The SergeFerrari Group ensures the next steps in its development by securing its family shareholding and organizing its managerial transition


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SAINT-JEAN-DE-SOUDAIN, France – (COMMERCIAL THREAD) – Regulatory news:

The SergeFerrari Group (FR0011950682 – SEFER) (Paris: SEFER) is one of the world’s leading suppliers of innovative flexible composite materials under the Serge Ferrari and Verseidag brands and is listed on Euronext Paris – Compartment C.

The SergeFerrari Group Board of Directors met on December 8, 2021 and voted to convene the Ordinary and Extraordinary General Meetings which will be held on January 25, 2022 at 9:00 a.m. at the Company’s head office.

Continuation of generational succession

As part of the family succession plan, Sébastien Ferrari and Romain Ferrari sold 45% of their shares in Ferrari Participations, by donation to the direct descendants of Sébastien Ferrari, partly in full ownership and partly in bare ownership. This leaves Sébastien Ferrari and Romain Ferrari to retain control of the Ordinary General Meetings of Ferrari Participations: they can therefore jointly appoint the legal representative of Ferrari Participations.

It was decided to extend the composition of the existing family concert, composed of Sébastien Ferrari, Romain Ferrari, and the companies Ferrari Participations, Serge Ferrari Industries and One Team Investments, to the four children of Sébastien Ferrari, heirs of the family succession plan, and the FFH company of which they are shareholders.

Governance changes

At the initiative of its Chairman and CEO, Sébastien Ferrari, the SergeFerrari Group announces its intention to move from a single-level governance with a Board of Directors, to a two-level company with a Management Board and a Board of Directors. Monitoring.

If the shareholders approve the resolutions submitted to their vote on January 25, 2022, the Supervisory Board will be chaired by Sébastien Ferrari (Chairman) and will include as members Romain Ferrari (Vice-Chairman), Félicie Ferrari, Caroline Weber, Carole Delteil de Chilly, Bertrand Neuschwander, Bertrand Chammas and Christophe Graffin, all currently directors of the SergeFerrari Group under its current governance structure. It will also be proposed to appoint Joëlle Barreto to the Supervisory Board.

At the end of the General Meeting of January 25, 2022, subject to the approval by the shareholders of the resolutions submitted to their vote, it will be proposed to the Supervisory Board to appoint Sébastien Baril Chairman of the Management Board and Philippe Brun member of the Management Board .

The SergeFerrari Group Board of Directors has decided in favor of a split governance structure with separate Supervisory and Executive Boards from 2022. This model, which has proven its worth in many international family groups, should enable the Group to combine short-term decision-making efficiency with long-term sustainable performance in a complex and rapidly changing world.

As Chairman of the Management Board, that of Sébastien Baril, present in the company for 17 years, will aim to perpetuate the vision and values ​​instilled by the shareholders of the Ferrari family since the creation of the company almost 50 years, while continuing to implement the Group’s strategy based on its four strategic markets1 and the finalization of the integration of teams and commercial activities resulting from recent acquisitions.

The draft resolutions can be viewed in their entirety at sergeferrari.com website.

Sébastien Ferrari, Chairman and CEO of the SergeFerrari Group and Romain Ferrari Deputy CEO of the SergeFerrari Group, made the following comments: “This change in governance comes after a long reflection. We wanted to prepare for it step by step to ensure the stability and growth of the Group over the long term. Over the past few years, Sébastien Baril and Philippe Brun have amply demonstrated their attachment to our values, their leadership and their ability to transform our model to meet the multifaceted challenges of our sector. We are convinced that, drawing on their solid expertise and experience, they will be able to meet the challenges of tomorrow.

Sébastien Baril, Senior VP Strategic Projects & Integrations of the SergeFerrari Group, noted: “The confidence shown in us by Sébastien Ferrari, Romain Ferrari and the shareholder family is a great honor, but above all a great responsibility. He commits me to continue the mission of the SergeFerrari Group, to find different and innovative solutions that can provide specific responses to the challenges of environmental transition. I believe in the strength of our economic model, for which we fight every day with all of the Group’s employees.

Philippe Brun, Deputy CEO of the SergeFerrari Group, noted: “This new two-level governance system is designed to respond globally to the development challenges of the Group and facilitate its continued growth. With the reiterated confidence of family shareholders and with Sébastien Baril by my side, I will continue to make my contribution to the achievement of the Group’s development and operational excellence objectives.

Financial calendar

– Publication of 2021 annual turnover on Tuesday January 25, 2022 after market close

ABOUT THE SERGEFERRARI GROUP

Marketing its products under two brands, Serge Ferrari and Verseidag, the Serge Ferrari Group is one of the main global suppliers of composite materials for Tensioned Architecture, Modular Structures, Solar Protection and Furniture / Marine, in a market worldwide estimated by the Company at around € 6 billion. The unique characteristics of these products allow applications responding to major technical and societal challenges: energy efficient buildings, energy management, performance and durability of materials, concern for comfort and safety together, opening up of interior living spaces … Its main competitive advantage is based on the implementation of differentiating proprietary technologies and know-how. The Group has manufacturing plants in France, Switzerland, Germany, Italy and Asia. Serge Ferrari is present in 80 countries through subsidiaries, sales offices and a global network of more than 100 independent distributors.

In 2020, Serge Ferrari achieved a consolidated turnover of 195.3 million euros, of which more than 80% abroad. SergeFerrari Group shares are listed on Euronext Paris – Compartment C (ISIN: FR0011950682). SergeFerrari Group shares are eligible for PEA-PME and FCPI. www.sergeferrari.com

1 Tense architecture, modular structures, solar protection and furniture / marine

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