Milan, 11 July 2013 – Following disclosure to the market on 28 June 2013, Prelios S.p.A. informs that by Resolution n. 18607 of 9 July 2013 Consob provided the explanations requested in relation to the conditions of the exemption from the Takeover Bid obligation for the subjects involved, which exemption had already been approved on 31 May 2013 by Resolution n. 18565.
On today’s date, by decree n. 0060064/13, Consob confirmed the approval of the offering circular (the “Offering Circular”) relating to the rights issue to those entitled thereto and to the listing of Prelios S.p.A. newly issued ordinary shares, resulting from the divisible capital increase against payment, approved by the Company extraordinary Shareholders’ Meeting of 8 May 2013, for a maximum total amount of Euro 115,009,511.53, to be offered to all Company shareholders, through the issue of max. n. 193,195,887 ordinary shares, without face value, at the issue price per share of Euro 0.5953, accruing regular dividend and having identical characteristics as the outstanding shares upon their issue.
Consequently, the Company shall proceed with the capital increase with option rights according to Borsa Italiana S.p.A.’s calendar. In this respect, the Company shall promptly communicate the relevant offering period, which is assumed to start, subject to prior publication of the Offering Circular, on Monday 22 July 2013, also considering the completion of the currently pending activities by the parties involved in the transaction for the purpose of the exemption from the Takeover Bid.
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This communication does not constitute an offer or an invitation to subscribe for or purchase any securities. The securities referred to herein have not been registered and will not be registered in the United States under the U.S. Securities Act of 1933 (as subsequently amended) (the “Securities Act”), or in Australia, Canada or Japan or any other jurisdiction where such an offer or solicitation would require the approval of local authorities or otherwise be unlawful. The securities may not be offered or sold in the United States or to U.S. persons unless such securities are registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available. Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Australia or Japan.