8e0c7a00-74e1-45a5-8111-81c3c5ea26a7.pdf Registered office: 20121 Milan - Foro Buonaparte, 44 Share capital euro 314,225,009.80 fully paid-up‌

Tax Code and Milan Companies Register no. 00931330583 www.itkgroup.it

PRESS RELEASE

  • INTEK GROUP SPA 2015 DRAFT FINANCIAL STATEMENTS APPROVED
    • Significant interventions took place regarding the assets of the KME Group to focus more resources on those with higher added value and on markets with higher growth potential.

    • The development of the other portfolio assets continues: the I2 Capital Partners Fund distributed over Euro 16 million in 2015 and 2016, of which more than Euro 3 million were paid to Intek in the form of fees.

    • Main data:

      • First year of full adoption of the IFRS on Investment Entities that best represents the Group's business model;

      • As at 31 December 2015, the Investments held by the Company amounted to Euro 485.1 million; equity of the holding company totalled Euro 449.2 million, compared to Euro 447.4 million in 2014.

      • The holding company reported Euro 4.0 million in profit after recognising Euro 15.3 million in net fair value gains, which is therefore non- distributable;

      • The Holding company's (which includes both Intek Group and KME Partecipazioni) Net Reclassified Financial Debt amounted to Euro 35.9 million as at 31 December 2015;

  • INTEK GROUP 2015 CONSOLIDATED FINANCIAL STATEMENTS
    • Shareholders' equity of Euro 447.5 million and a positive result of Euro 6.2 million

  • RESOLVED TO CONVENE THE ORDINARY AND EXTRAORDINARY SHAREHOLDERS' MEETING ON 30 MAY 2016 ON FIRST CALL AND 31 MAY 2016 ON SECOND CALL.
  • THE INTEK GROUP BOD RESOLVED NOT TO (COOPT) CO-OPT A NEW DIRECTOR, POSTPONING ANY DECISION UNTIL THE NEXT SHAREHOLDERS' MEETING
  • FURTHERMORE, THE INTEK GROUP'S BOD PERFORMED THE PERIODIC ASSESSMENT OF WHETHER THE INDEPENDENT DIRECTORS MEET THEIR REQUIREMENTS: THE OUTCOME WAS POSITIVE.

* * *

Milan, 29 April 2016 - The Board of Directors of Intek Group SpA, a diversified investment holding company with a dynamic approach to investing, today approved the parent's draft financial statements at 31 December 2015, the consolidated results for the year 2015, the report on corporate governance and ownership structure prepared pursuant to article 123 bis of Italy's Consolidated Law on Finance (TUF, Testo Unico sulla Finanza), and the report on remuneration prepared pursuant to article 123 ter of the TUF.

The Annual Financial Report as at 31 December 2015 as well as the reports on corporate governance and ownership structures and on remuneration will be available together with the reports of the Independent Auditors and the Board of Statutory Auditors within the terms as provided in laws and regulations at the registered office as well as on the website www.itkgroup.it and the authorised storage mechanism NIS-Storage (www.emarketstorage.com).

* * *

Main events of 2015

In particular, 2015 saw the following main activities:

  1. The reorganisation and rationalisation of the Copper Sector activities continued, this being Intek Group's main investment, with the aim of increasing to increase focus on productions with higher added value and markets with greater growth potential.

    To strengthen the implementation of these strategies even more, in June 2015 a decision was made to reorganise the governing body of the KME Group which, in order to guarantee a more effective alignment with the strategies of the parent company INTEK Group SpA, modified the Board of the German parent company, KME A.G., with the addition of Vincenzo Manes as the "Chief Strategic Officer" and the confirmation of Diva Moriani as the "Group CEO".

    In regard to these activities, we indicate here below the initiatives which took place:

  2. The concentration of the German plumbing tubes production in the Menden facility and the rationalisation of the central services of the Osnabruck headquarters, led to the dismissal of approximately 350 employees.

    Agreement with the Cupori Group, a Finnish operator in the copper tubes, for the disposal of the controlling interest in KME France S.a.s, in two phases: the first, which was completed in March 2016, refers to 49%; the second, referring to the remaining 11%, carries a put option which can be exercised by KME if certain conditions are met. The operation involved the Givet and Niederbruck facilities and also the Serravalle Scrivia copper tubes facility, these being assets which, with their consolidated sales of approximately Euro 270 million and 700 persons, generated significant losses for the KME Group.

  3. Reorganisation and resizing of the headquarters in Florence, with a reduction of approximately 15 managers.

    * * *

  4. We reiterate the conclusion of an operation in the first semester of 2015 which made it possible to optimize the debit structure of the Company, in terms of duration and the cost of funding. This transaction referred to the issue of a bond loan of a nominal amount of Euro 101.7 million, duration 2015-2020, at a fixed annual rate of 5%.

    The new obligations allowed for early redemption of the previously outstanding debt, the nominal amount of which was Euro 60.0 million, expiring in expiration 2017 and with annual fixed rate of 8%. The holders of these instruments were offered the option of exchanging their bonds against new bonds with a premium of almost three percentage points.

    This was the first issue to take place directly on the MOT, by a non-banking business, without a distributor. It closed with a notable success. The applications for the subscription of the new bonds amounted to EUR 177 million (EUR 40 million offered initially).

    * * *

  5. The I2 Capital Partners Fund, which is 19.15% held by Intek, continues to develop its own investments which provided a partial redemption amounting to Euro 3.5 million during 2015. In the initial months of 2016, a further redemption of Euro 12.6 million took place, which was connected to the Benten Srl, Isno 3 and Safim Factor investments. Further redemptions are foreseen during 2016.

    * * *

  6. Subsidiary FEB- Ernesto Breda SpA developed its assets and ended the year with a profit of Euro 6.3 million, thereby providing Intek group with profits of Euro 3.2 million.

    * * *

  7. In the first quarter of 2016, the merger by incorporation of KME Partecipazioni SpA into Intek Group SpA was resolved and approved, based on the respective financial positions of the two companies as at 30 September 2015. The transaction, which referred to a wholly owned subsidiary, was resolved and approved by the Boards of Directors in the simplified form allowed by art. 2505 of the Italian civil code and is expected to be implemented by the end of the first semester of this year.

  8. INTEK Group SpA highlights

    In the past, the Intek Group made medium-long term investments combining its entrepreneurial spirit with a solid financial structure. Its strategy aims at a flexible portfolio, with further reduced investment cycles and faster cash generations.

    In line with this strategic redefinition, please note that in evaluating the Intek Group's overall performance, it is necessary to consider not only the results for the period, but also and above all the increase in the value of the individual assets over time and their potential for creating shareholder value.

    This assessment is at the heart of the choices made by management in allocating financial resources, rewarding those sectors which appear high-performing and promising while facilitating the exit from industrial and financial segments with limited potential for value creation or an excessively long payback period.

    To maximise the value of the assets managed, the Company carefully defines business strategies and controls the subsidiaries, looks for agreements and/or partnership opportunities with third parties, sells specific assets, and manages extraordinary operations involving the subsidiaries.

    * * *

    The investment sectors of INTEK Group S.p.A. are: the traditional sector of copper, which includes the production and marketing of copper and copper-alloy semi-finished products by the German subsidiary KME AG; and the sector of financial and real estate assets, including the private equity business that is mainly carried out through the closed-end I2 Capital Partners investment fund as well as the management of receivables (tax and non-performing receivables and those arising from insolvency procedures) and real estate assets. The equity investment in ErgyCapital is included under financial and real estate assets.

    The separate financial statements and the consolidated financial statements as at 31 December 2015 are prepared as a continuation of the separate and consolidated financial statements and the financial report as at 30 June 2015, using the accounting standards applicable to investment entities. This requires fair value measurement for both the separate and consolidated financial statements, with equity investments held as investments recognised in profit and loss, of which the most significant direct equity investments FEB- Ernesto Breda SpA. 2015 has been the first financial year in which these principles were applied from 1st January.

    The key balance sheet figures of the Intek Group as at 31 December 2015, in comparison with those at 31 December 2014, can be summarised as shown below:

    Condensed separate statement of financial position

    (in thousands of Euro)

    31 Dec. 2015

    31 Dec. 2014

    Copper

    413,317

    85.20%

    393,997

    86.02%

    Financial and real estate assets

    Private Equity

    8,580

    8,288

    Non operating assets

    11,058

    4,554

    Real Estate/Others

    23,099

    27,204

    Ergy Capital/Other Services

    21,549

    20,243

    Total financial and real estate assets

    64,286

    13.25%

    60,289

    13.16%

    Other assets/liabilities

    7,493

    1.54%

    3,766

    0.82%

    Net investments

    485,096 1

    00.00%

    458,052

    100.00%

    SFP and outstanding bonds (*)

    (105,164)

    (61,962)

    Net cash from third parties

    12,294

    1,387

    Investments of liquidity in KME

    29,700

    -

    Net reclassified financial debts Intek Group

    (63,170)

    (60,575)

    Net cash available to KME Partecipazioni

    27,258

    49,933

    Holding company financial debts due to third parties

    (35,912)

    7.40%

    (10,642)

    2.32%

    Equity

    449,184

    92.60%

    447,410

    97.68%

    Notes:

    • In the statement, presented with the same method of internal operational representation, the investments are expressed net of any financial credit/debit relations in existence with Intek Group, KME Partecipazioni and Immobiliare Pictea except for a liquidity investment in KME AG of Euro 29.7 million.

    • (*) includes the interests accrued from 20 February to 31 December 2015.

    Investments

    The Net investments held by the Company amounted to Euro 485.1 million as at 31 December 2015 (Euro 458.1 million at the end of 2014), of which 85.20% were in the "copper" sector and the rest in financial and real estate assets. The increases in the copper Sector are due almost exclusively to the fair value measurement of the equity investment in KME AG. The financial and property Assets have increased mainly in the "non operating assets" sector, on the one hand due to the increase in the value of the equity investment in FEB -Ernesto Breda and on the other due to the decrease in the debit balance of Intek vis a vis FEB - Ernesto Breda.

    Equity

    The shareholders' equity of the holding company is Euro 449.2 million, compared to Euro

    447.4 million as at 31 December 2014, the positive change being due to the result achieved in 2015 which was partially offset by the negative effects of the purchase of the treasury shares against a total of Euro 2.2 million, of which Euro 1.4 million were assigned as dividends by the subsidiary KME Partecipazioni.

Intek Group S.p.A. published this content on 29 April 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 09 May 2016 08:14:05 UTC.

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