23.11.2009 - SHAREHOLDERS’ MEETING APPROVES NEW PLAN FOR PURCHASE AND DISPOSAL OF OWN SHARES
Rome, 23 November 2009 – The Ordinary Shareholders’ Meeting of Maire Tecnimont S.p.A., which met today in second call, approved a new plan for the purchase and disposal of own shares, as proposed by the Company’s Board of Directors held on 14 October 2009.
The plan’s objective is to reactivate an instrument useful in increasing and defending a company’s value in the interests of its shareholders. The new plan approved by the Shareholders’ Meeting will permit the Company to:
(a) intervene to provide liquidity to the market, so as to favor regular trading and avoid price movements not in line with market trends, as foreseen by CONSOB Ruling 16839 of 19 March 2009;
(b) utilize own shares purchased or already held in portfolio within the framework of transactions related to ordinary business or industrial projects of the Company.
In particular, the plan has the following characteristics:
- Maximum amount: the purchases of own shares must be executed so that, at any time, the sum of the shares purchased do not exceed in total 10% of the share capital, including the own shares already held by the Company, thereby reinstating the limit which existed under the prior Shareholders’ authorization. As a consequence of the prior share purchase and sale plan, the Company holds 5,008,500 own shares, equal to approximately 1.55% of share capital and 4.50% of market float.
- Price conditions for purchases: the purchases under the new plan must be executed at a price that does not exceed by 10% or is not less than 10% of the reference price registered by ordinary shares in the Stock Exchange the day prior to each individual operation.
The purchase transactions must be executed in compliance with Article 132 of the Decree Law 58 of 1998, Article 144-bis paragraph 1, letter b), CONSOB Rule 11971 of 1999, and any other applicable norm, as well as admitted market practices.
- Price conditions for disposals: the disposal transactions, and, in particular, the sale of own shares, cannot be executed at a price less than 90% of the reference price registered by ordinary shares in the Stock Exchange the day prior to each individual operation. If the shares are ever the object of an exchange, trade-in-kind, conferral or any other non-cash disposal transaction, the financial terms will be determined in function of the nature and characteristics of the transaction, taking into account Maire Tecnimont S.p.A. share performance.
The Shareholders’ Meeting gave a mandate to the Board of Directors to execute the plan. It is to be noted that own share purchase operations do not aim to reduce the share capital of Maire Tecnimont S.p.A.
The report illustrating the own share purchase and disposal plan proposal will be made available to the public at the Company’s registered office, at Borsa Italiana S.p.A. within terms of law.
Maire Tecnimont S.p.A.
Maire Tecnimont S.p.A. is the parent company of an international industrial group which provides a comprehensive, integrated system of services and installations in its sectors: Chemicals and Petrochemicals, Oil & Gas, Power, Civil Engineering and Infrastructure. The Group has established itself thanks to advanced skills in Project Management and Main Contracting, by implementing complex turnkey projects all over the world, combining high quality and planning standards with a focus on multicultural and environmental issues. The Group, listed on the Milan Stock Exchange, with a presence in 24 countries and 4 continents, currently controls 37 operating companies and can rely on a workforce of about 4,500 employees, more than half of whom are outside Italy. At 31 December 2008, the Group reported Revenues of €2,463 million and Net income of €117 million. More information: www.mairetecnimont.it
For further information:
Communication Department
Carlo Nicolais
Tel +39 06 412235.728
Fax +39 06 412235.642
comunicazione@mairetecnimont.it
Investor Relations
Lawrence Y. Kay
Tel +39 06 412235.536
Fax +39 06 412235.644
investor-relations@mairetecnimont.it
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Simona Raffaelli, Alfredo Mele,
Claudia Arrighini
Tel +39 02 89011300