Informazione
Regolamentata n.
1130-106-2026Data/Ora Inizio Diffusione 8 Luglio 2026 18:05:09Euronext Milan
Societa' :POSTE ITALIANE
Utenza - referente :POSTEN03 - Ciammaglichella Fabio
Tipologia :REGEM
Data/Ora Ricezione :8 Luglio 2026 18:05:09 Data/Ora Inizio Diffusione :8 Luglio 2026 18:05:09 Oggetto :Poste Italiane: notice pursuant to Article 84 of the Issuers’ Regulation Testo del comunicato
Vedi allegato
THIS DOCUMENT MUST NOT BE DISCLOSED, PUBLISHED OR DISTRIBUTED, IN WHOLE OR
IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA,
CANADA, JAPAN OR ANY COUNTRY WHERE ITS DISCLOSURE, PUBLICATION OR
DISTRIBUTION WOULD CONSTITUTE A VIOLAT ION OF THE APPLICABLE LAWS OR
REGULATIONS IN SUCH JURISDICTION
VOLUNTARY TOTALITARIAN PUBLIC AND EXCHANGE OFFER
LAUNCHED BY POSTE ITALIANE S.P.A. ON ALL THE ORDINARY
SHARES OF TELECOM ITALIA S.P.A.
* * * * * *
PRESS RELEASE
Notice pursuant to Article 84 of the Issuers ’ Regulation (adopted by Consob with resolution No. 11971 of 14 May 1999, as subsequently amended, the “Issuers’ Regulation ”)
SHARE CAPITAL INCREASE RESERVED TO THE VOLUNTARY
TOTALITARIAN PUBLIC AND EXCHANGE OFFER LAUNCHED BY
POSTE ITALIANE S.P.A. ON ALL THE ORDINARY SHARES OF
TELECOM ITALIA S.P.A.
Rome, 8 July 2026 – Poste Italiane S.p.A. ( “Poste” or the “Company ”), following the press release of 7 July 2026, hereby announces that, on the date hereof, the minutes of the Board of Directors of the Company, held on 7 July 2026, have been registered with the Companies ’ Register of Rome. During such meeting the Board of Directors , in execution of the delegation granted by the Shareholders ’ Meeting, in extraordinary session, of Poste of 18 June 2026 (whose minutes have been registered with the Companies ’ Register on 25 June 2026 ), resolved upon the paid -in share capital increase, with the exclusion of the option right, pursuant to Article 2441, paragraph 4, first sentence, of the Italian Civil Code , to be paid up through contribution in kind to serve the voluntary totalita rian public and exchange offer launched by Poste, pursuant to and for the purposes of Articles 102 and 106, paragraph 4, of the Italian Legislative Decree 58/98, on all the shares of Telecom Italia S.p.A. ( “TIM” or the “Issuer”).
The Board of Directors of Poste , as indicated in the explanatory report of the Board of Directors of Poste, prepared pursuant to Article 2441, paragraph 6, of the Italian Civil Code , and Article 70, paragraph 7, lett. a), of the Issuers ’ Regulation, for the purposes of the valuation of the shares of TIM subject to contribution in kind, availed itself of the provisions of Article 2343 -ter, paragraph 2, lett. b), of the Italian Civil Code . To this end, on 19 May 2026, the independent expert (jointly identified as PricewaterhouseCoopers Business Services S.r.l. and Prof. Eugenio Pinto) issued its appraisal report on the shares of TIM ,
which was made available to the public in advance of the Shareholders ’ Meeting, in extraordinary session, of Poste of 18 June 2026.
Within thirty days as of today, Poste’s shareholders who represent , and who represented at the date of the resolution, at least one -twentieth of the share capital, in the amount prior to the capital increase, may exercise their rights pursuant to Article 2443, paragraph 4, of the Italian Civil Code.
It is specified that the share capital of Poste, prior to the capital increase, is equal to Euro 1,306,110,000.00 , fully paid -up, and divided into No. 1,306,110,000 ordinary shares without nominal value.
The relevant shareholders ’ request, together with the certification proving ownership of the shareholding, shall be transmitted to the e -mail address affari.societari@pec.posteitaliane.it .
Pursuant to applicable laws, the updated By -Laws of Poste are available to the public at the registered office of Poste, on the authorised storage system “eMarket STORAGE ” (www.emarketstorage.it ), and on the website of the Company.
For further information:
Poste Italiane S.p.A. Investor Relations Poste Italiane S.p.A. Media Relations Tel. +39 06 5958 4716 Tel. +39 06 5958 2097 E-mail: investor.relations@posteitaliane.it E-mail: ufficiostampa@posteitaliane.it
THE INFORMATION PROVIDED IN THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO
SELL ANY SECURITIES OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES IN THE
UNITED STATES OF AMERICA, OR IN ANY OTHER COUNTRY IN WHICH SUCH AN OFFER OR
SOLICITATION IS NOT AUTHORI ZED OR TO ANY PERSON TO WHOM IT IS NOT LAWFUL TO
MAKE SUCH AN OFFER OR SOLICITATION.
Securities cannot be offered or sold in the United States of America unless they have been registered pursuant to the United States Securities Act of 1933, as subsequently amended (the “U.S.
Securities Act ”) or in reliance on an exemption from the registration requirements of the U.S.
Securities Act. The securities offered in the context of the transaction described in this document will not be registered pursuant to the U.S. Securities Act, or the securitie s laws of any state or other jurisdiction of the United States of America .
Fine Comunicato n.1130-106-2026 Numero di Pagine: 4