Governance

Notice on total amount of voting rights

Pursuant to art. 85-bis, paragraph 4-bis of CONSOB Regulation no. 11971 of 14 May 1999, Arnoldo Mondadori Editore S.p.A. announces the amount of voting rights updated following the deregistration, on 18 February 2022, of 15,000 shares with increased voting rights.

The total amount of voting rights, indicating the number of shares forming the share capital, is outlined below.

 

Updated situationPrevious situation
Number of shares forming the share capitalNumber of voting rightsNumber of shares forming the share capitalNumber of voting rights
Total of which:261,458,340400,817,990261,458,340400,832,990
Ordinary shares ISIN IT0001469383 (with regular dividend entitlement: 01/01/2021) current coupon number: 21122,098,690122,098,690122,083,690122,083,690
Ordinary shares with increased voting right ISIN IT0005366684 (with regular dividend entitlement: 1/01/2021) current coupon number: 21139,359,650278,719,300139,374,650278,749,300

Mondadori Group: corporate calendar 2022

Arnoldo Mondadori Editore S.p.A. today announced, as per Art. 2.6.2 of the regulations governing markets organised and managed by Borsa Italiana S.p.A., the corporate events scheduled for 2022:

  • Wednesday 16 March 2022: meeting of the Board of Directors for the approval of the Annual Report for the year ended 31 December 2021;
  • Thursday 12 May 2022: meeting of the Board of Directors for the approval of the Interim Management Statement at 31 March 2022;
  • Thursday 28 July 2022: meeting of the Board of Directors for the approval of the Half-Year Report at 30 June 2022;
  • Thursday 10 November 2022: meeting of the Board of Directors for the approval of the Interim Management Statement at 30 September 2022.

The Annual General Meeting of the Shareholders for the approval of the Annual Report for the year ended 31 December 2021 will be held on first calling on Thursday 28 April 2022.

Presentations to the financial community of the results for the full year at 31 December 2021, the Half-Year Report at 30 June 2022 and the Interim Management Statements at 31 March 2022 and at 30 September 2022 will be held on the dates, as indicated above, of the respective meetings of the Board of Directors.

Any changes will be promptly communicated to the market.

Mention should be made that Arnoldo Mondadori Editore S.p.A., as a company listed on the Euronext STAR segment of Borsa Italiana, will publish the Interim Management Statements at 31 March 2022 and at 30 September 2022 – pursuant to art. 2.2.3, par. 3, of the Borsa Italiana Regulations – within 45 days after the end of the first and third quarters of the year (with exemption from the publication of the interim report on the fourth quarter if the annual financial report 2021, together with the other documents referred to in art. 154-ter, par. 1, of the Finance Consolidation Act, is made available within 90 days after year end).
The structure, information and procedures for the publication of the documents are unchanged from the Interim Management Statements previously published pursuant to former Article 154-ter, paragraph 5, of the Finance Consolidation Act.

Mondadori Group: publication of amended version of the Bylaws and minutes thereto

Further to the press release issued on 4 March, Arnoldo Mondadori Editore S.p.A. announces that the notarial minutes of the meeting of the Board of Directors held on 4 March 2021, together with the amended version of the Bylaws, are now available at the Company’s registered office, at the authorized storage mechanism (www.1info.it) and on the website https://www.gruppomondadori.it (Governance section).

Mondadori Group: adjustment of Bylaws

Today the meeting of the Board of Directors of Arnoldo Mondadori Editore S.p.A. resolved to amend articles 17, third paragraph, and 27, second paragraph, of the Bylaws, under the powers granted to the Company by Article 23, second paragraph, of the Bylaws.

The adjustments, in view of the renewal of the Mondadori Group corporate bodies upon approval of the financial statements at 31 December 2020, are in line with the new mandatory legal provisions on gender balance in the governing and supervisory bodies of listed companies, issued by Law no. 160 of 27 December 2019 (“2020 Budget Law”), which amended articles 147-ter and 148 of Legislative Decree 58/1998 by raising the quota reserved for the less represented gender from one third to two fifths.

The Board additionally resolved to amend Article 7, sixth, ninth and tenth paragraphs, of the Bylaws, relating to the exercise of the increased voting right, pursuant to Article
127-quinquies of Legislative Decree no. 58/1998, in order to implement the principles set out in CONSOB communication no. 0214548 of 18 April 2019, regarding the automatic increased voting right mechanism, on occurrence of the conditions under Article
127-quinquies of Legislative Decree no. 58/1998.

The minutes of the resolution, as well as the updated Bylaws, will be made publicly available within the time limits provided by current legislation at the registered office, on the Company website www.gruppomondadori.it (Governance section), as well as at the authorized storage mechanism “1info”.

Mondadori Group: corporate calendar 2021

Arnoldo Mondadori Editore S.p.A. today announced, as per Art. 2.6.2 of the regulations governing markets organised and managed by Borsa Italiana S.p.A., the corporate events scheduled for 2021:

  • Thursday 18 March 2021: meeting of the Board of Directors for the approval of the Annual Report for the year ended 31 December 2020;
  • Thursday 13 May 2021: meeting of the Board of Directors for the approval of the Interim Management Statement at 31 March 2021;
  • Thursday 29 July 2021: meeting of the Board of Directors for the approval of the Half-Year Report at 30 June 2021;
  • Thursday 11 November 2021: meeting of the Board of Directors for the approval of the Interim Management Statement at 30 September 2021.

The Annual General Meeting of the Shareholders for the approval of the Annual Report for the year ended 31 December 2020 will be held on first calling on Tuesday 27 April 2021.
Presentations to the financial community of the results for the full year at 31 December 2020, the Half-Year Report at 30 June 2021 and the Interim Management Statements at 31 March 2021 and at 30 September 2021 will be held on the dates, as indicated above, of the respective meetings of the Board of Directors.
Any changes will be promptly communicated to the market.
Mention should be made that Arnoldo Mondadori Editore S.p.A., as a company listed on the STAR segment of Borsa Italiana, will publish the Interim Management Statements at 31 March 2021 and at 30 September 2021 – pursuant to art. 2.2.3, par. 3, of the Borsa Italiana Regulations – within 45 days after the end of the first, third and fourth quarters of the year (with exemption from the publication of the interim report on the fourth quarter if the annual financial report, together with the other documents referred to in art. 154-ter, par. 1, of the Finance Consolidation Act, is made available within 90 days after year end). The Interim Management Statements will be made available, in accordance with current regulations, at the Company’s registered office, on the Company’s website www.gruppomondadori.it (Investors section), and through the authorized storage mechanism (www.1info.it), together with the relating press releases.

Fininvest: announcement of voting intention on the dividend for 2019 of Arnoldo Mondadori Editore S.p.A. in relation to the COVID-19 emergency

With regard to the proposal of the Board of Directors of Arnoldo Mondadori Editore (Ame) adopted on 17 March 2020 on the allocation of profit for 2019 and the distribution of dividends, having acknowledged the Ame Board of Directors’ assessment on its ability to generate cash flows and to support a balanced dividend policy, Fininvest takes note, however, of the current developments of the COVID-19 emergency and the continuing uncertainty on the slowdown that may impact on demand and the economic cycle, also as a result of the measures adopted in Italy and at international level to contain and restrict production activities.
While confirming its agreement with the reasons underlying the proposal, given the scenario that has materialized in the meantime, Fininvest believes that it is in Ame’s paramount interest at this moment to have all the operating and financial resources at disposal to counter the emergency. For a timely disclosure to the market, Fininvest accordingly announces that, at the Shareholders’ Meeting of Ame, called on 22 April, and for this reason alone, it will decide not to accept the original proposal of the Board of Directors on the distribution of the dividend, thus leaving it up to the subsequent assessment of the Board to call a Shareholders’ Meeting in the second half of 2020 to propose the possible distribution of reserves, should the economic scenario allow so as a result of greater visibility on the impact of the COVID-19 emergency.

 

Mondadori Group: corporate calendar 2020

Arnoldo Mondadori Editore S.p.A. today announced, as per Art. 2.6.2 of the regulations governing markets organised and managed by Borsa Italiana S.p.A., the corporate events scheduled for 2020:

Tuesday 17 March 2020: meeting of the Board of Directors for the approval of the Annual Report for the year ended 31 December 2019;

Thursday 14 May 2020: meeting of the Board of Directors for the approval of the Interim Management Statement at 31 March 2020;

Thursday 30 July 2020: meeting of the Board of Directors for the approval of the Half-Year Report at 30 June 2020;

Tuesday 10 November 2020: meeting of the Board of Directors for the approval of the Interim Management Statement at 30 September 2020.

The Annual General Meeting of the Shareholders for the approval of the Annual Report for the year ended 31 December 2019 will be held on first calling on Wednesday 22 April 2020.

Presentations to the financial community of the results for the full year at 31 December 2019, the Half-Year Report at 30 June 2020 and the Interim Management Statements at 31 March and at 30 September 2020 will be held on the dates, as indicated above, of the respective meetings of the Board of Directors.

Any changes will be promptly communicated to the market.

Mention should be made that Arnoldo Mondadori Editore S.p.A., as a company listed on the STAR segment of Borsa Italiana, will publish the Interim Management Statements at 31 March 2020 and at 30 September 2020 – pursuant to art. 2.2.3, par. 3, of the Borsa Italiana Regulations – within 45 days after the end of the first, third and fourth quarters of the year (with exemption from the publication of the interim report on the fourth quarter if the annual financial report, together with the other documents referred to in art. 154-ter, par. 1, of the Finance Consolidation Act, is made available within 90 days after year end). The Interim Management Statements will be made available, in accordance with current regulations, at the Company’s registered office, on the Company’s website www.gruppomondadori.it (Investors section), and through the authorized storage mechanism (www.1info.it), together with the relating press releases.

Notice on total amount of voting rights at 4 December 2019

Pursuant to art. 85-bis, paragraph 4-bis of CONSOB Regulation no. 11971 of 14 May 1999, Arnoldo Mondadori Editore S.p.A. announces today that, the requirements and conditions laid down by current legislation and the Bylaws being met, the increase in voting rights for 700 ordinary shares of the Company has become effective.

The total amount of voting rights, indicating the number of shares forming the share capital, is outlined below.

Updated situationPrevious situation
Number of shares forming the share capitalNumber of voting rightsNumber of shares forming the share capitalNumber of voting rights
Total of which:261,458,340400,832,990261,458,340400,832,290
Ordinary shares ISIN IT0001469383 (with regular dividend entitlement: 1/01/2019) current coupon number: 21122,083,690122,083,690122,084,390122,084,390
Ordinary shares with increased voting right ISIN IT0005366684 (with regular dividend entitlement: 1/01/2019) current coupon number: 21139,374,650278,749,300139,373,950278,747,900

Notice on total amount of voting rights as at 5 August 2019

Pursuant to art. 85-bis, paragraph 4-bis of CONSOB Regulation no. 11971 of 14 May 1999, Arnoldo Mondadori Editore S.p.A. announces today that, the requirements and conditions laid down by current legislation and the Bylaws being met, the increase in voting rights for 18,000 ordinary shares of the Company has become effective.

The total amount of voting rights, indicating the number of shares forming the share capital, is outlined below.

Updates situationPrevious situation
Number of shares forming the share capitalNumber of voting rightsNumber of shares forming the share capitalNumber of voting rights
Total of which:261,458,340400,832,290261,458,340400,814,290
Ordinary shares ISIN IT0001469383 (with regular dividend entitlement: 1/01/2019) current coupon number: 21122,084,390122,084,390122,102,390122,102,390
Ordinary shares with increased voting right ISIN IT0005366684 (with regular dividend entitlement: 1/01/2019) current coupon number: 21139,373,950278,747,900139,355,950278,711,900

Notice on total amount of voting rights

Pursuant to art. 85-bis, paragraph 4-bis of CONSOB Regulation no. 11971 of 14 May 1999, Arnoldo Mondadori Editore S.p.A. announces today that, the requirements and conditions laid down by current legislation and the Bylaws being met, the increase in voting rights for 139,355,950 ordinary shares of the Company has become effective.

The total amount of voting rights, indicating the number of shares forming the share capital, is outlined below.

Updated situationPrevious situation
Number of shares forming the share capitalNumber of voting rightsNumber of shares forming the share capitalNumber of voting rights
Total of which:261,458,340400,814,290261,458,340261,458,340
Ordinary shares ISIN IT0001469383 (with regular dividend entitlement: 1/01/2019) current coupon number: 21122,102,390122,102,390261,458,340261,458,340
Ordinary shares with increased voting right ISIN IT0005366684
(with regular dividend entitlement: 1/01/2019) current coupon number: 21
139,355,950278,711,90000

The Special List, updated in accordance with art. 7.8 of the Bylaws, is available on the Company website in the Governance – “Shareholders’ Meeting/Increased voting rights” section.