29.03.2004 PININFARINA TURNED IN AN OUTSTANDING PERFORMANCE DURING 2003 WITH PRODUCTION VALUE UP 47% AND PRE TAX PROFITS UP 83.5% |
|||
The Board of Directors of Pininfarina S.p.A. met today under the chairmanship of Sergio Pininfarina and approved the preliminary 2003 Annual Report, which will be presented at the Shareholders’ Meeting on May 11, 2004. The Pininfarina Group turned in an outstanding performance in 2003. Consolidated value of production rose 47.1% to 779.2 million euros, up from 529.8 million euros in 2002. EBIT, which grew by 26.8% to 26.5 million euros (20.9 million euros in 2002), were equal to 3.4% of the value of production.
Profit before taxes jumped to 22.2 million euros, or 83.5% more than the 12.1
million euros earned in 2002. The consolidated net financial position was positive by 105.9 million euros at December 31, 2003, compared with 116.4 million euros at December 31, 2002. The decision to finance the ongoing development of new products and the acquisition of Matra Automobile Engineering with internal resources is the main reason for this decrease
All of the Group’s operations contributed to the positive results achieved in
2003, validating the growth strategy launched two years ago. In 2002, this same
strategy led to the establishment of Open Air Systems, a joint venture with
Webasto AG, and the creation of the Cambiano Engineering Center. The outlook for the Group in 2004 points to a consolidation of its growth rate in the wake of the highly gratifying results reviewed above, with the consolidated value of production falling by about 10% compared with 2003. This decline will be due primarily to the beginning of a new cycle of manufacturing orders for the 2004-2005 period, offset only in part by healthy growth in the design and engineering businesses. These operations are expected to provide a more sizable contribution to the Group’s value of production as early as 2004, confirming the wisdom of the strategic choice of repositioning Pininfarina’s manufacturing business and transforming the Company into a supplier of services to automotive customers. This strategy has already propelled the Group to the top of this industry in Europe. The Group’s profitability goal is to maintain the profit margins it achieved in 2003, despite a challenging and highly competitive market environment. The Group’s Parent Company, Pininfarina S.p.A., ended 2003 with a net profit of 8.6 million euros, compared with 2.9 million euros in 2002. A rise in the dividends received from subsidiaries and an increase in financial income are the main reasons for this strong performance. The net financial position was positive by 62.3 million euros, substantially in line with 2002, when the positive balance was 63.7 million euros. In considering the outlook for the Group’s Parent Company, it is important to keep in mind that the mergers by absorption of Industrie Pininfarina S.p.A. and Pininfarina Ricerca e Sviluppo S.p.A. into Pininfarina S.p.A., both of which became effective on January 1, 2004, significantly changed the status of the absorbing company, transforming it from a financial holding company into an industrial company and making it the largest contributor to the Group’s value of production. As a result, the data for Pininfarina S.p.A. in 2004 will not be comparable with those of the previous year, and the forecasts made with regard to consolidated data are largely applicable to the Parent Company as well. February 2, 2004 marked the end of the period during which shareholders had the right to request redemption of their shares due to the change in the Company’s corporate purpose that resulted from the merger of Industrie Pininfarina S.p.A. and Pininfarina Ricerca e Sviluppo S.p.A. into Pininfarina S.p.A. A total of two shareholders, who owned 71,375 common shares, or about 0.76% of the share capital, validly exercised this right. Pininfarina S.p.A. purchased these shares as treasury stock. They will be used in connection with the Company's 2002-2004 stock option plan. The price per share, computed pursuant to law, was 18.865 euros. In addition, the Company adopted an organizational, management and control model consistent with Legislative Decree No. 231/2001 and approved a Code of Ethics that will be used by all Group companies.
In view of Pininfarina’s internal organization and the guidelines recently
issued by Italy’s Federation of Industry, also known as Confindustria, the
Corporate Oversight function was attributed to a committee that includes an
independent Director who is also a member of the Audit Committee, a member of
the Board of Statutory Auditors, and the Internal Control Officer. This mix
ensures that the committee in question meets all of the requirements for
autonomous decision making, independence, professionalism and continuity that
are necessary for the exercise of its functions. The Board of Directors of Pininfarina S.p.A. proposed the distribution of a dividend of the same amount as in 2003, i.e., 0.3814 euros on each savings share and 0.34 euros on each ordinary share, against presentation on May 24, 2004 of Coupon No. 4 for both ordinary and savings shares. The dividend will be payable on May 27, 2004. Ordinary and Extraordinary Shareholders’ Meetings have been convened for May 11, 2004, at 10 AM, in the offices of Pininfarina in Cambiano, on the first calling, and for May 12, 2004, same time and place, on the second calling. Lastly, the Board of Directors agreed to submit a motion to the Extraordinary Shareholders’ Meeting and the Special Meeting of Savings Shareholders for the mandatory conversion of the 65,908 savings shares currently outstanding into newly issued ordinary shares, ranking for dividends as of January 1, 2004. The conversion will be one-for-one with no equalization payment. The reasons for this conversion are the clear lack of interest among investors for savings shares (no such shares were traded during 60% of the days when the stock market was open between January 2002 and February 2004) and the small size of the existing float (savings shares represent about 0.71% of the Company’s total share capital). The Special Meeting of Savings Shareholders will be held in Turin, at Morone Notary’s Office, 5 Via Mercantini, on May 11, 2004, at 6 PM, on the first calling, or on May 12, 2004, same time and place, on the second calling.
|