Informazione
Regolamentata n.
1130-151-2026Data/Ora Inizio Diffusione 2 Ottobre 2026 17:47:51Euronext Milan
Societa' :POSTE ITALIANE
Utenza - referente :POSTEN09 - Veronica Vari Tipologia :REGEM; 2.5 Data/Ora Ricezione :2 Ottobre 2026 17:47:51 Data/Ora Inizio Diffusione :2 Ottobre 2026 17:47:51 Oggetto :Poste Italiane: Press Release change in share
capital
Testo del comunicato
Vedi allegato
1
THIS DOCUMENT MUST NOT BE DISCLOSED, PUBLISHED OR DISTRIBUTED, IN WHOL E OR IN PART, DIRECTLY
OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY COUNTRY WHERE
ITS DISCLOSURE, PUBLICATION OR DISTRIBUTION WO ULD CONSTITUTE A VIOLATION OF THE APPLICABLE
LAWS OR REGULATIONS IN SUCH JURISDICTION.
VOLUNTARY TOTALITARIAN PUBLIC TENDER AND EX CHANGE OFFER LAUNCHED BY POSTE ITALIANE
S.P.A. ON THE ORDINARY SHARES OF TELECOM ITALIA S.P.A.
* * * * * *
PRESS RELEASE
pursuant to Article 85- bis of the Regulation adopted by Consob with resolution No. 11971 of 14 May 1999, as subsequently amended and supplemented (the “Issuers’ Regulation”)
POSTE ITALIANE S.P.A. ANNOUNCES THE CHANGE IN SHARE CAPITAL FOLLOWING THE EXECUTION OF THE
CAPITAL INCREASE RESERVED TO THE OFFER AND TH E CONSEQUENT ISSUANCE OF NEW POSTE SHARES
AND PUBLICATION OF DOCUMENTATION
Rome, 2 October 2026 – Poste Italiane S.p.A. (“ Poste ” or the “ Offeror ”) announces, pursuant to Article 85-
bis of the Issuers’ Regulation, the new composition of its share capital, fully subscribed and paid up, following the execution of the paid share capital increase, in divisible form and with the exclusion of the option right pursuant to Article 2441, paragraph 4, first sentence, of the Italian Civil Code (“ Capital Increase ”), reserved to the voluntary totalitarian public tender and exchange offer (the “ Offer ”) promoted by Poste on all ordinary shares of Telecom Italia S.p.A. (“ TIM” or the “ Issuer ”) pursuant to Articles 102 and 106, paragraph 4, of Legislative Decree No. 58 of 24 February 1998, as subsequently amended and supplemented (the “ TUF”), resolved by the Board of Directors on 7 July 2026 in execution of the delegation granted to it by the Extraordinary Shareholders’ Meeting of 18 June 2026.
More specifically, taking into account that, at th e end of the reopening of the acceptance period ( i.e., 25 September 2026), No. 409,981,599 ordinary TIM shares had been tendered in acce ptance of the Offer, on the date hereof, Poste issued No. 89,375,988 ordinary shares, without nominal value, with regular dividend rights and the same characteristics as the Poste shares outstanding at the issue date. The newly issued Poste shares were allocated to the TIM shareholders tend ering to the Offer as the share component of the consideration of the Offer.
The certification pursuant to Article 2444 of the Itali an Civil Code regarding the new amount of Poste’s share capital was filed with the Companies’ Register of Rome on the date hereof.
The following table sets out the current composition of Poste’s share capital, fully subscribed and paid up, on the date hereof, showing the previous share capital and the change occurred.
Current share capital Previous share capital Change Euro No. of shares Euro No. of shares Euro No. of shares
Ordinary shares
of Poste Italiane S.p.A. (*) 1,612,089,986 1,612,089,986 1,522,713,998 1,522,713,998 89,375,988 89,375,988
2
ISIN:
IT0003796171
(regular dividend
rights)
(*) Without nominal value The updated By-laws of Poste, filed with the Companies’ Register of Rome, is available to the public at Poste’s registered office, through the authorised storage me chanism eMarket STORAGE, accessible via the website www.emarketstorage.com , as well as published on Poste’s website ( https://www.posteitaliane.it/en ).
With reference to the Capital Increase, Poste also announces that, on 30 September 2026, it has been released the update to the joint valuation report issu ed by PricewaterhouseCoopers Business Services S.r.l.
and Professor Eugenio Pinto on 19 May 2026, pursuant to and for the purposes of Article 2343-ter, paragraph 2, letter (b) of the Italian Civil Code, which is available to the public at Poste’s registered office and published on Poste’s website ( https://www.posteitaliane.it/en ).
This press release is available on Poste’s website at https://www.posteitaliane.it/en .
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 UNIT ED STATES OF AMERICA,
OR IN ANY OTHER COUNTRY IN WHICH SUCH AN OFFER OR SOLICITATION IS NOT AUTHORIZED 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 St ates of America unless they have been registered pursuant to the United States Securities Ac t of 1933, as subsequently amended (the “ U.S. Securities Act ”) or in reliance on an exemption from th e 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 securities laws of any state or other jurisdicti on of the United States of America.
Fine Comunicato n.1130-151-2026 Numero di Pagine: 4