The hotel company Sol Meliá held its Ordinary and Extraordinary Shareholders` Meeting in the Meliá Victoria Hotel in Palma de Majorca, Spain today, and approved all twelve points on the agenda, including a capital increase to carry out the merger with Inmotel and financial results for 1998, both of which were approved unanimously.
With the approval of the merger by the Inmotel hotel company, owner of a large number of hotels in Europe, Sol Meliá has begun a second phase in the integration process that will make it one of the largest hotel companies in the world and one of the major companies on the Spanish stock markets.
The integration of the new Sol Meliá began this year with the take-over of Meliá Inversiones Americanas (MIA), a successful operation that ended with the acquisition of 97.15% of shares in the company.
Prior to the Shareholders` Meeting, the Sol Meliá management team presented financial results for 1998.
The new fully-integrated company registered consolidated net profits of 13,337 million pesetas, an increase of 37.2% over the 9,721 million pesetas of the previous year. Cash flow reached a total of 26,295 million pesetas.
The Shareholders` Meeting registered a quorum of 53.17 %, with current shareholders representing 50.47 % and representatives another 2.70 %.
MERGER WITH INMOTEL:
The Meeting also approved the merger with Inmotel, involving the dissolution of Inmotel and its absorption by Sol Meliá along with the transfer of all of the company`s assets.
The rate of exchange of shares in Inmotel with respect to shares in Sol Meliá was also approved, being set at a level of 2.727 Sol Meliá shares equivalent to each share in Inmotel.
As a consequence of the merger and share exchange relationship, an increase in capital as a result of the issue of 17,758,310 new Sol Meliá shares each of nominal value 100 pesetas was also approved.
The capital of the new Sol Meliá after the take-over of MIA and merger with Inmotel now comprises 57,184,890 shares: of which 8,426,580 correspond to the capital increase approved for the take-over of MIA, 17,758,310 to the merger with Inmotel and the remaining 31,000,000 to the hotel management company Sol Meliá.
The newly-issued Sol Meliá shares will enjoy the same rights as those shares currently in circulation, with shareholders receiving in full any dividends distributed from the date of the subscription.
Company policy will be to distribute between 15% and 25% of annual profits, providing economic circumstances and investment objectives allow.
In compliance with current legislation, the new Sol Meliá will be officially registered in during the month of May, 1999.
On 30th. March, 1999, shares in Sol Meliá were trading at 33.4 euros, representing a 9% increase on their value at the beginning of the year, placing the Company second in the ranking of the IBEX`35 for growth in the current year.