PRESS RELEASE
The Board of Directors of Sias S.p.A. met today:
APPOINTED THE NEW TOP MANAGEMENT
Prof. Stefania Bariatti resigned as Chairperson of the Company
The Board of Directors appoints Ing. Paolo Pierantoni and Ing. Umberto Tosoni respectively new Chairman
and new Chief Executive Officer and General Manager
The choice of the new managers strengthens the industrial presence at the top of the Company to implement the development of activities on the domestic and international market and responds to a progressive generational renewal with a strong enhancement of internal resources
THE ADDITIONAL PERIODIC FINANCIAL INFORMATION AS AT 30 SEPTEMBER 2018 APPROVED
Motorway concessions Italy:
o +8.10%1 motorway sector revenue (€867.4 million)
o +8.03%2 traffic on the motorway network controlled by Sias ("heavy vehicles" +13.68%, "light vehicles" +6.27%)
o Adjusted net financial indebtedness as at 30 September 2018: EUR 1,216.3 million (an improvement of EUR 178 million over 30 June 2018)
Motorway concessions Brazil3:
o -0.2%4 in revenues from the motorway sector managed by Ecorodovias (BRL 1,886 million)
o +1.7%5 traffic on the motorway network
2018 INTERIM DIVIDEND APPROVED
2018 interim dividend equal to €0.165 per share (+10% compared to the 2017 interim dividend) for a total value of approximately EUR 37.5 million approved
1 +3.51% on like-for-like basis, net of Motorway sector revenue for the period from March to September 2018, for the Piacenza-Cremona-Brescia stretch, for which the concession managed by the subsidiary Autovia Padana S.p.A. became effective on 1 March 2018.
2 -0.10% on a like-for-like basis (+2.20% heavy vehicles, -0.81% light vehicles) net of traffic for the period from March to September 2018 related to the Piacenza-Cremona-Brescia stretch, of which the concession managed by the subsidiary Autovia Padana S.p.A. became effective on 1 March 2018.
3 The group operates on the Brazilian market through its joint subsidiary Ecorodovias Intraestrutura e Logistica SA.
4 The reduction in revenues is mainly due to the effects of the tolls on "suspended axles", for contractual rebalancing and truckers' strikes.
5 +1,7 on a like-for-like basis, -1.7% considering the effects of the tolls on "suspended axles" and the truckers' strikes which affected the period from 21 May to 3 June 2018.
Tortona, 14 November 2018. The SIAS Board of Directors met today and approved the following resolutions.
APPOINTED THE NEW TOP MANAGEMENT - NEW CORPORATE BODIES
Following the resignation of the Board Members Daniela Gavio and Ferruccio Piantini (disclosed to the market on 27th September) and the resignation presented today of the Board Members Francesco Gatti and Licia Mattioli6 due to the occurrence of professional commitments, the Board of Directors of Sias co-opted four new Board Members into the person of Franco Moscetti, Frances V. Ouseley, Umberto Tosoni and Micaela Vescia. The Board of Directors also positively assessed the possession of the independence requirements pursuant to art. 3 of the Corporate Governance Code of Borsa Italiana S.p.A. and to art. 148, paragraph 3, of Legislative Decree 58/98 by the directors Franco Moscetti, Frances V. Ouseley and Micaela Vescia. The profile of the aforementioned directors is available on the company's website,www.grupposias.it, under the heading Governance/corporate bodies.
Moreover, during the session, in view of the current market context and of the Group's domestic and international development objectives, the Board of Directors positively assessed a strengthening of the Company's industrial presence to be pursued, among other things, through the assignment of an executive role to the Chairman of the Board of Directors through (i) the granting of powers to oversee the activities and processes of internal audit, risk management and risk compliance and participate in the definition of the Company's strategies and (ii) assignment of the role of "director in charge of the internal control system and risk management". However, taking into consideration that this approach would have resulted in the inability of Prof. Bariatti to maintain the role of Chairperson of the Board of Directors due to the incompatibility - provided by the regulation of the legal profession - to play a role with individual management powers, a broader reorganization of the company's top management was also considered which, enhancing the experience of the Chairperson Prof. Bariatti and the specific skills of the Chief Executive Officer Ing. Pierantoni, could encourage the start at the same time of a progressive generational renewal and an enhancement of internal resources.
With this purpose, the Board of Directors has taken note of the resignation presented by Prof. Stefania Bariatti from the office of Chairperson, thanking her for her work in carrying out her assignment, always performed with authority and professionalism, and has proceeded to appoint (i) new Chairman of the Company Ing. Paolo Pierantoni, who has consequently returned the powers of Chief Executive Officer, (ii) Prof. Stefania Bariatti and the Dr. Franco Moscetti as Deputy Chairperson of the Company and (iii) Ing. Umberto Tosoni new Chief Executive Officer and General Manager.
Ing. Tosoni, 43, has a consolidated experience within the Group for having held numerous positions including those of Chief Executive Officer of Sinelec, a technology company and he is currently Chief Executive Officer of Satap (company that manages the Torino-Milano and Torino-Piacenza stretchs), Sav (Quincinetto-Aosta stretchs), Autostrada Asti-Cuneo and Sitaf.
In thanking Ing. Pierantoni for the work carried out as Chief Executive Officer of the company for over 10 years, positioning the Company at the top of the sector, the Board of Directors wished to Ing. Pierantoni and Ing. Tosoni the best for a successful work in the interest of all stakeholders.
In order to align the Corporate Governance rules of the Company with the requirements of the Corporate Governance Code and the best market practice, the Board then resolved to assign to the Remuneration Committee the functions that the Code itself assigns to the Appointments Committee and modified the naming of the aforementioned Committee in the "Appointments and Remuneration Committee".
Finally, the Board of Directors appointed Dr. Franco Moscetti member of the Audit Risks and Sustainability Committee in place of the prof. Stefano Caselli and member of the Nomination and Remuneration Committee to replace Dr Licia Mattioli. The same Dr. Franco Moscetti has also assumed the Chairperson of the Nomination and Remuneration Committee to replace the lawyer Antonio Segni who, however, will continue to be part of the same Committee.
6 As a result of the resignation, Dr. Licia Mattioli has also ceased to be a member of the Remuneration Committee
The committees are therefore composed as follows:
Audit Risks and Sustainability Committee: Andrea Pellegrini (Chairman) Sergio De Luca
Franco Moscetti
Appointments and Remuneration Committee: Franco Moscetti (Chairman) Saskia Kunst
Antonio Segni
ADDITIONAL PERIODIC INFORMATION AS AT 30 SEPTEMBER 2018
The Board of Directors examined and approved the additional periodic financial information as at 30 September 2018.
The analysis of the main data follows.
MOTORWAY CONCESSION SECTOR - PERFORMANCE INDICATORS
Revenues
"Motorway sector" revenues in the first nine months of 2018 amounted to EUR 867.4 million (EUR 802.4 million in the first nine months of 2017), showing an increase of 8.10% (+3.51% on a like-for-like basis).
(amounts in thousands of EUR)
Net toll revenue
Rental income and other accessory revenues
Total
1.1.18-30.09.18 | 1.1.17-30.09.17 | Changes | Changes% |
843,145 | 779,103 23,314 | 64,042 970 | 8.22% 4.16% |
24,284 | |||
867,429 | 802,417 | 65,012 | 8.10% |
The increase in "net toll revenue" - equal to EUR 64 million (+8.22%) - is attributable to (i) revenues of EUR 36.3 million (+4.66%) for the period from March to September 2018 generated by the licensee Autovia Padana S.p.A., of which the concession became effective on 1 March 2018, (ii) EUR 3.6 million for the change in volumes and traffic/toll mix (+0.46%) and (iii) EUR 24.1 million (+3.10%) for the recognition of toll adjustments as from 1 January 2018.
The increase in "rental income and other accessory revenues" - equal to approximately EUR 1 million (+4.16%) - is due to revenue of EUR 0.6 million generated by the licensee Autovia Padana S.p.A. related to the period from March to September 2018 and, for the remaining part, to the new financial conditions agreed during the reallocation of some service areas.
The table below shows the net toll revenue by licensee:
Licensee
Motorway stretch
(amounts in thousands of EUR)
SATAP S.p.A.
SATAP S.p.A. SAV S.p.A. ADF S.p.A. ADF S.p.A. SALT p.A.
A4 stretch Torino - Milano A21 stretch Torino - Piacenza A5 stretch Quincinetto - Aosta A10 stretch Savona-Ventimiglia A6 stretch Torino-Savona
A12 stretch Sestri Levante-Livorno, Viareggio-Lucca and Fornola-La Spezia
SALT p.A. Asti-Cuneo S.p.A. Autovia Padana S.p.A.
A15 stretch La Spezia-Parma
A33 stretch Asti-Cuneo
A21 stretch Piacenza Cremona Brescia(*)
Total
1.1.18-30.09.18 | 1.1.17- 30.09.17 | Change | Change % |
181,761 131,506 53,116 121,757 53,569 145,305 78,127 13,962 - | 19,528 2,174 (531) 1,391 1,443 2,386 978 365 36,308 | 10.74% 1.65% -1.00% 1.14% 2.69% 1.64% 1.25% 2.61% - | |
201,289 | |||
133,680 | |||
52,585 | |||
123,148 | |||
55,012 | |||
147,691 79,105 | |||
14,327 | |||
36,308 | |||
843,145 | 779,103 | 64,042 | 8.22% |
(*) Period from 1 March to 30 September 2018
Traffic performance
Overall traffic volumes in the first nine months of 2018 increased by 8.03% compared with the same period of 2017 (-0.10% on a like-for-like basis) as shown in the tables below.
(data million vehicles/km) | 1/1/18-30/9/18 | 1/1/17-30/9/17 | Changes | ||||||
Light | Heavy | Total | Light | Heavy | Total | Light | Heavy | Total | |
Total Q1: 1/1 - 31/3 | 1,478 | 572 | 2,051 | 1,506 | 558 | 2,064 | -1.79% | 2.48% | -0.64% |
Total Q2: 1/4 - 30/6 | 1,914 | 637 | 2,551 | 1,931 | 620 | 2,552 | -0.92% | 2.69% | -0.04% |
July August September | 814 798 675 | 226 176 209 | 1,041 974 885 | 823 811 657 | 216 175 212 | 1,039 986 869 | -0.99% -1.55% 2.87% | 4.91% 0.68% -1.46% | 0.23% -1.15% 1.81% |
Total Q3: 1/7 - 30/9 | 2,288 | 612 | 2,900 | 2,291 | 603 | 2,894 | -0.08% | 1.44% | 0.24% |
Sub total 1/1 - 30/9 on a like-for-like basis | 5,680 | 1,821 | 7,501 | 5,726 | 1,782 | 7,508 | -0.81% | 2.20% | -0.10% |
Autovia Padana (as from 1 March 2018) | 406 | 205 | 610 | - | - | - | - | - | - |
Total 1/1 - 30/9 | 6,085 | 2,026 | 8,111 | 5,726 | 1,782 | 7,508 | 6.27% | 13.68% | 8.03% |
As shown in the above table, data on traffic for the first nine months of 2018 was positively affected - as from 1 March 2018 - by the concession related to the A21 Piacenza-Cremona-Brescia stretch. On a like-for-like basis with the first nine months of 2017, data on traffic reported a 2.20% increase in "heavy vehicles" and a 0.81% decrease in "light vehicles". In particular, the positive traffic performance in the third quarter nearly entirely offset the negative effects of the first two quarters of the year, when traffic data had been affected by adverse weather in winter months (with the temporary closure of some motorway stretches ordered by the local authorities) and in April and June.
The traffic performance by single Concession holder is shown below:
(data in million vehicle Km.) | 1/1/18-30/9/18 | 1/1/17-30/9/17 | Changes | ||||||
Company | Light | Heavy | Total | Light | Heavy | Total | Light | Heavy | Total |
SATAP S.p.A. - A4 Stretch | 1,269 | 438 | 1,707 | 1,258 | 423 | 1,681 | 0.88% | 3.55% | 1.55% |
SATAP S.p.A. - A21 Stretch | 1,021 | 504 | 1,525 | 1,042 | 499 | 1,541 | -1.97% | 1.09% | -0.98% |
SAV S.p.A. - A5 Stretch | 212 | 60 | 272 | 217 | 59 | 276 | -2.49% | 1.42% | -1.66% |
Autostrada dei Fiori S.p.A. - A10 Stretch | 749 | 231 | 979 | 767 | 222 | 990 | -2.45% | 3.69% | -1.07% |
Autostrada dei Fiori S.p.A. - A6 Stretch | 608 | 128 | 737 | 617 | 125 | 741 | -1.33% | 2.80% | -0.64% |
SALT p.A. - A12 Stretch | 1,205 | 285 | 1,490 | 1,215 | 283 | 1,498 | -0.82% | 0.76% | -0.52% |
SALT p.A. - A15 Stretch | 530 | 148 | 677 | 525 | 144 | 669 | 0.78% | 2.02% | 1.05% |
Autostrada Asti-Cuneo S.p.A. - A33 Stretch | 86 | 28 | 114 | 85 | 27 | 112 | 1.22% | 4.25% | 1.95% |
Sub total 1/1 - 30/9 on a like-for-like basis | 5,680 | 1,821 | 7,501 | 5,726 | 1,782 | 7,508 | -0.81% | 2.20% | -0.10% |
Autovia Padana S.p.A. (from 1 March 2018) - A21 Stretch | 406 | 205 | 610 | - | - | - | - | - | - |
Total 1/1 - 30/9 | 6,085 | 2,026 | 8,111 | 5,726 | 1,782 | 7,508 | 6.27% | 13.68% | 8.03% |
Investments in motorway assets
In the first nine months of 2018, investments in motorway assets came to approximately EUR 400 million7.
*****
Ecorodovias
As regards Ecorodovias Infraestrutura e Logística S.A., one of the largest players among Brazilian motorway operators on which the group has joint control and is listed on the Novo Mercado BOVESPA ("Ecorodovias"), the Company recorded the following results for the first nine months of 2018:
• a 1.7%8 increase in traffic volumes;
• a 0.29% reduction in motorway sector revenue (revenues amounted to BRL 1,886 million in the period under review).
On 30 October 2018, the Board of Directors of Ecorodovias resolved to distribute dividends - as from 16 November 2018 - equal in total to BRL 194.4 million, (equal to approximately EUR 46 million based on a EUR/BRL exchange rate of 4.2253 on 5 November 201810), relative to the 2017 balance (equal to BRL 35.4 million) and the 2018 interim dividend (equal to BRL 159 million).
7 Of which EUR 301 million related to the acquisition of concession for the A21 Piacenza-Cremona-Brescia stretch and EUR 98 million and investments in the motorway structure.
8 +1,7 on a like-for-like basis, -1.7% considering the effects of the tolls on "suspended axles" and the truckers' strikes which affected the period from 21 May to 3 June 2018.
9 The reduction in revenues is mainly due to the effects of the tolls on "suspended axles", for contractual rebalancing and truckers' strikes.
10 Record date
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SIAS - Società Iniziative Autostradali e Servizi S.p.A. published this content on 14 November 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 14 November 2018 13:08:18 UTC