Execution of act of merger by incorporation of SEST S.p.A. and Air Hex Alonte S.r.l. in LU-VE S.p.A.
Uboldo (Varese), 30 September 2024 - Following the press releases dated 13 May 2024 and 24 June 2024
LU-VE S.p.A. ("LU-VE" ) announces that today has been stipulated the act of merger by incorporation ("Merger") in LU-VE of the 100% owned companies Sest S.p.A. ("Sest ") and Air Hex Alonte S.r.l. ("AHA"), pursuant to the resolutions adopted on 24 June 2024 by the Board of Directors of LU-VE (according to Article 2505, paragraph 2 of the Civil Code and Article 16, paragraph 2 of the Articles of Association) and by the extraordinary shareholders meetings of Sest and AHA.
The civil effects of the Merger will be effective from 31 December 2024 and the accounting and tax effects from 1 January 2024.
The Merger act has been filed today in the relevant Company Registers and shall be transmitted to Consob within the terms and in accordance with the procedures established by applicable law and regulations.
The documentation relating to the Merger is also available at the administrative office of the Company in Uboldo (VA), Via Caduti della Liberazione no.53 and published on the Company internet website at the address www.luvegroup.com (section “Investor Relations” – “Corporate Governance & shareholders” – “For the Shareholders” - “Extraordinary Transactions” – “Merger of Sest s.p.a. and Air Hex Alonte S.r.l. in LU-VE S.p.A. (2024)”, and on the storage system eMarket Storage, available at the internet address www.emarketstorage.com.
It should be noted that the Merger, although it is a "transaction between related parties", pursuant to the "Regulations for transactions with related parties" adopted by Consob with Resolution No.17221/2010, as subsequently amended and the "Procedure for Transactions with Related Parties" approved by the Board of Directors of LU-VE on 29 June 2021, is exempt from the application of the procedure itself as it was carried out with subsidiaries, with respect to which there are no interests qualified as significant of other related parties.
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