Milan, April 9, 2026 – In relation to the offer document filed with Consob on March 27, 2026, (the “Offer Document”) concerning the public partial cash tender offer (the “Offer”), launched by CIR S.p.A. (the “Offeror”) pursuant to articles 102 et seq. of the Legislative Decree no. 58 of February 24, 1998, as subsequently amended and integrated (“TUF”), and to article 37 of the Regulation adopted by Consob with resolution no. 11971 of 1999, as subsequently amended and integrated (the “Issuers’ Regulation”) on a maximum amount of 50,000,000 shares of the Offeror, with no par value and fully paid-up, the Offeror announces that on April 8, 2026 Consob requested certain additional information, ordering the suspension of the investigation period for the approval of the Offer Document until such additional information is provided and, in any event, for a period not exceeding 15 days from the date of suspension.
The reopening of the investigation period will be promptly disclosed to the market pursuant to article 38, paragraph 1, of the Issuers’ Regulation.
Milan, 3 April 2026 – Regarding the Annual General Meeting of the Shareholders of CIR S.p.A., to be convened in ordinary and extraordinary session on April 27, 2026, 10:00 a.m., at a single calling, it is announced that the following documentation:
The Annual Report and Financial Statements for the year ended 31 December 2025, the Report of the Board of Statutory Auditors and the Reports of the Firm of Auditors (item 1 Ordinary Part);
The Report on Corporate Governance and ownership structure as per Art. 123-bis TUF;
The Report on the proposal to authorize the purchase and disposal of treasury shares (item 2 Ordinary Part);
The Report on the remuneration policy and on compensation paid (item 3 Ordinary Part);
The Report on the proposal to revoke the resolutiona concerning the cancellation of treasury shares (item 1 Extraordinary Part);
is available at the Company headquarters (Via Ciovassino 1, Milan), on the website www.cirgroup.it (section Governance/Shareholders meetings) and on the authorized storage mechanism eMarket STORAGE.
Milan, 3 April 2026 – In relation to the appointment of the Board of Statutory Auditors of CIR S.p.A. for the years 2026-2027-2028, in view of the ordinary Annual General Meeting of the Shareholders to be held on 27 April 2026 at 10.00 a.m. at a single call, we inform that two lists of candidates have been filed:
List no. 1, filed by F.lli De Benedetti S.p.A., holder of no. 377,471,050 ordinary shares in CIR, equal to 41.21% of the share capital, consisting of the following candidates listed in numerical order:
Section 1 – Candidates for the position of Statutory Auditor (in office)
Mantegazza Francesco
Barbara Giovanni
Maria-Maddalena Gnudi
Section 2 – Candidates for the position of Alternate Auditor
Dellatorre Antonella
Rebecchini Gaetano
Pardi Marco
List no. 1, Navig S.a.s., holder of 25,000,000 ordinary shares in CIR, equal to 2.73% of the share capital, consisting of the following candidates, listed in numerical order:
Section 1 – Candidate for the position of Statutory Auditor (in office)
Cinti Gianluca
Section 2 – Candidate for the position of Alternate Auditor
Beretta Daniele
The CVs and the documentation whereby the candidates accept their nomination and certify that they meet the requirements established by law and by the Company’s By-laws, together with an information note outlining their personal and professional profiles, are available to the public as of today at the Company’s registered office (Via Ciovassino 1, Milan), on the website www.cirgroup.it and on the authorized storage mechanism eMarket STORAGE
Milan, 3 April 2026 – In relation to the appointment of the Board of Directors of CIR S.p.A., in view of the ordinary Annual General Meeting of the Shareholders to be held on 27 April 2026 at 10.00 a.m. at a single call, we inform that two lists of candidates have been filed within the deadline:
List no. 1, filed by F.lli De Benedetti S.p.A., holder of no. 377,471,050 ordinary shares in CIR, equal to 41.21% of the share capital, consisting of the following candidates, listed in numerical order:
1. De Benedetti Rodolfo
2. Mondardini Monica
3. De Benedetti Marco
4. De Benedetti Edoardo
5. Pasinelli Francesca (*)
6. Oliveri Elisabetta (*)
7. Marsilio Marta (*)
List no. 2, filed by Navig S.a.s., holder of 25,000,000 ordinary shares in CIR, equal to 2.73% of the share capital, consisting of the following candidates, listed in numerical order:
1. Nizzi Tommaso (*)
2. Zaffaroni Guglielmo (*)
(*) Candidate who has declared to have met the independence requirements set forth in Article 148, paragraph 3, as referred to in Article 147-ter, paragraph 4, of Legislative Decree No. 58 of February 24, 1998 (“TUF”) and in the Corporate Governance Code for listed companies.
The CVs and the documentation whereby the candidates accept their nomination and certify that they meet the requirements established by law and by the Company By-laws, including a statement regarding whether they meet the independence requirements, together with an information note outlining their personal and professional profiles, are available to the public as of today at the Company’s registered office (Via Ciovassino 1, Milan), on the website www.cirgroup.it and on the authorized storage mechanism eMarket STORAGE.
Milan, March 27, 2026 – With reference to the public partial cash tender offer (the “Offer”), launched by CIR S.p.A. (the “Offeror”) pursuant to articles 102 et seq. of the Legislative Decree no. 58 of February 24, 1998, as subsequently amended and integrated (“TUF”), and to article 37 of the Regulation adopted by Consob with resolution no. 11971 of 1999, as subsequently amended and integrated (the “Issuers’Regulation”) on maximum amount of 50,000,000 shares of the Offeror, with no par value and fully paid-up, it is announced that, pursuant to article 102, paragraph 3, of the TUF and to article 37-bis, paragraph 3, of the Issuers’ Regulation, on the date hereof, the Offeror filed with the Consob the offer document (the “Offer Document”).
The Offer Document shall be published upon completion of the preliminary investigation carried out by Consob pursuant to article 102, paragraph 4, of the TUF.
Pending the publication of the Offer Document, please refer to the notice pursuant to Article 102, paragraph 1, of the TUF, published on March 9, 2026 on CIR’s corporate website (www.cirgroup.it), which contains a detailed description of the essential elements of the Offer.
Milan, 25 March 2026 – Notice is hereby given that the key information document drafted pursuant to Article 130 of Consob Regulation 11971/1999 (“Issuers’ Regulation”) on the shareholders’ agreement concerning shares in Fratelli De Benedetti S.p.A. (“FDB”) and CIR S.p.A. – Compagnie Industriali Riunite (“CIR”) (the “FDB SHA“) has been updated as of 23 March 2026 for the purpose of taking into account changes concerning the financial instruments of FDB and CIR held directly and indirectly by the parties to the FDB SHA.
The key information document on the provisions contained in the FDB SHA has been published, pursuant to the above-mentioned Art. 130 of the Issuers’ Regulation, on CIR’s website at www.cirgroup.it/en/shareholders-agreements/.
Milan, 18 March 2026 – Regarding the Annual General Meeting of the Shareholders of CIR S.p.A., to be convened in ordinary and extraordinary session on April 27, 2026, 10:00 a.m., at a single calling, it is announced that the following documentation:
Report of the Board of Directors on the approval of the financial statement for the year ended 31 December 2025 and allocation of the result for the year (item 1 Ordinary Part);
Report of the Board of Directors on the approval of the remuneration policy 2026 and on compensation paid 2025 (item 3 Ordinary Part);
Report of the Board of Directors on the appointment of the Board of Directors (item 4 Ordinary Part);
Report of the Board of Directors on the appointment of the Board of Statutory Auditors (item 5 Ordinary Part);
Proposal regarding the approval of the Stock Grant Plan 2026 (item 6 Ordinary Part);
is available at the Company headquarters (Via Ciovassino 1, Milan), on the website www.cirgroup.it (section Governance/Shareholders meetings) and on the authorized storage mechanism eMarket STORAGE.
Additional documentation relating to the Annual General Meeting, as required by current regulations, will be made available to the public, in the manner and within the time limits prescribed by law.
Milan, 9 March 2026 – Following the resolution of the Board of Directors on 28 April 2025 on the continuation of the share buyback plan launched on 17 March 2025, in accordance with and in execution of the authorization granted by the Shareholders’ Meeting on 28 April 2025, CIR S.p.A. announces that between 2 and 6 march 2026 it bought back, on the Euronext Milan market, n. 915,000 shares at an average unitary price of € 0.6863, for a total amount of € 627,982.00. As of today, CIR S.p.A. is holding a total of 56,720,488 treasury shares, equal to 6.19% of its share capital. The subsidiaries of CIR do not own any shares in the Company.
Today, the Board of Directors of CIR S.p.A. has resolved to promote a partial voluntary public tender offer, concerning a maximum of 50,000,000 ordinary shares of the Company, equal to 5.458% of the share capital, at a price of € 0.68 per share and for a total consideration of € 34 million, and has simultaneously resolved to terminate the buyback program currently underway following the authorization granted by the Shareholders’ Meeting on April 28, 2025.
Milan, 9 March 2026. Pursuant to and for the purposes of Article 102, paragraph 1, of the TUF and Article 37 of the Issuers’ Regulations, CIR S.p.A. (the “Offeror” or the “Issuer” or “CIR” or the “Company“) hereby announces its decision, approved today unanimously by the Board of Directors, to launch a voluntary partial tender offer to buy, in accordance with the terms of Articles 102 and following articles of the TUF a maximum of 50,000,000 shares of CIR S.p.A., shares with no indication of par value, fully paid up (the “Shares”), listed on the Euronext Milan Market (“Euronext“) organized and managed by Borsa Italiana S.p.A. (“Borsa Italiana“), equal to 5.458% of the share capital of CIR (the “Offer“).
The Offer is addressed indiscriminately to all holders of CIR Shares and does not concern the own shares currently held by the Issuer, which are therefore excluded from the Offer.
The Offer is not conditional on reaching a minimum number of acceptances.
The Shares acquired by CIR under the Offer will be intended for the creation of a securities portfolio that may be used in the ways and within the limits established by the shareholders’ assembly authorization, subject to revocation of the resolution to cancel the shares adopted by the extraordinary assembly on 28 April 2025.
In the event of acceptances to the Offer for a total number of shares exceeding the maximum number of shares subject to the Offer itself, an allocation will be made according to the proportional method so that CIR will buy the same percentage of the Shares being offered from each shareholder taking part in the Offer as that of their original holding.
Pursuant to Article 102, paragraph 3, of the TUF, the Offeror shall, within twenty days of this announcement, transmit to Consob the Offer Document (the “Offer Document“) for publication, and reference should be made to this document for further details of the Offer. Below are the essential elements of the Offer and the purposes that it aims to achieve.
Please Download the full Press Release for further details
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