1) Where are Amilpar’s shares traded?
2) What are Amilpar’s common shares rights?
3) How and when does Amilpar disclose its information?
4) How can I contact the investor relations area?
5) Why the Company calculates Adjusted EBITDA?
1) Where are Amilpar’s shares traded?
The Company’s shares are listed for trading in the BM&FBovespa under the symbol “ AMIL3 ”. Amilpar has entered into an agreement with the BM&FBovespa to list its shares in the “Novo Mercado” the highest level of the differentiated corporate governance practices.
2) What are Amilpar’s common shares rights?
Each common share entitles its owner to one vote in Amilpar general and special shareholders’ meetings. According to the agreement with BM&FBovespa for listing the Company’s shares in the Novo Mercado, Amilpar cannot issue shares without voting rights or with restricted voting rights. Moreover, as determined in the Company’s by-laws and the Brazilian Corporate Law, Amilpar’s shareholders have the right to receive dividends and other distributions made in connection with the Company’s common shares in proportion to their ownership interest in the Company’s share capital.
Holders of Amilpar common shares are entitled to be included in a public tender offer in the case that a controlling stake in the Company is sold and the minimum price to be offered for each share is 100.0% of the price paid per share of the controlling stake.
In event of Amilpar dissolution, the Company’s shareholders have the right to receive payments proportional to their ownership interest in Amilpar share capital, after the settlement of all the Company’s obligations. Owners of Amilpar common shares have the right to participate in the Company’s share capital increases, in proportion to their ownership interest in Amilpar share capital, but are not obligated to subscribe to new shares in future share capital increases.
According to the Brazilian Corporate Law, neither Amilpar by-laws nor actions taken at a shareholders’ meeting may deprive a shareholder of the following rights:
- the right to participate in the distribution of profits;
- the right to participate, in proportion to ownership interest in Amilpar share capital, in the distribution of any residual assets in the event of the Company’s dissolution;
- the right to preemptive rights in relation to the subscription of shares, convertible debentures or subscription bonuses, except in the circumstances described in the Brazilian Corporate Law;
- the right to inspect, in the manner set forth in the Brazilian Corporate Law, the management of corporate business; and
- the right to sell their shares in the circumstances defined by the Brazilian Corporate Law.
3) How and when does Amilpar disclose its information?
All Amilpar material facts, earnings results and other notices to the market are published simultaneously at CVM/BM&FBovespa and at the investor relations area of the Company’s website (www.amilpar.com.br), and sent later by email to people registered in our mailing list. To receive information by e-mail please register here.
Complete financial statements are published annually on the newspapers “Jornal do Comércio do Rio de Janeiro” and “Diário Oficial do Estado do Rio de Janeiro”. Quarterly financial statements, press releases, presentations, material facts and notices to shareholders are available in the investor relations area of Amilpar’s website (www.amilpar.com.br). Other information about the Company also may be obtained on the website of Securities, Commodities and Futures Exchange (www.bmfbovespa.com.br) and at the Securities and Exchange Commission of Brazil - CVM (www.cvm.gov.br/ingl/indexing.asp).
4) How can I contact the Investor Relations Area?
Amil Participações S.A.
Avenida das Américas, nº 4.200, Bloco 3 - Ed. São Paulo
Rio de Janeiro - Brazil - Postal code 22640-907
Phone: +55 (21) 3805-1155
Fax: +55 (21) 3805-1222
www.amilpar.com.br/ir
Erwin Kleuser
Investor Relations Officer
Roger Nickhorn
Investor Relations Manager
E-mail: invest@amil.com.br
5) Why the Company calculates Adjusted EBITDA?
Adjusted EBITDA corresponds to EBITDA plus related nonrecurring expenses, primarily: (i) professional fees in connection with past acquisitions; (ii) costs relates to the acquisition of companies; and (iii) tax installments that affected the net income of this period.
EBITDA and adjusted EBITDA are not IFRS measurements and do not represent the cash flow for the periods indicated. EBITDA and adjusted EBITDA are standardized measures and Amilpar definition of EBITDA and adjusted EBITDA may not be comparable to those of other companies.
