Casa Damiani : Total consolidated revenues of Euro 155.3 million +3.2%

Total consolidated revenues of Euro 155.3 million +3.2%

Milan, 14 June 2016 - Today, the Board of Directors of Damiani S.p.A., parent company of the Damiani Group, has approved the draft Financial Statements and the Consolidated Financial Statements to 31 March 2016, the Annual Report on Corporate Governance and the Ownership Structure for the financial year to 31 March 2016, and the Remuneration Report.

The financial year closed with an increase in consolidated revenues of 3.2% at current exchange rates, and the confirmation of a solid and lasting growth in the retail sector (+18.6% at current rates), which accounts for about 47% of the total revenues, in particular due to the very positive performance recorded by the directly managed boutiques in Italy which showed +26% compared to the previous financial year. The wholesale sector, more seriously penalised in the past by the consumption crisis, recorded a fall of 8.5% at current exchange rates as a direct consequence of the contraction in some foreign markets, particularly in Eastern Europe.
At 31 March 2016, the group managed 55 direct stores, of which 42 Damiani mono brand shops, in the leading luxury streets internationally.

In terms of geographic distribution, in 2015/2016 there were positive trends in the domestic market (+9.1%). Foreign revenues were particularly penalised by the contraction recorded in Eastern European countries where the economic and political situation strongly penalised consumption of luxury goods. Good performances were recorded by the Group in Japan and South Korea.

OPERATING EARNINGS AND NET PROFIT

The consolidated EBITDA grew at Euro 24.1 million (it was Euro 4.0 million in the previous financial year), benefiting both the income generated by non-recurring transactions and the increase in revenues.
The consolidated Operating Earnings also recorded a net improvement compared to the previous financial year at Euro 14.3 million, against a slight loss at 31 March 2015.
The consolidated Net Profit relating to the group was Euro 5.6 million, a definite improvement over the previous financial year (loss of Euro 3.5 million).

NET FINANCIAL POSITION

At 31 March 2016, the Group had a negative net financial position of Euro 52.5 million (Euro 52.6 million at 31 March 2015).

RESULTS OF THE PARENT COMPANY

In the financial year to 31 March 2016, the parent company Damiani S.p.A. recorded total revenues of Euro 147.4 million. The EBITDA was positive for Euro 11.7 million and the Net Profit was negative for Euro 3.6 million. The Board of Directors decided to suggest to the Shareholders' Meeting that the loss should be covered using the available reserves.

IMPORTANT EVENTS DURING THE FINANCIAL YEAR

On 8 April 2015, Silvia Damiani, group deputy chairperson, was appointed businesswoman of the year 2015 by the Femmes Chefs d'Entreprises Mondiales (FCEM) in the Pioneers Award category at the 63rd World Annual Congress of Businesswomen, held in the Kingdom of Bahrain, attended by more than 500 leading businesswoman from all over the world.
The FCEM, founded in France in 1945, is the most important association for business and entrepreneurship uniting female company owners worldwide.
On 27 April 2015, received the Premio Leonardo Qualità Italia, at the 'Italy Quality Day' promoted by the Comitato Leonardo for companies that promote the image, style and excellence of made in Italy and Italy in the world. Guido Damiani, group chairman, received the award from Sergio Mattarella, President of the Republic, at the Quirinale in Rome.

Early in May 2015, the new Rocca 1794 multi-brand boutique in the very centrally located Piazza Duomo, Milan, was inaugurated after complete refurbishment and modernisation in the setting. The interior hosts not only Damiani but also some corners on the most famous international fine watch and jewellery brands worldwide - Rolex, Cartier, Omega and Jaeger-LeCoultre.
On 27 May 2015, a new single-brand Damiani shop was inaugurated in the international airport of Beijing. The point of sale, managed in franchising, is a full part of the group's strategy of expansion in the travel retail sector which is growing progressively in the world luxury market.
On 3 June 2015, in the Belgium Hall of Expo Milan in the presence of the Belgian Minister, an agreement was signed between Damiani and HRD Antwerp, the leading European authority in the certification of diamonds and owner of a Diamond Lab, compliant with the regulations of the International Diamond Council.
On 9 June 2015, Damiani received the Ambrogio Lorenzetti award for corporate governance, relating to the listed companies sector, assigned by GC Governance Consulting, at the Politecnico di Milan.
On 11 June 2015, the exhibition 'Valenza e l'arte del gioiello: Damiani e la tradizione orafa' was inaugurated in Valenza with the attendance of the well-known art critic Vittorio Sgarbi, curator of the project. The exhibition, in which Damiani exhibited its masterpieces which have marked the success of more than 90 years of history, stayed open to the public in the enchanting Art Nouveau space of Villa Scalcabarozzi in Valenza, cradle of the best internationally recognised goldsmith tradition, until August.
In July, the new Rocca 1794 multi-brand boutique in Terminal 1 of Milano-Malpensa international airport was inaugurated. The point of sale hosts prestigious watch brands in addition to Damiani group jewellery.
On 8 August, the new Damiani boutique was inaugurated in Tokyo in the very central and exclusive Chuo-dori in the Ginza area. The flagship store is in a building of 9 floors used entirely by the group which has moved the head office of the Japanese branch there. Japan is the group's main overseas market which already has 11 direct shops in the best department stores in the country and local customers have valued our Made in Italy products for years.
In August, a new directly managed Damiani boutique was inaugurated in the prestigious Pangyo Hyndai department store in Seongnam, South Korea. This point of sale was added to the three already open in the country where the group recently entered, immediately obtaining the appreciation of local customers.
In September, the 72nd Italian Open Golf Tournament was held with Damiani as Presenting Sponsor for the second consecutive year. The leading national golf event took place from Thursday 17 to Sunday 20 September in the splendid scenario of Golf Club Milano, inside Monza Park. A record public attended the event and the trophy winner, the Swede Karlberg, also received gold Damiani-brand cufflinks which were created especially for the event. Damiani creations were also stars at the gala dinner in the Club House of the Golf Club on the final evening of the tournament.
On 9 September, the second Damiani boutique in Taipei, at 101 Mall in one of the tallest skyscrapers in the world in the financial and commercial centre of Taiwan, was inaugurated. The boutique, managed in franchising, is on the second floor of the skyscraper where other leading luxury brands are also present.
On 6 October 2015, it was completed the disbursement of a loan ordered by the Concession Decree of the Ministry of Economic Development of 5 March 2014 in favour of the manufacturing company of the Group, Laboratorio Damiani S.r.l. That disbursement refers to the research and development programme into automatic solutions for processing gold created in previous financial years. The facilitations consist of i) a subsidized t loan of Euro 1,056 thousand; ii) a contribution to the cost of Euro 704 thousand.
On 11 November, the first Damiani boutique in Mexico City was inaugurated in the Palacio de Hierro, the most important and largest luxury department store in the residential quarter of Polanco in the Mexican metropolis.
In November, the group started the direct management of a second Damiani boutique in Honolulu, in the prestigious context of the Hotel Halekulani in the Waikiki area, one of the most fascinating tourist scenarios in Hawaii.
In November, the group started the direct management of the Damiani boutique in Moscow.
On 16 December 2015, Damiani created the rings given to the eight best Italian athletes who stood out in their respective disciplines at world level in 2015 for the first edition of the Gazzetta Sports Awards. The award ceremony was held at the Metropol Theatre in Milan; the celebrities from the world of sport and entertainment who spoke at the ceremony wore the jewels from the Damiani collections.
On 29 January 2016, Damiani International SA acquired a minority holding in the share capital of Venini S.p.A., a historic and noble glassworks in Murano which has been a synonym of Italian quality in artistic glass works since 1921.

IMPORTANT EVENTS OCCURRING AFTER THE CLOSURE OF THE FINANCIAL YEAR

In April 2016, the new Damiani advertising campaign was presented which tells of a fascinating trip in Italy. The photos taken by the famous photographer Greg Williams flank the beauties and artistic excellences of the country with the new brand testimonial, the actress Nicoletta Romanoff, direct descendant of the Tsars of Russia, who perfectly represents the modern elegance of Damiani jewels.
In the context of the strategy strengthening the brand in the domestic market, the direct management of a single brand Salvini sales point in Via Montenapoleone, Milan, was started in May 2016.

REPORT ON CORPORATE GOVERNANCE AND OWNERSHIP STRUCTURE

Today, the Board of Directors approved the Report on Corporate Governance and Ownership Structure for the financial year 2015/2016, to be made available to the public, with the Annual Financial Report to 31 March 2016 and the Auditors' and Statutory Auditors' Reports by June 30 2016, at the registered office, the company website www.damiani.com and the authorised NIS-Storage storage mechanism www.emarketstorage.com.

EXPLANATORY REPORT EX ART. 125-TER TUF

Today, Board of Directors also approved the Explanatory Report prepared pursuant to Art. 125-ter of Legislative Decree 58/98 ('TUF' - Consolidated Law on Financial Intermediation) on the second and fifth points of the agenda of the Ordinary Shareholders' Meeting called for the first time, as is known, at the registered office at 6.00 pm on 21 July 2016 and, if necessary, for the second time, at the same time and place on 28 July 2016 (the relative notice of call is available from 10 June 2016 at the registered office, in the company website and the authorised storage mechanism NIS-Storage).
With special reference to the proposal to renew the the authorisation of the Shareholders' Meeting for the purchase and disposal of treasury shares, subject to revocation of the resolution adopted by the Shareholders' Meeting on 23 July 2015 as not used, at the second point of the agenda of the Meeting convened, please note that the reasons behind the request for authorisation are specified in detail in the aforementioned Explanatory Report ex Art. 125-ter of the TUF, to be made available to the public at the registered office, in the company website www.damiani.com and the authorised NIS-Storage storage mechanism www.emarketstorage.com by 21 June 2016.
The proposal sets out that the maximum number of shares that can be purchased is 16,520,000 ordinary shares of the nominal value of Euro 0.44 each, corresponding to one-fifth of the share capital of the company; the authorisation is valid for a period of 18 months; except for the cases of payment other than in cash, the purchase price of each of the treasury shares must be not less than 20%, as a minimum, and not more than 20% as a maximum of the official price of the deals registered in operations on the screen-based Stock Exchange on the day before purchase, including incidental purchase expenses; purchase operations are made pursuant to Article 132 of the TUF and Art. 144-bis of CONSOB Reg. No. 11971/99 in the manner set out therein, or alternative methods permitted by the regulations applicable each time, in any case so that equality of treatment between the shareholders and respect for the laws in force, including regulatory ones, including the applicable European laws can be ensured.
Please note that, at today's date, Damiani S.p.A. holds 5,556,409 treasury shares, about 6.727% of the share capital. The company does not hold treasury shares through subsidiary companies, fiduciaries or third persons.

REPORT ON REMUNERATION AND REMUNERATION POLICIES AND PROCEDURES

Please note that the Board of Directors, once again today, similarly approved the Remuneration Report prepared pursuant to Art. 123-ter of the TUF and also confirmed the adequacy of the Remuneration Policies and Procedures of Damiani S.p.A. (with the aid of the Control, Risks, Remuneration and Operations with Correlated Parties Committee) illustrated in the first section of the Remuneration Report to be made available to the public at the registered office, in the company website www.damiani.com and the authorised NIS-Storage storage mechanism www.emarketstorage.com by 30 June 2016.

STOCK OPTION PLAN 2010

Also today, at the suggestion of the Control, Risks, Remuneration and Operations with Correlated Parties Committee, the Board of Directors considered the consolidated aims at 31 March 2016 assigned to beneficiaries of the third cycle of implementation of the Stock Option Plan 2010 partially achieved and, with a view to valorising the commitment and sacrifice lavished in the performance of their respective positions and functions in the company, resolved to recognise the current 21 beneficiaries of the third cycle of implementation the exercise if the options assigned to them in the measure of 20% and thus for a maximum 123,000 options.
The information relating to the payment plans based on currently valid financial instruments will be in the Remuneration Report prepared pursuant to Art. 123-ter of the TUF respecting the laws, including the regulatory ones, in force.