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Mare Engineering Group — AGM Information 2025
Aug 11, 2025
6591_rns_2025-08-11_c80aa17a-a0d0-46ab-abfb-1b5f11167b05.pdf
AGM Information
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MARE GROUP, LARGEST SHAREHOLDER OF ELES, REQUESTS SHAREHOLDERS' MEETING TO EXPAND THE BOARD OF DIRECTORS
Salerno, August 11, 2025
Mare Group S.p.A. (ticker MARE.MI), an engineering company listed on Euronext Growth Milan and active in Italy and abroad in innovation through enabling technologies ("Mare Group"), announces that today it has submitted to Eles Semiconductor Equipment S.p.A. ("Eles"), in which it holds a share of the share capital exceeding 29%, a request to convene the ordinary shareholders' meeting of Eles pursuant to Article 2367 of the Italian Civil Code to discuss and resolve on the following item on the agenda:
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- Increase in the number of members of the Board of Directors from 6 (six) to 9 (nine).
- 1.1. Redefinition of the number of members of the Board of Directors;
- 1.2. Appointment of three directors;
- 1.3. Determination of their term of office;
- 1.4. Determination of remuneration.
The proposal is based on the results of the Public Exchange and Purchase Offer (OPAS) promoted by Mare Group, which has significantly changed Eles' shareholder structure. In less than two months, Mare Group has become Eles' largest single shareholder. The market's response, clearly reflected in the level of acceptance of the OPAS, confirms the opportunity for a prompt update of Eles' governance to ensure balanced representation of the various components of the shareholder base.
The proposal also aims to foster and encourage dialogue within the Board of Directors, promoting a strategic relaunch of Eles' business in the changed international context, also in light of the latest financial results disclosed by Eles to the market.
Additionally, there is the opportunity to address certain information issues that have arisen, including following Eles' corrective communication of August 8, which contained inaccuracies and omissions, as confirmed by Eles itself after Mare Group's report.
With the goal of enabling potential synergies in a framework of full transparency, the request is consistent with the aggregation path successfully pursued by Mare Group for the creation of an Italian engineering and technology hub.
Mare Group is ready to contribute to this growth path and intends to propose the following candidates:
- Franco Raddi, chartered accountant and statutory auditor, strategic consultant to Mare Group through Zephiro Investments. He has over 30 years of experience in corporate finance, extraordinary transactions, and corporate governance, holding positions in listed companies and managing transactions in the industrial, energy, transport, and manufacturing sectors.
- Domenico Soriano, engineer and Chief Technology Officer of Mare Group, with over 25 years of experience in digital innovation and specific expertise in artificial intelligence, machine learning, and digital transformation.
- Luigi Di Palma, PhD, current General Manager of Mare Group, with extensive experience in the aerospace, defense, and digital technology sectors, former member of the Governing Board of Clean Sky 2 and expert evaluator for the European Commission in Horizon Europe programs.
This press release is available on the Company's website https://www.maregroup.it/investor-relations and on the authorized system for the dissemination and storage of regulated information at https:///.
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About the Company
Founded in 2001, Mare Group is an engineering company listed on Euronext Growth Milan with a model based on proprietary technology platforms. With more than 2,000 clients, a team of over 500 people, and 25 operational and commercial offices in 5 countries, Mare Group is a key player in the innovation ecosystem. Significant investments in R&D and the 16 acquisitions completed since 2019, followed by subsequent mergers, demonstrate the Group's strong ability to integrate complementary resources and technologies to expand its product portfolio and increase its market presence.
Contact Info
Issuer: Mare Group S.p.A. Gennaro Tesone (Investor Relations Manager)
Via Ex Aeroporto SNC, 80038 Pomigliano d'Arco T. +39 081 803 6677 – E-mail [email protected]
Euronext Growth Advisor: illimity Bank S.p.A. Via Soperga 9, 20124 Milano T. +39 0282849699 – E-mail [email protected] Investor & Media Relations Advisor: IRTOP Consulting Via Bigli, 19 - 20121 Milano T. +39 0245473883 – E-mail [email protected] (investors) – [email protected] (media)
Specialist: MIT SIM S.p.A. Corso Venezia 16, 20121 Milano T. +39 0230561270 – E-mail [email protected]