It is hereby announced that Sisal S.p.A. (“Sisal” or the “Company”), intends to exercise the right of redemption provided for in Article 6 of Sisal’s By-laws, which provides that in the event that a single individual arrives at holding a number of privileged shares representing at least 94% of the total number of privileged shares (the “Redemption Threshold”), the Company may exercise a right of redemption of the privileged shares (the “Right of Redemption” or the “Redemption”).
It is also announced that the conditions to exercise this Right of Redemption have been met, as the shareholder Sisal Group S.p.A. declared on July 18, 2019 that it had exceeded the aforementioned Redemption Threshold, arriving at holding no. 8,596,839 privileged shares, corresponding to 95.33% of the total number of the privileged shares.
With this notice, published pursuant to and for the purposes of Article 6 of the Company's By-laws, Sisal hereby declares to the holders of privileged shares that it will exercise its Right of Redemption.
It should be noted that the Rights of Redemption will be exercised by the Company by paying a consideration, determined in accordance with the By-laws and in accordance with Article 2437-ter, paragraph 2, of the Italian Civil Code, equal to Euro 2.00 (two point zero) for each privileged share subject to the Redemption (the “Redemption Price”).
The Company intends to execute the Redemption as soon as possible. The date of execution of the Redemption (the “Redemption Date”) has therefore been scheduled for September 13th 2019.
Sisal has deposited the amount corresponding to the countervalue of the Right of Redemption in a current account in the name of the Company opened with CORDUSIO SOCIETA’ FIDUCIARIA PER AZIONI with instructions to allocate the above amount exclusively to the payment of the consideration due to the shareholders holding the privileged shares subject to the Redemption.
On the Redemption Date, the ownership of the privileged shares subject to the Redemption will be transferred to the Company, with regular dividend entitlement.
Holders of privileged shares subject to the Redemption shall request the payment of the Redemption Price against presentation of documentation proving their entitlement - a copy of their valid identity document and a copy of their tax code and any other document that may be required by the Company based on the specific situation - by registered letter with return receipt at the registered office of the Company, via Tocqueville n. 13, Milan (20154 - Italy) and indicate their contact details for requesting any additional information and the details of their current account to which they are requesting payment of the Redemption Price. As far as necessary, it is specified in this regard that the Rights of Redemption will be exercised in respect of all the privileged shares subject to the same and that, therefore, regardless of the request for payment of the Redemption Price referred to above, from the Redemption Date all the privileged shares subject to Redemption will be transferred to the ownership of Sisal S.p.A., with consequent annotation in the shareholders’ register.
This redemption notice is published on Sisal website www.sisal.com.