“Leonardo Greenlights Strategic Merger with Vitrociset and Unveils Engagement Strategy”
The Board of Directors of Leonardo convened today and granted approval – instead of holding a Shareholders’ Assembly, as stipulated in art. 2505, paragraph 2 of the Civil Code and art. 24.1 of the Bylaws – for the merger through incorporation of Vitrociset S.p.A. into the Company.
Today, the transaction (previously announced to the market through a press release dated July 29, 2021)
was also affirmed by the Extraordinary Shareholders’ Assembly of Vitrociset. Following the
statutory timelines, the signing of the merger agreement will proceed, with effects – for both
accounting and taxation purposes – commencing on January 1, 2022.
As earlier indicated, the company being merged is entirely and directly owned by Leonardo.
This merger, an element of the comprehensive strategic and corporate optimization initiative relating to some
of Leonardo’s assets, is intended to enhance the efficiency and effectiveness of its industrial
operations. It signifies the culmination of the integration and synergy process between the two
entities initiated in 2019 with the full acquisition of Vitrociset’s share capital.
The records of the resolution made by Leonardo’s Board of Directors will be accessible to the public as per the stipulated terms and legal requirements. Additionally, reference is made
to the Merger Plan and associated documentation already accessible on the Company’s website
(www.leonardocompany.com, Corporate Governance section/ Extraordinary Operations).
Leonardo’s Board of Directors additionally sanctioned the “Policy for Facilitating Dialogue with the
generality of shareholders and other stakeholders,” designed to encourage and regulate interactions between the Company and its financial stakeholders. This policy also promotes, in accordance with regulatory compliance and adherence to both domestic and international
Market Abuse regulations, a continuous, proactive, clear, and timely communication strategy, aligning with the suggestions of the Corporate Governance Code.
