LISI 2012 FINANCIAL REPORT
12
1
General information regarding the company
2010
The Group returned to external growth with two major
acquisitions:
• Acquisition by LISI AUTOMOTIVE of two French sites from the
American Group, Acument Global Technologies, specializing
in the manufacture of fasteners for the automotive industry.
• Purchase by LISI MEDICAL of a site producing hip replacements
from the American Group, Stryker Corporation, a leading
global provider of medical technologies. The agreement is
accompanied by a five-year supply contract.
2011
The Group continued the movement to strengthen and build
its position in strategic markets started in 2010. The year 2011
was marked by the following transactions:
• LISI COSMETICS was deconsolidated on January 1, 2011
following the sale completed as at April 6, 2011. For the
record, the division generated a turnover of €52.8m in 2010.
• The Creuzet Group was purchased and consolidated as of
July 1, 2011. It contributed €58.9m to the sales revenue over
a six-month period.
2012
The LISI Group recorded a further increase in performance in
terms of sales revenue and profit for the year 2012, thanks
to the very significant growth of the Aerospace Division and
despite the difficulties of the Automotive Division.
On May 29
th
, LISI AUTOMOTIVE sold 100% of its holdings in its
subsidiary KNIPPING UMFORMTECHNIK GmbH to Gris Invest
SAS for an amount of €2.8 million.
Merger of Indraero Morocco and Creuzet Morocco.
6.3 Company name – Registered Office
and Legislation
Company name and head office
LISI S.A. – Le Millenium – 18 rue Albert Camus – 90008
BELFORT Cedex
Legal form of the issuer and applicable legislation
“Société Anonyme” (public limited company) governed by
French legislation.
Place and number of registration
• R.C.S.: BELFORT 536 820 269
• NAF Code: 7010 Z
6.4 Incorporation and term - Articles
of Association
Incorporation and term
The company was set up on July 1968. Its term expires on July
4, 2067, excepting early dissolution or renewal.
Purpose
According to article 2 of the by-laws, the company’s purpose is:
• The acquisition of equity interests in all types of companies,
including commercial, manufacturing, financial, securities
and property development companies;
• The manufacture, purchase and sale of all items, especially
those relating to screws, nuts and bolts, forging, lathing and
machine tooling and building;
• Where necessary, all transactions relating to the machine
industry and sale of related products;
• The direct or indirect participation in all transactions or
business matters that could have an impact on said business
purpose or which could help further the interests of the
corporation, by any means, including the creation of new
companies, subscription contribution, the purchase of shares
and rights, etc…;
• and more generally, all commercial, securities and real estate
transactions, be they directly or indirectly related to the
business purpose or likely to facilitate its expansion or growth.
Financial Year
The company’s accounting period begins on January 1 and ends
on December 31 of each year.
Specific statutory clauses
Article 17 – Distribution of earnings
• Out of the distributable profit, all amounts the Shareholders’
General Meeting shall decide to carry forward to the next
year or allocate to the creation of extraordinary, contingency,
or other funds, with or without a special allocation, shall be
withdrawn first. The remainder is distributed between the
shareholders, in proportion to the share capital held.
• Each shareholder may be granted the option of receiving
payment in cash or in shares under the terms provided for
by law, for all or part of the dividend or the advance on the
dividend distributed.
Article 15-1 to 15-5 – Shareholders’ General Meetings
• Shareholder meetings are held and deliberate in accordance
with the applicable legal provisions. They meet at the head
office or at any other location specified in the meeting notice.
