Milan, April 23, 2026 – With reference to the public partial cash tender offer (the “Offer”), launched by CIR S.p.A. (the “Offeror”or “CIR”) 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, following the press releases concerning the suspension and the re-opening of Consob’s investigation period, issued, pursuant to article 38, paragraph 1, of the Issuers’ Regulation, respectively on April 9, 2026 and on April 21, 2026, it is announced that Consob, by resolution no. 23957 of April 22, 2026, has approved, pursuant to article 102, paragraph 4, of the TUF, the Offer document (the “Offer Document”).
Acceptance period
The acceptance period agreed with Borsa Italiana S.p.A., pursuant to article 40, paragraph 2, of the Issuers’ Regulation, will start at 8:30 AM (Italian time) on April 27, 2026, and close at 5:30 PM (Italian time) on May 18, 2026 (first and last days included), unless otherwise extended.
Therefore, May 18, 2026 will be the closing date of the acceptance period of the Offer, unless extended in compliance with applicable law, and the payment date of the shares tendered to the Offer will be on the fifth stock market trading day following the closing of the acceptance period, i.e., May 25, 2026 (the “Payment Date”).
Consideration
The Offeror will pay a consideration equal to Euro 0,68 for each share tendered to the Offer.
The Offer Document will be filed with Consob and will be made available to the public for consultation at the registered office of CIR in Milan, via Ciovassino no.1, and at the premises of the intermediary appointed to coordinate the collection of acceptances, of the appointed intermediaries and on CIR’s corporate website www.cirgroup.com “Governance/Voluntary partial public tender offer for CIR’s own shares”.
The publication of the Offer Document will be promptly disclosed to the market.
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Pending the publication of the Offer Document, please refer to the notice issued pursuant to Article 102, paragraph 1, of the TUF, published on 9 March 2026 on the CIR website (www.cirgroup.it), which contains a detailed description of the main elements of the Offer.
