Cembre (a STAR listed company): The Shareholders Meeting approved the 2013 Financial Statements and the distribution of a €0.26 dividend per share


  • Consolidated sales grow by 7.2% in the 1st Quarter of 2014
  • The consolidated net financial position at March 31, 2014 amounted to a surplus of €4.4 million
  • Section I of the Report on Remuneration was approved
  • An increase of the overall compensation of the Board of Directors was approved
  • The extension and revision of the appointment for the auditing of the Company’s accounts was approved

Brescia, April 23, 2014 – The Ordinary Shareholders’ Meeting of Cembre S.p.A. – a STAR segment listed company and one of the largest European producers of electrical connectors and tools for their installation – held today at 9:30am and chaired by Giovanni Rosani, approved the Statutory Accounts of Cembre S.p.A. at December 31, 2013 and the proposed allocation of net profit, resolving the distribution of a €0.26 dividend per share (up from the €0.16 dividend distributed for 2012).

The ex-dividend date is May 19, 2014, the date at which dividends are recorded as payable is May 21, 2014, while dividends will be paid out from May 22, 2014.

Parent company Cembre S.p.A. closed 2013 reporting sales of €78.1 million, down 1.7% on 2012. Operating profit declined by 17.2% from €12.5 million in 2012 to €10.3 million in 2013. Net profit of the parent company for 2013 amounted to €8.7 million, as compared with €9.9 million, down 12.5%, on the previous year. In 2013 the parent company received €2.5 million in dividends from foreign subsidiaries. Figures for 2012 were restated for comparative purposes to keep into account changes to accounting principle IAS 19 and to include figures for subsidiary General Marking, merged with the parent company effective January 1, 2013.

The 2013 Consolidated Financial Statements, whose highlights are shown below, were presented to the Shareholders’ Meeting.











Consolidated sales






Consolidated gross operating profit






Consolidated operating profit






Consolidated pre-tax profit






Consolidated net profit






Consolidated net financial position







In 2013, consolidated revenues amounted to €104.5 million, up 0.6% from €103.9 million in 2012.

Consolidated operating profit (Ebit) for 2013 amounted to €15.8 million, representing a 15.1% margin on sales, down 3.8% on €16.5 million in 2012, when it represented a 15.8% margin on sales.
Consolidated profit before taxes for 2013 amounted to €15.6 million, representing a 14.9% margin on sales, down on €16.2  million in 2012, when it represented a 15.6% margin on sales.
Consolidated net profit for the year amounted to €10.5 million, representing a 10% margin on sales, down 8.7% on 2012, when it amounted to €11.5 million and represented an 11.1% margin on sales.
The net financial position improved from a surplus of 0.6 million at December 31, 2012 to a surplus of €5.9 million at the end of December 2013, benefiting from lower capital expenditure made in the year, declining from €13.2 million in 2012 to €7.4 million in 2013.

“Cembre closed the 1st Quarter of 2014 reporting a 7.2% increase in consolidated turnover. Sales grew in fact both domestically and abroad. The Group has a solid net financial position amounting at March 31, 2014 to a surplus of €4.4 million” commented Cembre’s Managing Director, Giovanni Rosani.

Approval of Section I of the Report on Remuneration
The Extraordinary Shareholders’ Meeting approved, with a non-binding vote, Section I of the Report on Remuneration prepared pursuant to article 123-ter of Legislative Decree no.58/1998 and 84-quater of Consob Regulation no. 11971/1999, and in compliance with Attachment 3A, Tables 7-bis and 7-ter of the same Regulation.

Approval of the revision of the overall compensation of the Board of Directors
The Shareholders’ Meeting resolved to increase the total annual compensation of the Board of Directors by €50,000 (from €459,000 to €509,000) for financial year 2014 to allow the Board of Directors to introduce a medium- and long-term incentive plan for 2014 for Executive Directors invested with particular tasks, as provided by the Remuneration Policy adopted by the Company.

Approval of the revision and extension of the appointment for the auditing of the Company’s accounts
The Shareholders’ Meeting resolved, upon proposal of the Board of Statutory Auditors, to extend the appointment for the auditing of the Company’s accounts of Independent Auditors PricewaterhouseCoopers S.p.A. for financial years 2013-2017, with a consequent €3,000 increase in the compensation of the same.

For further information on the above resolutions please consult the related reports issued by the Board of Directors and the minutes of the Shareholders’ Meeting that will be published pursuant to the Law at the Company’s Registered Office and on the Investor Relations-Meetings section in the www.cembre.com site.

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Cembre designs, manufactures and distributes electrical connectors and cable accessories. It enjoys a leadership position in Italy and significant market shares in the rest of Europe. It is also the world's largest producer of connector installation tools (mechanical, pneumatic and hydraulic) and tools for cable shearing. The products it has developed for connection to the rail and for other railway applications are used by major companies in the sector round the world.
Cembre owes its success to an insistence on innovative, high-quality products, a broad and thorough collection, and an extensive distribution network both in Italy and abroad.
Established in Brescia in 1969, the Cembre Group is now a full-fledged international force. Along with the parent company in Brescia it has seven subsidiaries: five trading companies (in Germany, France, Spain, the United States and Norway) and one manufacturing and trading subsidiary (Cembre Ltd. in Birmingham, U.K.), for a total workforce of 617 as of March 31, 2014. Since 1990 its products have been certified by Lloyd's Register Quality Assurance for the design and production of accessories for cables, electrical connectors and tools for their installation. In 2008 Cembre obtained an environmental audit certification.
Cembre has been listed on the Italian Stock Exchange since December 15, 1997, and on the STAR section since September 24, 2001.

Ferruccio Peroni (Ferruccio Peroni Comunicazione) Mob. +39 335 6974871 f.peroni@peronicomunicazione.it
Claudio Bornati (Cembre S.p.A.) +39 030 36921    BornatiC@cembre.com

For further information please visit the Investor Relation section in the www.cembre.com site.

The manager responsible for preparing the Company’s financial reports, Claudio Bornati, declares, pursuant to paragraph 2 of Article 154 bis of the Consolidated Law on Finance, that the accounting information contained in this press release corresponds to the document results, books and accounting records.

Consolidated Financial Statements and statutory accounts of parent company Cembre SpA at December 31, 2013 are enclosed.

In the present press release use is made of certain alternative performance indicators that are not envisaged in IFRS-EU accounting principles, and whose significance and content are illustrated below, in line with the CESR/05-178b recommendation published on November 3, 2005:

Gross operating profit (EBITDA): defined as the difference between sales revenues and costs for materials, of services received, and the net balance of operating income and charges. It represents the profit before depreciation, amortization and write-downs, cash flow from financial activities and taxes.

Operating profit (EBIT): defined as the difference between Gross operating profit and the value of depreciation, amortization and write-downs. It represents the profit achieved before financial activities and taxes.

Net financial position: represents the algebraic sum of cash and cash equivalents, financial receivables and current and non-current financial debt.

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Cembre Via Serenissima, 9 - 25135 Brescia - ITALY
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CAPITALE SOCIALE: € 8.840.000 i.v.