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NEXT RE SIIQ S.p.A. — M&A Activity 2026
Mar 20, 2026
4291_rns_2026-03-20_72315739-bf0e-4652-b5c4-c07534528542.pdf
M&A Activity
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CPI Property Group
INFORMATION PROCESSING SYSTEMS
CPI Property Group
(société anonyme)
40, rue de la Vallée
L-2661 Luxembourg
R.C.S. Luxembourg: B 102 254
Press Release – Corporate News
Luxembourg, 20 March 2026
THE DISCLOSURE, PUBLICATION OR DISTRIBUTION OF THIS COMMUNICATION IS PROHIBITED IN OR TO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER COUNTRY WHERE IT WOULD CONSTITUTE A VIOLATION OF THE RELEVANT APPLICABLE REGULATIONS
NOTICE PURSUANT TO ARTICLE 37-TER, THIRD PARAGRAPH, OF THE REGULATION
ADOPTED BY CONSOB BY RESOLUTION NO. 11971 OF 14 MAY 1999, AS
SUBSEQUENTLY AMENDED ("ISSUERS' REGULATION")
Voluntary public tender offer launched by CPI Property Group S.A. (the "Offeror") for all the listed ordinary shares of NEXT RE SIIQ S.p.A. ("Next RE" or the "Issuer")
Filing of the Offer Document with Consob
With reference to the voluntary public tender offer (the "Offer") announced by the Offeror on 2 March 2026 pursuant to Articles 102 et seq. of Legislative Decree No. 58 of 24 February 1998, as subsequently amended (the "TUF"), concerning all of the Issuer's shares, less:
(a) the 6,561,263 shares of the Issuer listed on Euronext Milan, organised and managed by Borsa Italiana S.p.A., held directly by the Offeror (representing 49.997% of the Issuer's share capital);
(b) 11,012,055 Class B shares, which, inter alia, do not carry voting rights at ordinary general meetings, are unlisted and are wholly owned by the Offeror; and
(c) the 38,205 treasury shares of the Issuer (representing approximately 0.17% of its share capital),
and, therefore, relating to a maximum of 4,413,586 listed shares of the Issuer (representing approximately 20.04% of the relevant share capital and 40.22% of the voting rights at ordinary general meetings), the Offeror has today, pursuant to Article 102, paragraph 3 of the TUF and Article 37-ter of the Issuers' Regulations, filed the offer document (the "Offer Document") with Consob.
Pending the publication of the Offer Document, please refer to the notice issued pursuant to Article 102, paragraph 1 of the TUF and Article 37 of the Issuers' Regulations, published on the Issuer's website at www.nextresiiq.it and on the Offeror's website www.cpipg.com (For Investors / Shareholder's Corner / Takeover Offers section of the website), which contains a detailed description of the key elements of the Offer.
CPI Property Group
Press release issued by CPI Property Group S.A. and distributed by NEXT RE SIIQ S.p.A. at the request of CPI Property Group S.A.
WARNING
The Offer is being promoted in Italy, as the Listed Shares are listed on Euronext Milan, organized and managed by Borsa Italiana, and is addressed, without distinction and on equal terms, to all shareholders of the Issuer.
The Offer will not be promoted or disseminated, directly or indirectly, in the United States of America, Australia, Canada, Japan, or any other country in which the Offer is not permitted without authorization from the competent local authorities or is carried out in violation of rules or regulations (the "Other Countries"), nor using international communication or trade instruments (including, by way of example, the postal network, fax, telex, e-mail, telephone, and the Internet) of the United States of America, Australia, Canada, Japan, or the Other Countries, or any facility of any financial intermediaries in the United States of America, Australia, Canada, Japan, or the Other Countries, or in any other manner.
The Offer will be made by publishing the relevant Offer Document, subject to approval by CONSOB. The Offer Document will contain a full description of the terms and conditions of the Offer, including the methods of acceptance.
Copies of the Communication, or any portion thereof, as well as copies of any document relating to the Offer (including the Offer Document), are not and shall not be sent, transmitted in any way, or otherwise distributed, directly or indirectly, in the United States of America, Australia, Canada, Japan, or the Other Countries. Anyone who receives the above documents shall not distribute, send, or mail them (either by post or by any other means or instrument of international communication or commerce) in the United States of America, Australia, Canada, Japan, or Other Countries.
The Communication, as well as any other document relating to the Offer (including the Offer Document), does not constitute and cannot be interpreted as an offer of financial instruments to persons domiciled and/or resident in the United States of America, Canada, Japan, Australia, or Other Countries. No instrument may be offered or sold in the United States of America, Australia, Canada, Japan or Other Countries without specific authorization in accordance with the applicable provisions of local law in those States or Other Countries or an exemption from those provisions.
Participation in the Offer by persons residing in countries other than Italy may be subject to specific obligations or restrictions under laws or regulations. It is the sole responsibility of the recipients of the Offer to comply with such rules and, therefore, before participating in the Offer, to verify their existence and applicability by consulting their advisors. No acceptances of the Offer resulting from solicitation activities carried out in violation of the above restrictions will be accepted.
For further information, please contact:
Investor Relations
Moritz Mayer
Manager, Capital Markets
For more on CPI Property Group, visit our website: www.cpipg.com
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CPI Property Group
Disclaimer: This communication contains certain forward-looking statements with respect to the financial condition, results of operations and business of CPIPG. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "targets", "may", "aims", "likely", "would", "could", "can have", "will" or "should" or, in each case, their negative or other variations or comparable terminology. Forward-looking statements may and often do differ materially from actual results. CPIPG's business is subject to a number of risks and uncertainties that could also cause a forward-looking statement, estimate or prediction to differ materially from those expressed or implied by the forward-looking statements contained in this communication. The information, opinions and forward-looking statements contained in this communication speak only as at its date and are subject to change without notice. As a result, undue influence should not be placed on any forward-looking statement.
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