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Italgas

Related Party Transaction Apr 15, 2025

4178_rpt_2025-04-15_760e982b-e42f-418c-aa2a-bb902cff3dfa.pdf

Related Party Transaction

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Informazione
Regolamentata n.
0167-58-2025
Data/Ora Inizio Diffusione
15 Aprile 2025 18:17:47
Euronext Milan
Societa' : ITALGAS
Identificativo Informazione
Regolamentata
: 204212
Utenza - referente : ITALGASN06 - Scaglia Anna Maria
Tipologia : 3.1
Data/Ora Ricezione : 15 Aprile 2025 18:17:47
Data/Ora Inizio Diffusione : 15 Aprile 2025 18:17:47
Oggetto : Extract on Italgas S.p.A. Shareholders'
Agreement
Testo
del
comunicato

Vedi allegato

Extract of the Shareholders' Amendment Agreement pursuant to Article 122 of Legislative Decree No. 58 of 24 February 1998 ("CLF") and Articles 129 and 131 of the Regulation adopted following CONSOB Resolution No. 11971 of 14 May 1999 as subsequently amended and integrated ("Issuers' Regulations")

ITALGAS S.p.A.

Reference is made to the shareholders' agreement entered into on 20 October 2016 between Snam S.p.A. ("Snam") and CDP Reti S.p.A. ("CDP Reti" and, jointly with Snam, the "Parties" and each one a "Party") as subsequently renewed automatically on 7 November 2019 and 7 November 2022,(the "Shareholders' Agreement") and amended by a first amendment agreement on 21 March 2023 (the "First Amendment Agreement"), aimed, inter alia, at regulating the exercise of voting rights in the shareholders' meeting of Italgas S.p.A. ("Italgas" or the "Company" or the "Issuer"), the appointment of the Company's board of directors and the restrictions on the transfer of Snam's shareholding to the share capital of Italgas, including - amongst others - the option rights relating to the Italgas shares (the "Snam Shareholding").

Shareholder Situation as at the date of this extract
No. of Italgas
shares
% of Italgas share
capital with voting
rights
% of Italgas shares
assigned
to
the
Shareholders'
Agreement
CDP Reti 210,738,424 25.961% 65.86%
Snam 109,233,293 13.456% 34.14%
Total 319,971,717 39.417% 100%

On 14 April 2025, the Parties signed a second amendment agreement to the Shareholders' Agreement (the "Second Amendment Agreement") by which - amongst others - changes were made to certain provisions concerning the transfer of part of the Snam Shareholding.

The provisions contained in the Shareholders' Agreement, as amended by the Second Amendment Agreement, are relevant pursuant to Article 122 of the CLF. The updated essential information concerning the Shareholders' Agreement as supplemented and amended pursuant to the Second Amending Agreement is published on the Company's website, which can be found at www.italgas.it, pursuant to Articles 130 and 131 of the Issuers' Regulations.

15 April 2025

Numero di Pagine: 3

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