Rome, 24 Jun 2021 19:00
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 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
Tel. +39 06 5958 4716
Mail: investor.relations@posteitaliane.it
Media Relations
Tel. +39 06 5958 2097
Mail: ufficiostampa@posteitaliane.it
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
Tel. +39 06 5958 4716
Mail: investor.relations@posteitaliane.it
Media Relations
Tel. +39 06 5958 2097
Mail: ufficiostampa@posteitaliane.it
