Report by the Board on the proposal relative to the 1st item on the agenda of the extraordinary session of the Shareholders’ meeting

  • Resignation of Prof. Francesco Giavazzi from Autogrill’s Board of Directors
  • Co-opting of Carolyn Dittmeier as new independent, non-executive Director
  • Appointment of advisors for a possible proportional, partial demerger of the Company
Wednesday, April 10, 2013 - 14:30

Milan , 10 April 2013 - Autogrill S.p.A.’s Board of Directors (Milano: AGL IM), meeting today, has acknowledged that Professor Francesco Giavazzi, an independent, non-executive Director has resigned from the Company’s Board of Directors effective as of today for personal reasons.

Autogrill Chairman Gilberto Benetton has thanked him for all he has done for the Company and for his valuable contribution throughout the entire duration of his position.

The Board of Directors then co-opted Carolyn Dittmeier as a new non-executive Director. The new Director declared she is independent under article 147-ter, paragraph 4, and article 148, paragraph 3, DL 58/98, as well as under Principle 3.C.1 of the Issuers’ Corporate Governance Code as per article 3.1 of Autogrill’s current Corporate Governance Code and article 10 of the Company’s By-Laws.

Autogrill’s Board of Directors has also confirmed its interest in keeping examining and assessing the feasibility of the industrial and corporate re-organization, designed to separate its two business sectors, Food & Beverage and Travel Retail & Duty Free. Thus the Board has appointed Merrill Lynch International, Banca IMI S.p.A. and Banco Santander SA to act as financial advisors and Bonelli Erede Pappalardo and Uría Menéndez law firms to act as legal advisors to assist the Board.

A proposal regarding a proportional, partial demerger of the Company is envisaged to be examined by the Board of Directors in May, indicatively.