Poste Italiane — M&A Activity 2021

Jun 24, 2021

Informazione Regolamentata n. 1130-39-2021		Data/Ora Ricezione 24 Giugno 2021 18:49:05	MTA
Societa'	:	POSTE ITALIANE
Identificativo Informazione Regolamentata	:	149158
Nome utilizzatore	:	POSTEN03 - Fabio Ciammaglichella
Tipologia	:	REGEM
Data/Ora Ricezione	:	24 Giugno 2021 18:49:05
Data/Ora Inizio Diffusione presunta	:	24 Giugno 2021 18:49:07
Oggetto	:	Poste Italiane: BoD resolves the reoragnisation of the Nexive group
Testo del comunicato

Vedi allegato.

POSTE ITALIANE: THE BOARD OF DIRECTORS RESOLVES THE SHAREHOLDING OPERATION OF NEXIVE GROUP S.R.L. WITHIN THE GROUP

Rome, 24 June 2021 – The Board of Directors of Poste Italiane S.p.A. ("Poste Italiane") has approved today, under the chairmanship of Maria Bianca Farina, the reorganization, within the Poste Italiane Group, of the companies Nexive Group S.r.l. ("Nexive Group"), Nexive Servizi S.r.l. ("Nexive Servizi") and Nexive Network S.r.l. ("Nexive Network"), all wholly owned, directly or indirectly, by Poste Italiane itself.

The operation – already disclosed to the market by the press release of 12 May 2021 – is divided into the following distinct phases:

• the merger by incorporation of Nexive Group and Nexive Servizi into Poste Italiane;
• the partial demerger from Nexive Network (i) in favor of Poste Italiane, with regard to the business unit relating to mail delivery, which include the shareholding equal to 75% of the share capital of Nexive Scarl, and (ii) in favor of Postel SpA ("Postel"), also wholly and directly controlled by Poste Italiane, with regard to the business unit relating to printing activities.

The resolution was passed by the Board of Directors and not by the Shareholders' Meeting (as these are partial demergers and simplified mergers by incorporation, being conducted with wholly owned subsidiaries, as specified above) pursuant to the art. 20.2 of the Articles of Association and art. 2505, paragraph 1, and art. 2506-quater, paragraph 5, of the Italian Civil Code.

The partial demerger and merger by incorporation operations have also been approved today, to the extent of their respective competence, also by the extraordinary Shareholders' Meetings of Postel, Nexive Group, Nexive Servizi and Nexive Network; once the legal terms have elapsed, the relevant terms of demerger and merger will then be signed.

The minutes of the resolution passed today by the Board of Directors of Poste Italiane will be made available to the public within the terms and conditions prescribed by the law. For further details on the transaction, please refer to the demerger and merger plans (approved by the same Board on 11 May 2021) and to the additional documentation already available on the Company's website.

For more information:

Investor Relations Media Relations Tel. +39 06 5958 4716 Tel. +39 06 5958 2097 Mail: investor.relations@posteitaliane.it Mail: ufficiostampa@posteitaliane.it