prior to the transaction, plus 5%. Possible purchases must complywith theIssuers' Regulations and with market practice allowed and recognized byCONSOB.As at today the company has 10,582,040 shares in Treasury stock whichamount to5.0601% of the current share capital.

Under the previous authorization granted by the Shareholders' Meeting of 13April 2010, which expired as of today's Shareholders' Meeting, the companyinitiated a share buy-back program as announced on 15 February 2011 toservicethe company's stock option plans. A total of 1,430,935 shares werepurchased asat yesterday under this buy-back program which was concluded today with theexpiry of the shareholders' authorization.

Finally, the Shareholders' Meeting, pursuant to art. 114 bis of LegislativeDecree 58/98, approved the modification of the 2006-2009 Stock Option Planasoutlined in the explanatory document made available.

Meeting of the Board of Directors following the Shareholders' Meeting

The new Board of Directors, in a meeting held following the Shareholders'Meeting, confirmed Giovanni Recordati as Chairman and CEO, with the samepowersgranted during the previous mandate, and Alberto Recordati as ViceChairman.

The Board verified the effective existence of the independence requisites,pursuant both to Legislative Decree 58/1998 and to the Corporate GovernanceCodeadopted by the company (see the Corporate Governance and OwnershipStructureReport for 2010), concerning the Directors who declared to possess suchrequisites (Silvano Corbella, Mario Garraffo, Germano Giuliani, UmbertoMortari,Carlo Pedersoli, Marco Vitale and Walter Wenninger). Therefore, 7 Directorsoutof 10 can be considered independent.

The Board also verified and confirmed the effective existence of theindependence requisites, pursuant to Legislative Decree 58/1998, of theStatutory Auditors who declared to possess also the independence requisitesasper article 3 of the Corporate Governance Code as adopted by the company.

Finally, The Independent Directors Marco Vitale as President, MarioGarraffo andCarlo Pedersoli were appointed as members of the Internal ControlCommittee,while Silvano Corbella as President, Germano Giuliani and Umberto Mortariwereappointed to the Remuneration Committee.

First quarter 2011

Revenue performance in the first quarter 2011 is positive. Group salesare EUR197.8 million, an increase of 6.4% over those in the first quarterof thepreceding year.

Recordati, established in 1926, is a European pharmaceutical group,listed onthe Italian Stock Exchange (Reuters RECI.MI, Bloomberg REC IM,ISIN IT0003828271),with a total staff of over 2,800, dedicated to theresearch,development, manufacturing and marketing of pharmaceuticals. It hasheadquartersin Milan, Italy, operations in the main European countries, and agrowingpresence in the new markets of Central and Eastern Europe. A Europeanfieldforce of around 1,400 medical representatives promotes a widerange ofinnovative pharmaceuticals, both proprietary and under license, in anumber oftherapeutic areas including a specialized business dedicated totreatments forrare diseases. Recordati's current and growing coverage of theEuropeanpharmaceutical market makes it a partner of choice for new product licensesfromcompanies which do not have European marketing organizations.Recordati iscommitted to the research and development of new drug entitieswithin thecardiovascular and urogenital therapeutic areas and of treatments forrarediseases. Consolidated revenue for 2010 was EUR 728.1 million, operatingincomewas EUR 154.8 million and net income was EUR 108.6 million.

For further information:

Recordati website: www.recordati.com

Statements contained in this release, other than historical facts, are"forward-looking statements" (as such term is defined in the Private SecuritiesLitigation Reform Act of 1995). These statements are based on currentlyavailable information, on current best estimates, and on assumptionsbelieved tobe reasonable. This information, these estimates and assumptions may proveto beincomplete or erroneous, and involve numerous risks and uncertainties,beyondthe Company's control. Hence, actual results may differ materially fromthoseexpressed or implied by such forward-looking statements. All mentions anddescriptions of Recordati products are intended solely as information onthegeneral nature of the company's activities and are not intended to indicatetheadvisability of administering any product in any particular instance.

SHAREHOLDERS APPROVE THE 2010 ACCOUNTS. DIVIDEND EUR 0.275 PER SHARE:

http://hugin.info/143644/R/1505952/440760.pdf

This announcement is distributed by Thomson Reuters on behalf ofThomson Reuters clients. The owner of this announcement warrants that:

(i) the releases contained herein are protected by copyright and other applicable laws; and

(ii) they are solely responsible for the content, accuracy and originality of the information contained therein.

Source: RECORDATI via Thomson Reuters ONE

[HUG#1505952]

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