Download document

SIAS – SOCIIETA’ INIZ
ZIATIVE AUTOSTR
A
RADALI E SERVIZI S.p.A.
PR
RESS RELE
EASE
AP
PPROVAL
L OF THE INTERME
EDIATE M
MANAGEM
MENT REP
PORT AS A
AT 30 SEPT
TEMBER 2014
2
AN
ND OF TH
HE INTERIIM DIVIDE
END
A
AUTHORIZ
ZED THE SUBSIDIA
ARY ATIV
VA S.p.A. TO FORMU
ULATE A BID
B
FO
OR THE ACQUISITI
A
ION OF A STAKE IN
N SITAF S..p.A.
•
As at 330 Septemberr 2014, the im
mprovement trend of economic-financial indicatoors was confiirmed.
o Traffic: +00.79%
R 694 millionn (+EUR 38.2
2 million)
o Net toll revvenues: EUR
E
479 milllion (+EUR 38.2 million
n)
o EBITDA: EUR
ness: EUR 1,,574 million (with an imp
provement off EUR 66 miillion comparred to
o Net financiial indebtedn
30 June 20014)
•
oved equal too EUR 0.14 per
p share, for
fo a total vaalue of appro
oximately EU
UR 32
An inteerim dividennd was appro
millionn
•
Authorrised the form
mulation of a bid – by thee subsidiary ATIVA S.p.A
A. – for the aacquisition off a stake in SITAF
S
S.p.A.
mber 2014 - Thee Board of Direcctors of SIAS m
met today and (i)
( examined and approved thee Intermediate management
m
repport as
Torrtona, 7 Novem
at 30
3 September 2014 and (ii) ressolved on the diistribution of ann interim divideend.
As compared to thhe figures for thhe first half of 2014,
2
the third quarter of 201
14 showed a fu
urther consolidaation of the Gro
oup’s positive inncome
ults (“gross op
perating margiin” +EUR 0.3 million).
m
Thereefore, the “gross operating margin” as at 30 SSeptember 201
14 amounted too EUR
resu
479
9 million (+EU
UR 38.2 million
n).
Mo
ore specifically,, in the first nine months of thee year, the increease in traffic (+0.79%), togeether with the tooll increases as from 1 Januaryy 2014
(+E
EUR 33.8 millioon), led to an inncrease in “net toll revenues” equal to EUR 38.2 million (+
+5.83%) that, aas a result of thee fact that “opeerating
cossts” for the mottorway sector and
a the contrib
bution of the soo-called “ancillary sectors” haave remained uunchanged, fully
y affected the “gross
“
opeerating margin””.
Thee recognition, aas “non-recurrinng” items, of (i)) insurance refuunds (equal to +EUR
+
1.5 milliion) and (ii) thee partial write-d
down (equal to -EUR
11.7 million) of a receivable reccorded in previo
ous financial yyears, led to an “adjusted grosss operating maargin” of EUR 469 million ass at 30
Sep
ptember 2014.
Thee positive perfoormance of the operating cash
h flow during thhe summer, alth
hough partially offset by the ppayments relateed to the continuuation
of the
t investment programme foor the motorwaay infrastructuree, was reflected
d in the “net financial
f
indebbtedness” that, in the third quuarter,
imp
proved by apprroximately EUR
R 66 million co
ompared to the figures as at 30
0 June 2014, am
mounting to EU
UR 1,574 millio
on as at 30 September
201
14.
1
SIAS – SOCIIETA’ INIZ
ZIATIVE AUTOSTR
A
RADALI E SERVIZI S.p.A.
TRAFFIC PERFOR
RMANCE
Traaffic performancce by individuaal Licensee is sh
hown below:
(milllions vehicle/km)
Light
vehicles
Com
mpany
SAT
TAP S.p.A. - A4 Strretch
1/1-3
30/9/2014
Heavy
vehicles
1/1--30/9/2013 “resta
ated”(1)
Light
Heavy
Total
vehiclles
vehicles
T
Total
Ch
hanges
Heavy
L
Light vehicles
vehicles
Total
1,187
388
1,575
1,213
393
1,606
-2.13%
-1.23%
SAT
TAP S.p.A. - A21 Stretch
977
451
1,428
963
442
1,405
1.44%
2.24%
1.69%
SAV
V S.p.A.
198
54
252
207
55
262
-4.34%
-1.50%
-3.75%
Auto
ostrada dei Fiori S.pp.A.
-1.91%
759
198
957
739
193
932
2.71%
2.29%
2.62%
1,133
266
1,399
1,111
268
1,379
1.95%
-0.96%
1.39%
Auto
ocamionale della Ciisa S.p.A.
482
139
621
471
137
608
2.34%
1.29%
2.10%
Auto
ostrada Torino-Savoona S.p.A.
577
112
689
568
108
676
1.64%
3.12%
1.88%
72
22
94
71
21
92
2.35%
3.06%
2.51%
5,385
1,630
7,015
5,343
1,617
6,960
0.80%
0.74%
0.79%
SAL
LT S.p.A.
Auto
ostrada Asti-Cuneo S.p.A.
Tota
al
f the first ninee months of 20114, as compared
d to the same period in 2013, iis detailed below
w:
Thee general trafficc performance for
(millions vehicle/km
m)
Ligh
ht
vehiccles
1Q: 1/1 – 31/3
2Q: 1/4 - 30/6
July
August
September
3Q: 1/7 - 30/9
Total 1/1 – 30/99
(1)
1/1-30/9/2
2014
Heavy
y
vehiclees
1,412
1,806
740
804
623
2,167
5,385
509
568
209
148
196
553
1,630
Totaal
1/1--30/9/2013 “resta
ated”(1)
Light
Heavy
Total
vehicles
vehicles
1,9921
2,3374
9949
9952
8819
2,7720
7,0015
1,39
91
1,77
76
76
66
78
85
62
25
2,17
76
5,34
43
504
564
209
150
190
549
1,617
1,895
2,340
975
935
815
2,725
6,960
Light
vehicles
1.50%
1.74%
-3.44%
2.39%
-0.21%
-0.41%
0.80%
Changes
C
Heavy
vehicles
v
1.04%
0.48%
-0.04%
-1.16%
3.06%
0.73%
0.74%
T
Total
1.38%
1.43%
-2.71%
1.82%
0.55%
-0.18%
0.79%
In
n the first nine months of 2013, ATIVA S.p.A
A. was consolidated acccording to the “proporttional method”. Follow
wing the adoption of IFRS 11 starting with thee consolidated financiaal statements as at 31 December
D
2013
3, this investment was aaccounted for by the “eequity method”. In ordeer to provide comparabble figures, the figures for the 3rd quarter of 2013
2
and the first nine m
months of 2013 have been
b
recalculated.
Traaffic figures forr the third quarrter were influeenced by the uunfavourable weeather conditions that affectedd the North-Western part of Italy
I
durring the summeer and, in partiicular, in July 2014.
2
Despite tthe decrease reecorded in this month, in the first nine mon
nths of 2014 traaffic
incrreased by 0.79%
% (light vehiclees: +0.80%, heaavy vehicles: +00.74%).
4,0%
4
2,0%
2
0,0%
0
2005
2006
2007
2008
2009
20
010
‐2
2,0%
‐4
4,0%
‐6
6,0%
‐8
8,0%
2
2011
1
2012
2013
30 sept.
2014
SIAS – SOCIIETA’ INIZ
ZIATIVE AUTOSTR
A
RADALI E SERVIZI S.p.A.
GROUP
R
ECONOM
MIC DATA
Thee following economic data forr the third quarrter and the firsst nine months of 2013 have been
b
“restated”” following the adoption of IF
FRS 11
starrting with the consolidated financial
fi
statem
ments of the SIA
AS Group as at
a 31 Decembeer 2013. As a cconsequence, th
he Ativa Groupp was
assessed using thee “equity methood” (instead off the “proportionnal method”).
Thee main revenuee and expenditture items may be summarisedd as follows:
1..1-30.9-2014
(1)
(2)
1.1-30.9-20133
“restated”
Changes
717,855
679,999
37,85
56
5,308
37,779
31,600
792,542
(313,291)
479,251
(10,236)
469,015
5,137
16,4426
28,7767
730,3329
(289,2288)
441,041
441,041
17
71
21,35
53
2,83
33
62,21
13
(24,003
3)
38,21
10
(10,236
6)
27,97
74
(amounts in thhousands of EUR)
perating activitiess
Motorway seector revenue – op
(1) (2)
Construction and engineering sector revenue
Technology ssector revenue
Other revenuues
Turnover (A
A)
Operating cossts (1) (2) (B)
Gross operatting margin (A) + (B)
Non-recurring
ng items
“Adjusted” ggross operating margin
33Q 2014
3Q 2013
“restated”
2271,699
263,356
8,343
1,526
12,779
11,653
2297,657
(1007,140)
1190,517
1,500
1192,017
2,548
7,500
9,503
282,907
(92,663)
190,244
190,244
(1,022)
5,279
2,150
14,750
(14,477)
273
1,500
1,773
Changes
Amounts net of the fee/additional fee payyable to ANAS, equal to EUR 20.2 million inn the third quarter of 2014 and EUR 53.9 million as at 30 Septembeer 2014 (EUR 20.2 milllion in the third quarteer of 2013
and EUR 53.4 million as at 30 Septembeer 2014).
With regard to mootorway companies, thee IFRIC12 sets out full recognition in the incoome statement of costs and revenues for “construction activity” conc
ncerning non-compensaated revertible assets. Inn order to
provide a clearer rrepresentation in the taable above, these comp
ponents – amounting too EUR 52 million in th
he third quarter of 2014
4 and EUR 154.7 millio
ion as at 30 Septemberr 2014 (EUR 63.1 milliion in the
third quarter of 2013 and EUR 194.6 milllion as at 30 Septembeer 2013) – were reverseed for the same amountt from the correspondin
ng revenue/cost items.
t third quartter of 2014 the item “motorwa
ay sector reven ue” totalled EU
UR 271.7 millio
on (EUR 263.3 million in the third
t
quarter off 2013)
In the
and
d breaks down aas follows:
(am
mounts in thousannds of EUR)
3Q 2014
3Q 2013
Changes
Neet toll revenues
263,358
254,627
8,731
8,341
8,729
(388)
271,699
263,356
8,343
Reental income – Rooyalties from servvice areas
To
otal motorway secctor revenue
Thee increase in “nnet toll revenuees” equal to EU
UR 8.7 millionn (+3.43%) wass due to the inccrease in toll raates (+EUR 9.4
4 million) and to the
deccrease in traffic volumes (-EUR
R 0.7 million).
Thee item “Rental iincome – Royaalties from serviice areas” decreeased by EUR 0.4
0 million, duee to the decreasee in consumptio
on.
Thee change in thee item “construction and engin
neering sector revenue” was due
d to the absence of productiion related to th
he investee com
mpany
Colllegamenti Inteegrati Veloci S.pp.A., which waas transferred inn May 2014 (-E
EUR 2.5 million) and the incrrease in the actiivities carried out
o for
thirrd parties by thee subsidiary AB
BC Costruzioni S.p.A. (+EUR 1.5 million).
Thee “technology” sector, despitee a decrease in the activities caarried out for Group
G
companies, showed an iincrease in the activities carried out
for third parties, w
with a consequennt increase in “operating costss”.
w mainly duee to higher reveenues resulting from the chargee back to third pparties of work
ks and services and to
Thee change in “othher revenues” was
the allocation to m
motorway companies of grants for traffic-relatted European prrojects.
Thee change in “opperating costs”” (+EUR 14.5 million)
m
is due to (i) the increease in the costts of companiess belonging to the motorway sector
(+E
EUR 6.3 millionn), mainly due to the increasee in maintenancce activities, ass well as to hig
gher payroll cossts and (ii) high
her “operating costs”
(eq
qual to approxim
mately EUR 8 million)
m
mainly linked to the acctivities carried
d out by the com
mpanies operatinng in the techno
ology sector.
Witth regard to thee above, the “grross operating margin”
m
increaased by EUR 0.3
0 million. Morre specifically:
(amo
ounts in millions of EU
UR)
•
•
•
•
Motorway Seector
Construction//engineering sector
Technology S
Sector
Services Secttor (holding compannies)
Total
3Q 2014
3Q 2013
Changes
186.0
0.6
5.5
(1.6)
181.9
1
2.3
7.3
(1.3)
4.1
(1.7)
(1.8)
(0.3)
190.5
190.2
1
0.3
Thee decrease in tthe margins rellated to the “co
onstruction/enggineering” and “technology” sectors
s
is due tto the lower profitability
p
of orders
com
mpared to the thhird quarter of 2013.
2
In the
t third quarrter of 2014, “nnon-recurring items”,
i
equal too EUR 1.5 milllion (0 in the th
hird quarter of 2013) refer to the insurance refund
r
received by the suubsidiary SATA
AP S.p.A. for accidents occurreed in 2011 and 2012.
2
3
SIAS – SOCIIETA’ INIZ
ZIATIVE AUTOSTR
A
RADALI E SERVIZI S.p.A.
*****
t period from
m 1 January to 30 Septemberr 2014, the item
m “motorway seector revenue” totalled
t
EUR 7117.8 million (E
EUR 680 millionn as at
In the
30 September 2013) and breaks down
d
as followss:
(am
mounts in thousannds of EUR)
1..1-30.9.2014
1.1-30.9..2013
Changes
694,100
655
5,885
38,215
23,755
24
4,114
(359)
717,855
679
9,999
37,856
Nett toll revenues
Ren
ntal income – Royyalties from serviice areas
Total motorway secttor revenue
Thee increase in “nnet toll revenuees”, equal to EU
UR 38.2 millioon (+5.83%) waas due to the grrowth in trafficc volumes for EUR
E
4.4 millionn (this
0.79% increase haad an effect onn “net toll reveenues” equal too 0.67% if con
nsidering the traaffic mix) and to the increasee in tolls (EUR
R 33.8
milllion).
If compared
c
with the same periood last year, thee latter increas ed (i) by EUR 25.1 million (+
+3.83%) with rregard to the in
ncreases approvved as
from
m 1 January 20014, and (ii) by EUR 8.7 millio
on (+1.33%)(1•)), with regard to
o the sections managed
m
by SAT
TAP S.p.A.. Ass a matter of faact, the
firsst nine months oof 2013 only paartially benefited from the tarifff increase due, since it had been acknowledgged starting from
m 12 April 20133.
Thee item “rental inncome – royaltties from servicce areas” decreaased by EUR 0..4 million, due to the decreasee in consumptio
on in the third quarter
q
of the
t year.
Witth regard to thhe so-called “anncillary sectors”, particularly noteworthy is the increase in
n “production” for the compan
nies operating in the
“tecchnology sector”, due to the works
w
carried ou
ut for the consttruction of the Tangenziale
T
Essterna Est di Miilano (Milan Eaast Outer Ring Road)
and
d the Brescia-Beergamo-Milan motorway
m
sectiion. This led to a consequent in
ncrease in operating costs.
Thee change in “opperating costs”” (+EUR 24 million)
m
is due tto (i) the increaase in the costss of companiess belonging to the motorway sector
(+E
EUR 1.5 millionn), mainly due to: a) higher co
osts for maintennance activitiess and payroll co
osts (for a total amount of +EU
UR 6 million), which
are partially offsett by b) lower coosts for “winterr services” (-EU
UR 4.5 million)) as a consequen
nce of low snow
wfalls during th
he first months of the
w), and (ii) the inncrease in “opeerating costs” (eequal to approximately EUR 22.5 million) maainly due to thee increase in thee work
yeaar under review
carrried out by the companies opeerating in the “teechnology” secctor.
Witth regard to thee above, the “ggross operating
g margin” incrreased by EUR
R 38.2 million and reflects thee changes in th
he Group’s opeerating
sectors. More speccifically:
(amo
ounts in millions of EU
UR)
•
•
•
•
Motorway Seector
Construction//engineering sector
Technology S
Sector
Services Secttor (holding compannies)
Total
11.1-30.9.2014
1.1-30.9.20
013
Changes
461.0
2.9
18.9
(3.6)
422
2.5
5.8
5
16
6.4
(3.7)
38.5
(2.9)
2.5
0.1
479.2
1.0
441
38.2
Witth regard to “noon-recurring iteems” for the firrst nine month
hs of 2014, this item is negativ
ve for EUR 10.22 million (0 in the first nine months
m
of 2013)
2
and is duue to (i) the saidd insurance refu
und for EUR 1..5 million, and (ii) the partial write-down of a receivable ow
wed to the subsidiary
Fin
nanziaria di Parrtecipazioni e Investimenti
I
S.p
p.A. from ANA
AS S.p.A. (EU
UR 11.7 million
n). This receivaable (which oriiginally amountted to
EU
UR 23.5 millionn) - posted folloowing the posittive outcome oof the arbitratio
on award of 20 July 2005 (subbsequently challenged by AN
NAS) refeers to the comppensation to be paid with regaards to the mannagement of thee A24 and A25 motorways carrried out by thee Company for more
than
n twenty years on behalf of ANAS.
A
The wriite-down was ccarried out also based on the information inccluded in the prroposal of settleement
agrreement made iin April 2014 by
b Finanziaria di
d Partecipazionni e Investimen
nti S.p.A. in order to solve thee dispute and facilitate
f
the (paartial)
collection of the crredit.
(•)
Th
his percentage will gradually “dilute” over
o
the course of th
he year.
4
SIAS – SOCIIETA’ INIZ
ZIATIVE AUTOSTR
A
RADALI E SERVIZI S.p.A.
GR
ROUP FINANCIAL DATA
Thee item net finan
ncial indebtedn
ness is broken down
d
as follow
ws:
(am
mounts in thousandss of EUR)
A) Cash
C
and cash eqquivalents
B) Securities
S
held foor trading
C) Liquidity
L
(A) + ((B)
D) Financial
F
receivables
E) Bank
B
short-term bborrowings
F) Current
C
portion off medium/long-teerm borrowings
G) Other
O
financial liabilities
30/09/2014
3
30/06/2014
Changes
1,145,531
1,036,409
109,122
18,649
18,648
1
1,164,180
1,055,057
109,123
492,219
503,102
(10,883)
(3,599)
(12,325)
8,726
(219,892)
(202,222)
(17,670)
(62,971)
(43,923)
(19,048)
H) Short-term borrrowings (E) + (F
F) + (G)
(286,462)
(258,470)
(27,992)
I) Current
C
net cash
h (C) + (D) + (H)
1,369,937
1,299,689
70,248
(1,224,960)
(
(1,231,318)
6,358
(125,166)
(119,944)
(5,222)
(1,309,701)
(
(1,308,129)
(1,572)
J) Bank
B
long-term boorrowings
K) Hedging
H
derivativves
L) Bonds
B
issued
M) Other long-term payables
(1,779)
(1,845)
66
N) Long-term
L
borrowings (J) + (K)) + (L) + (M)
(2,661,606)
(
(2,661,236)
(370)
O) Net
N financial ind
debtedness (I) + (N)
(1,291,669)
(
(1,361,547)
69,878
-
-
-
(282,729)
(278,955)
(3,774)
(1,574,398)
(
(1,640,502)
66,104
P) Non-current
N
finanncial receivables
Q) Discounted
D
valuee of the payable due
d to ANAS-Cen
ntral Insurance Fuund
R) “Adjusted”
“
net ffinancial indebteedness (O) + (P) + (Q)
Thee positive perfoormance of the operating cash
h flow during thhe summer, alth
hough partially offset by the ppayments relateed to the continuuation
of the
t investment programme foor the motorwaay infrastructuree, was reflected
d in the “net financial
f
indebbtedness” that, in the third quuarter,
imp
proved by apprroximately EUR
R 66 million co
ompared to the figures as at 30
0 June 2014, am
mounting to EU
UR 1,574 millio
on as at 30 September
201
14.
As at 30 Septembber 2014, approoximately 83% of the Group medium/long-tterm indebtedneess is at “fixedd rate”/hedged. The all-in weiighted
aveerage rate relatted to the total Group
G
indebted
dness is equal too 3.64%.
***
Thee financial resoources available as at 30 Septtember 2014 breeak down as follows:
(amo
ounts in millions of EU
UR)
•
•
•
•
Cassa Depositi e Prestiti (Deposit and Loan Bank) loan (pertainin
ng to
SATAP S.p.A
A.)
EIB loans (pertaining to SIA
AS S.p.A.)
“Uncommitteed” credit linees (pertaining to SIAS S.p.A
A. and consolidated
companies)
Sub
btotal
Cash and financial receivabbles
Tootal financial reesources as at 30 September 2014
5
45
50
14
40
83
38
97
73
1,65
56
2,62
29
SIAS – SOCIIETA’ INIZ
ZIATIVE AUTOSTR
A
RADALI E SERVIZI S.p.A.
REGULATORY FR
RAMEWORK AND
A
RELATIO
ONS WITH THE
E GRANTING BODY
In June 2014, thhe licensees Au
utostrada dei Fiori S.p.A., Autostrada Torino-Savona
T
S.p.A., Societtà Autostrade Valdostane S.p.A.,
S
da Ligure-Tosscana S.p.A. an
nd Autocamion
nale della Cisa
a S.p.A., for wh
hich the five-yeear regulatory period
p
expired on 31
Soccietà Autostrad
Deccember 2013, submitted to the Ministry of
o Infrastructurre and Transpo
ort (“MIT”) th
he updates of the economicc-financial plans, as
prescribed by CIPE Resolution no. 27 of 21 Marrch 2013.
Witth regard to SA
ATAP (A21 strretch), for whicch the five-yearr regulatory perriod expired on
n 31 December 2012, the comp
petent authoritiies did
nott approve, by 330 March 20144, the Economicc-Financial Plaan transmitted to
t the Ministry
y of Infrastructuure and Transp
port on 30 December
201
13. Upon requeest by the Minisstry of Infrastru
ucture and Trannsport, a new economic-financcial plan was suubmitted in July 2014 (compaared to
the plan submittedd on 30 Decembber 2013, the taakeover value w
was increased from
f
approximaately EUR 170 million to EUR
R 184 million, taking
o account the reecovery of the toll
t difference not
n obtained sinnce 1 January 20
014).
into
ATAP S.p.A. (A
A4 stretch), it should be men
ntioned that thee additional agrreement to the Standard Concession
Witth regard to thee subsidiary SA
Agrreement of 10 O
October 2007 was
w signed with
h the Ministry oof Infrastructuree and Transportt on 27 Decembber 2013. On 26
6 June 2014, thee MIT
nottified the Comppany that the Coourt of Auditorss (Corte dei Coonti) recorded th
he Inter-ministeerial Decree of 30 December 2013
2
which appproved
it. This
T completedd the renewal off the economic-financial plan ffor the “new” fiive-year regulattory period.
By 15 October 20014, the said Grroup Licensees notified the M
Ministry of Infrastructure and Transport
T
of thee requests for toll
t adjustments due
2
which weere calculated according to the said “updates”” of the econom
mic-financial plaans.
in 2015,
On the basis of the estimates made in thesee financial planns, investmentts amount to over EUR 1.77 billion (excluding the addiitional
vestments expeccted for the com
mpletion of the “Asti-Cuneo”
“
ssection).
inv
s
be notedd that Law Deccree no. 133 of 12 Septembeer 2014 was pu
ublished in the Official Journaal of the Italian
n Republic (Gaazzetta
It should
Uffficiale della Reppubblica Italianna) no. 212 of 12 September 20014, concernin
ng “emergency measures for thhe opening of construction
c
sitees, the
rea
alisation of pubblic works, thee digitalisation
n of the countrry, the simplifi
fication of bureeaucratic proce
cedures, the em
mergency conceerning
hyd
drogeological innstability and for
fo the recoveryy of production aactivities” (the so-called “Deccreto Sblocca IItalia”).
Witth regard to nattional motorwaay infrastructurees, in order to eensure that all necessary
n
invesstments are carrried out for dev
velopment actioons, as
welll as structural, technological and environmeental adjustment
nts, article 5 of the said Decreee sets out that llicensees can su
uggest any channge to
the concession relaationship by 311 December 201
14, also by unify
fying interconneected, adjoining
g or complemenntary sections for
fo joint manageement.
wever, all this should be carriied out in comp
pliance with thee principles of the
t European Union.
U
The licennsee shall prepare a new econnomicHow
finaancial plan in order to sign an
a additional or
o joint agreem
ment that shall enter into forcce by 31 Auguust 2015. This plan shall ensuure (i)
eco
onomic-financiaal balance (witth no additionaal charges for the State), (ii)) the availability of those ressources necessary to carry out
o the
infrrastructure worrks set out in the original agreeements and tho se resulting fro
om the unification of sections, and (iii) mainttenance of favouurable
tollls for customerss.
Thiis measure, (ulttimately approvved by the Senaate on 5 Novem
mber 2014 and currently waiting to be publisheed on the Italiaan Official Gazeette) is
releevant for SIAS Group, since long
l
time intereested in the pottential aggregattion of motorw
way concessionss, in the light of
o the positive impact
i
derriving from bothh the alignmentt of the concesssions’ duration aand from the in
ncrease of the in
nvestment progrram, that would
d favor both thee users
and
d the Governmeent (having takeen into account the current Itallian economic situation).
s
6
SIAS – SOCIIETA’ INIZ
ZIATIVE AUTOSTR
A
RADALI E SERVIZI S.p.A.
AUTHORISATION
U
N OF THE FOR
RMULATION OF
O A BID – BY
Y THE SUBSIDIIARY ATIVA S.P.A. – FOR TH
HE ACQUISITIION OF A STAK
KE IN
SIT
TAF S.P.A.
SIA
AS, during todaay Board, approoved – pursuantt to the Proceduure of ‘the tran
nsactions of greater strategic, eeconomic, patriimonial and finnancial
releevance” – the fformulation of a bid, by the subsidiary ATIV
VA S.p.A. (sub
bject to joint co
ontrol of the shhareholder Matttioda Pierino & Figli
Auttostrade S.r.l.) – for the acquiisition of n° 1,3
342,243 SITAF shares owned by Finanziaria Città di Torinoo S.r.l. (equal to
o 10.65% of thee share
cap
pital) and – separately – of n° 1,095,394 SITAF shares ownned by Turin Prrovince (equal to 8.69% of thee share capital)); the total amoount of
the above mentionned stakes – alsoo backed by a fairness
f
opinionn set by an independent expert – range betweeen EUR 67.2 an
nd EUR 74.3 million.
m
TIVA sharehold
ders of the subsscription of a sp
pecific capital increase,
i
ATIV
VA’s offer is su
ubject to the rem
moval,
Folllowing the unddertaken by AT
from
m SITAF bylaw
w, of the constrrain that 51% off the share capittal has to be held by public shaareholders and the other provisions relating too such
con
nstrain.
SIA
AS S.p.A. has ttherefore underrtaken to subsccribe – both thrrough the exerccise of the optiion rights owneed and through
h the purchase of the
unssubscribed sharres – ATIVA’s capital increasee for a total am
mount not in exccess of EUR35.5 million, provvided that, afterr the capital inccrease,
the stake held by S
SIAS S.p.A. in ATIVA S.p.A. (i) will be in liine with the one owned by Maattioda Pierino e Figli Autostraade S.r.l. and (iii) will
be below
b
50% of tthe share capitaal.
FIL
LING OF DOCU
UMENTS
Thee Intermediate m
management reeport as at 30 Seeptember 2014 has been filed at the registereed office, at Borrsa Italiana S.p.A., on the authhorised
storrage mechanism
m 1Info and it is also availablee on the websitee www.gruppossias.it.
APPROVAL
P
OF T
THE DISTRIBUTION OF AN IN
NTERIM DIVID
DEND
Tod
day, the Board of Directors off SIAS S.p.A., following
f
on froom the work caarried out in the previous finanncial years, apprroved the distribbution
of an
a interim diviidend for 2014 equal to EUR 0.14 for each oof the 227,502,6
643 shares outsstanding, at the distribution daate, for a total am
mount
of approximately
a
E
EUR 32 millionn.
Tod
day, the Indepeendent Auditorss Deloitte & Tou
uche S.p.A. releeased the opinion set out in artticle 2433-bis oof the Italian Civil Code.
Purrsuant to the reggulations issuedd by Borsa Italiiana S.p.A., the interim dividen
nd can be paid from 26 Novem
mber 2014 (in such
s
event, the shares
shaall be quoted exx-interim dividdend from 24 November
N
20144, against detacchment of the coupon no. 26)
6). The paymen
nt of the said innterim
div
vidend will be vvalidated accorrding to the acccounting recorrds - as set outt in art. 83-quaater, paragraph 3 of Legislative Decree no. 58 of
24//02/1998 - recorrded at the end of 25 Novembeer 2014 (recordd date).
Mo
oreover, it shouuld be noted thhat those who requested bondd conversion fo
or the loan “SIIAS 2.625% 20005-2017 conv
vertible into orddinary
shaares” (Isin code IT00038723944) in the period from 1 Novem
mber to 7 Novem
mber 2014 inclu
usive, may ask the Company in
i order to colleect the
said
d interim divideend. The paym
ment will be made at the “convversion date”, as
a defined in article 6 of the R
Regulation conccerning the saidd loan,
sub
bject to a properr certification isssued by the bro
oker.
***
wing up the corp
rporate accountting documentss, Mr Sergio Prrati, hereby deeclares, pursuan
nt to paragraph 2 of
Thee manager in ccharge of draw
Artticle 154 bis off the Consolidaated Law on Finance,
F
that thhe accounting information co
ontained in this
is press releasee corresponds to the
doccumented resultts, books and acccounting recorrds.
7
SIAS – SOCIIETA’ INIZ
ZIATIVE AUTOSTR
A
RADALI E SERVIZI S.p.A.
SIA
AS – Società In
niziative Autosstradali e Serviizi S.p.A.
Viaa Bonzanigo, 222 – 10144 Turinn (Italy)
Tellephone +39 (011) 43.92.102 – Fax +39 (011)) 47.31.691
info
[email protected] Website: www
w.grupposias.itt
Cerrtified e-mail adddress: [email protected]
Inv
vestor Relation
ns
e-m
mail: [email protected]
Tell.: +39 011 43922133
Meedia Relations
Gio
ovanni Frante
Tell: +39 0131 8799309
[email protected]
Mo
occagatta assocciati
Tell. +39 02 864511695 / +39 02 86451419
seg
[email protected]
8

Download Report