Annual General Meeting Approves Framework for Growth Financing
- New composition of the Supervisory Board
- Dividend of EUR 0.80 per share approved
Vienna, Austria, 23 April 2012 – This year’s Annual General Meeting of Semperit AG Holding approved a capital framework for issuing new shares as well as convertible bonds. The Management Board explained the necessity for these anticipatory resolutions as a means of enabling Semperit to keep all financing options on the capital market open in the coming years as the basis for pursuing its growth path.
The Management Board was specifically authorized, subject to the approval of the Supervisory Board, to increase the company’s equity capital over the next five years by 50%, if required in several tranches, by issuing up to approx. 10.3 million new bearer shares against cash and/or contributions in kind. The Management Board was also authorized, subject to the approval of the Supervisory Board, to issue convertible bonds. This can be linked to conversion and subscription rights or obligations for up to about 10.3 million bearer shares (50% of the existing shares) of the company.
Furthermore, the Annual General Meeting resolved to distribute a dividend of EUR 0.80 per share for the past 2011 fiscal year. This corresponds to a dividend payout of 30.4% of the net profit and thus to the new, growth-oriented dividend policy. The ex-dividend day is scheduled for April 26, 2012, the dividend payment date is set for May 2, 2012.
The Supervisory Board mandates of Martin Payer and Anton Schneider expired at the conclusion of the Annual General Meeting. They have been replaced by Ingrid Wesseln and Walter Koppensteiner, who were elected to the Supervisory Board for the first time for a period of three years. Ingrid Wesseln is the Director of Human Resources at Swiss Reinsurance AG Zürich, and previously held management positions at Novartis, Accenture and Lufthansa. Walter Koppensteiner was responsible for the global medical business of Linde AG/Munich and previously worked for the medical division of AGA SA.
The Supervisory Board mandate of Veit Sorger, which also expired, was extended by the Annual General Meeting. The subsequent constituent meeting of the new Supervisory Board reelected Veit Sorger to serve as Chairman of the Supervisory Board and Michael Junghans as Deputy Chairman.
With respect to the shareholder representatives, the Supervisory Board now consists of Veit Sorger (Chairman), Michael Junghans (Deputy Chairman), Walter Koppensteiner, Patrick Prügger, Andreas Schmidradner and Ingrid Wesseln. Moreover, the Annual General Meeting of Semperit AG Holding adopted the financial statements and consolidated financial statements for the 2011 fiscal year, and also discharged the members of the Management Board and Supervisory Board from liability with respect to their management and supervisory activities in the past fiscal year.
Ernst & Young Wirtschaftsprüfungsgesellschaft m.b.H., Vienna, was appointed to serve as the auditor of the financial statements and consolidated financial statements for the 20112 fiscal year.
The voting results on the individual items on the agenda of the Annual General Meeting can be downloaded at www.semperit.at.
The Semperit Group
The publicly traded company Semperit AG Holding is an internationally oriented corporate group developing, producing and selling highly specialized latex and synthetic products for the medical and industrial sectors. The headquarters of this Austrian company with a longstanding tradition dating back to the year 1824 are located in Vienna, and the global R&D center at the Wimpassing site in Lower Austria. Semperit has a work force totaling 7,833 people worldwide, thereof 702 employees in Austria. The Group operates 21 production facilities around the world as well as numerous sales offices in Europe, Asia and America.
In the 2011 fiscal year, the Semperit Group generated revenue of EUR 820.0 million, an increase of 18.9% from the prior-year level of EUR 689.4 million in 2010. The operating profit (EBIT) rose by 0.9% to EUR 83.1 million and the net profit for the year 2011 climbed by 19.2% to EUR 54.1 million.