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REPLY: Shareholders’ Meeting approves the 2019 Financial Statements

The General Shareholders’ meeting of Reply S.p.A. [MTA, STAR: REY] today approved the Financial Statements for the financial year 2019, confirming the distribution of a gross dividend of €0.52 per share.

The dividend will be paid on 6 May 2020, with dividend date set on 4 May 2020 and record date on 5 May 2020.

Financial Statements of the 2019 financial year

The Reply Group closed the 2019 financial year with a consolidated turnover of €1,182.5 million, recording a 14.2% increase compared to €1,035.8 million for the financial year 2018).

Consolidated EBITDA amounted to €191.3 million, with an increase of 32.1% compared to €144.8 million in 2018. Consolidated EBITDA - excluding the effects of the application of IFRS 16 - would have been €167.4 million.

Consolidated EBIT was €155.3 million, which is an increase of 17.3% compared to €132.4 million at December 2018). EBIT, excluding the effects of the application of IFRS 16, would have been €154.7 million.

The Group net profit was at €113.9 million, an increase of 14.0% relative to the €99.9 million recorded in 2018.
The value excluding the effects of the application of IFRS 16 would have been equal to €115.4 million.

The Shareholders’ Meeting also approved, in accordance with the proposal of the Board of Directors, the following resolutions:

Resolutions in relation to the purchase and/or sale of treasury shares

The Shareholders’ Meeting approved a new program for the purchase of treasury shares, while withdrawing the current one ratified in the Shareholders’ Meeting of 19 April 2019: the main objective of this plan is the purchase of shares to implement the stock incentive plans, transactions aimed at the acquisition of equity investments, extraordinary financial transactions and/or the closing of agreements with strategic partners.

The authorization has a duration of 18 months from the date of the resolution, for a maximum of 7,478,256 ordinary shares (equal to 19.9892% of the current share capital) with a nominal value of €0.13 each for a maximum nominal value of €972,173.28, within the limit of a maximum financial commitment of €200,000,000. The purchase price cannot be lower than the nominal value (currently €0.13) and higher than the official price of the exchanges recorded on the MTA market the day before the purchase, increased by 20%.

Approval of the Report on the policy regarding remuneration and fees paid

The Shareholders’ Meeting also approved both the first and the second sections of the report on the remuneration policy and fees paid drafted pursuant to Art. 123-ter of the Legislative Decree. No. 58/1998

Resolution to reset the annual remuneration of the non-executive members of the Board of Directors

Resolution to reset the annual remuneration of the members of the Board of Statutory Auditors

Revision of the Statutory Rules on increased voting rights pursuant to art. 127-quinquies of the TUF

The manager in charge of drafting the company's financial reports, Dr Giuseppe Veneziano, declares in accordance with Paragraph 2 of Article 154-bis of the Consolidated Finance Act, that the accounting information contained in this press release corresponds to the company's records, ledgers and accounting records.

Reply

Reply [MTA, STAR: REY] specialises in the design and implementation of solutions based on new communication channels and digital media. Reply is a network of highly specialised companies supporting key European industrial groups operating in the telecom and media, industry and services, banking, insurance and public administration sectors in the definition and development of business models enabled for the new paradigms of big data, cloud computing, digital media and the Internet of Things. Reply services include: Consulting, System Integration and Digital Services. www.reply.com

This press release is a translation, the Italian version will prevail.

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