SHAREHOLDER INFORMATION

 

FINANCIAL INSTRUMENTS ADMITTED TO TRADING

Ordinary Shares:

ISIN Code:

IT0005568461

Ticker:

VARV

Minimum Trading Lot:

200

Market:

Euronext Growth Milan


SHARE CAPITAL AND SHAREHOLDING STRUCTURE

The Company’s subscribed and fully paid-up share capital consists of 85,200,000 shares,

  • of which 3,987,480 listed ordinary shares (ISIN IT0005568461); and
  • 81,212,520 unlisted multiple-voting shares (the “Multiple-Voting Shares”) (ISIN IT0005568479), all of which are held by the shareholder Vescovini Group S.p.A.

The following table illustrates the composition of the Company’s shareholding structure:

Shareholder

No. of Ordinary Shares

No. of Multiple-Voting Shares

% of Share Capital

% of Ordinary Shares

% of Voting Rights

Vescovini Group S.p.A.

37,800

81,212,520

95.37%

0.96%

99.52%

ECD Uno S.r.l.

1,392,557

–

1.63%

34.92%

0.17%

Aletti Fiduciaria S.p.A. (1)

987,480

–

1.16%

24.76%

0.12%

Market (*)

1,569,643

–

1.84%

39.36%

0.19%

Total

3,987,480

81,212,520

100%

100%

100%

(*) For the sake of completeness, it should be noted that within the market: (i) UnipolSai S.p.A. represents 0.293% of the share capital (6.27% of the ordinary shares) and 0.03% of the voting rights; (ii) Ferak S.p.A. represents 0.282% of the share capital (6.02% of the ordinary shares) and 0.029% of the voting rights; (iii) HIO S.r.l. represents 0.211% of the share capital (4.51% of the ordinary shares) and 0.022% of the voting rights.

(1) (i) 583,481 shares attributable to Fabrizio Vicari, CEO of VGV S.r.l. and Board Member of SBE Varvit S.p.A.; (ii) 403,999 shares attributable to Andrea Guidi, CFO of VGV S.r.l.

 

DISCLOSURE OBLIGATIONS OF SIGNIFICANT SHAREHOLDERS

Pursuant to the Euronext Growth Milan Issuers’ Rules, shareholders holding an interest in the share capital of SBE Varvit S.p.A. (the “Issuer”) are required to notify any “Material Change”, meaning the reaching or exceeding of the thresholds of 5%, 10%, 15%, 20%, 25%, 30%, 50%, 66.6% and 90% of the Issuer’s share capital, as well as any decrease below these thresholds (the “Material Change”). In the event of the issuance of multiple-voting shares, this obligation also applies to shareholders holding 5% of the ordinary shares. Furthermore, where multiple-voting shares have been issued, for the purposes of fulfilling disclosure obligations, share capital refers both to the total number of voting rights and to the number of ordinary shares held, and both notifications are required.

For the purposes of calculating the holdings of a so-called significant shareholder – namely, a shareholder holding at least 5% or more of a class of Euronext Growth Milan shares (excluding treasury shares), in accordance with the provisions governing significant shareholdings under the Italian Consolidated Law on Finance – the following must be taken into account: i) shareholdings directly owned by the shareholder (even where voting rights belong or are assigned to third parties); ii) shareholdings in respect of which voting rights belong or are assigned to the shareholder; iii) shares held by nominees, fiduciaries, controlled companies or other intermediaries, or in respect of which voting rights belong or are assigned to such entities; and iv) all shares subject to a shareholders’ agreement concerning the exercise of voting rights in the Issuer.

For the purposes of the above, a significant shareholder must promptly notify the Issuer, and in any event within 4 trading days of the transaction giving rise to the disclosure obligation (regardless of the execution date), or from the date on which the shareholder becomes aware of events resulting in changes to the Issuer’s share capital, providing the following information:

  1. the shareholder’s identity;
  2. the date on which the Issuer was informed;
  3. the date on which the Material Change in the shareholding occurred;
  4. the nature and extent of the significant shareholder’s interest in the transaction (in the event of the issuance of multiple-voting shares, the number of voting rights and the number of ordinary shares held).

The notification must be made using the attached form  download PDF  and sent by certified email (PEC) to the following address: sbe@pec.vescovinigroup.com and, for information, to investor@varvit.com  

DISCLOSURE OF REGULATED INFORMATION

For the dissemination and storage of Regulated Information, the Company uses the 1INFO-SDIR system, managed by Computershare S.p.A., with registered office at Via L. Mascheroni 19, Milan, and authorized by CONSOB. 

EURONEXT GROWTH ADVISOR AND CONSULTANTS

Equita SIM: Euronext Growth Advisor and Specialist

KPMG S.p.A.: Independent Auditors



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