Milan, March 18 2019 – CIR–Compagnie Industriali Riunite S.p.A. announces that the Information Document on Transactions of Greater Importance with Related Parties, prepared to illustrate the merger by incorporation of CIR S.p.A. into COFIDE S.p.A. approved by the Board of Directors at the meeting held on March 11 2019, is available to the public at the Company’s temporary headquarters in Milan, Via Privata Nervesa 21, on the authorized storage mechanism eMarket STORAGE (www.emarketstorage.com) and on the Company’s website www.cirgroup.com in the Governance section.
The Document was prepared in accordance with the terms of Art. 5 of the Regulation approved by Consob with Resolution no. 17221 of March 12 2010 its subsequent amendments and additions, and also with the terms of the Discipline for Transactions with Related Parties adopted by CIR S.p.A.. It also contains the Merger Plan, the Opinion of the Committee for Related-Party Transactions of CIR, the fairness opinion given by the independent financial advisor and the declaration made by the Executive responsible for the preparation of the company’s financial statements.
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The documentation and information contained in this area of the website are accessible only to persons who are not currently domiciled or located in the United States of America, Australia, Canada, Japan, or in any other jurisdiction other than Italy in which it is required an authorization by the competent regulatory authorities or other fulfillments (such Countries, included the United States of America, Australia, Canada, Japan, jointly the “Other Countries”).
The document and information contained in this area of the website are not, and must not be sent, or in any other way transmitted to or distributed to, directly or indirectly, in the United States of America, Australia, Canada, Japan or any Other Countries.
The documentation and information contained in this area of the website are not, and must not be sent by, or transmitted to or distributed to, directly or indirectly, persons resident or physically present in the United States of America, Australia, Canada, Japan, and do not constitute and cannot be interpreted as an offer to purchase or a solicitation of an offer to sell financial instruments addressed to U.S. Persons - as defined under the U.S. Securities Act of 1933, as amended, or to persons resident in Other Countries. The shares of COFIDE – Gruppo De Benedetti S.p.A. – which will change its company name to “CIR S.p.A. – Compagnie Industriali Riunite” on the effective date of the merger by incorporation with CIR S.p.A. – Compagnie Industriali Riunite - referred to in this area of the website have not been and will not be registered under the U.S. Securities Act of 1933, and may not be offered or sold in the United States of America absent registration or an applicable exemption from registration thereunder.
In order to access the information and documents contained in this area of the website I declare under my personal liability: not to be currently a U.S. Person, and not to find me at present in or not to be resident in the United States of America, Australia, Canada, Japan, or in any Other Country, and I have fully understood and accepted the limitations reported above.