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Unipol M&A Activity 2026

Feb 20, 2026

4405_rns_2026-02-20_384e7133-ac69-4630-a962-571f57119963.pdf

M&A Activity

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Data/Ora Ricezione : 20 Febbraio 2026 12:23:48

Oggetto : Press release Unipol - Merger by absorption of

BIM Vita S.p.A. into Unipol Assicurazioni S.p.A.

Testo del comunicato

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MERGER BY ABSORPTION OF BIM VITA S.P.A. INTO UNIPOL ASSICURAZIONI S.P.A. – PRESS RELEASE PURSUANT TO ARTICLE 70, PARAGRAPH 7, LETT. A) AND ARTICLE 84 OF CONSOB REGULATION NO. 11971/99

Bologna, 20 February 2026

Unipol Assicurazioni S.p.A. ("Unipol" or the "Company") hereby announces that, following the authorisation granted by IVASS (the Italian Insurance Supervisory Authority) for the merger by absorption of BIM Vita S.p.A ("BIM") into Unipol (the "Merger"), pursuant to and in accordance with Article 201, Legislative Decree No. 209 of 7 September 2005 and Article 23 of the ISVAP Regulation no. 14/2008, has been made available to the public at the registered office today:

    1. The Merger plan by absorption of BIM into Unipol (the "Merger Plan").
    1. The balance sheets of the last three financial years of the companies participating in the Merger.

The documents are also published on the Company's website (www.unipol.com), under the section Governance/Extraordinary-transactions/Mergers-with-subsidiaries/Merger-with-BIM, as well as on the authorised storage mechanism eMarket Storage managed by Teleborsa S.r.l. ().

The Merger Plan has been filed for registration with the relevant Companies Registers today (the "Filing Date").

Considering that Unipol directly holds, as of today, and will hold on the date of execution of the Merger deed, 100% of BIM's share capital, the Merger will take place in a simplified form in accordance with the law and the Articles of Association and, therefore, the Merger will be approved by the Board of Directors of the Company with decision recorded by public instrument, in accordance with the provisions of Article 2365, Paragraph 2 of the Italian Civil Code and Article 13 of the Articles of Association of Unipol, without prejudice to the right granted to shareholders pursuant to Article 2505, paragraph 3, of the Italian Civil Code.

Therefore, pursuant to the latter provision, Unipol shareholders representing at least five per cent of the share capital may request within eight days from the Filing Date, and therefore no later than 28 February 2026, that decision to approve the Merger be adopted by the Extraordinary Shareholders' Meeting. This request should be addressed to Unipol, by certified e-mail to [email protected] together with certification proving ownership of the shares.

Unipol Group

The Unipol Group is one of the leading insurance groups in Europe as well as being leader in Italy in the non-life insurance business (especially MV and health), with total premiums of €17.4bn that include €9.6bn in non-life income and €7.8bn in life income (2025 figures). Its approach is to offer an integrated range of insurance products and services mainly through the parent company Unipol Assicurazioni, UniSalute (the leading health insurer in Italy), Linear (direct MV insurance), Arca Vita and Arca Assicurazioni (life and non-life bancassurance through the branches of BPER, Banca Popolare di Sondrio and other banks), SIAT (transport insurance) and DDOR (insurance company operating in Serbia). It also operates in the real estate, hotel (UNA Italian Hospitality), medical-healthcare (Santagostino) and viticultural (Tenute del Cerro) sectors. The ordinary shares of Unipol Assicurazioni S.p.A. have been listed on the Italian Stock Exchange since 1990 and are also on the FTSE MIB® and MIB® ESG indexes.

Unipol Group

Media Relations Fernando Vacarini [email protected]

Investor Relations Alberto Zoia [email protected] Barabino & Partners

Massimiliano Parboni T. +39 335 8304078 [email protected] Giovanni Vantaggi T. +39 328 8317379 [email protected]

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