The administrative bodies of Lottomatica Group S.p.A. and of Lottomatica S.p.A. have approved, pursuant to articles 2502 and 2505, paragraph 2, of the Italian Civil Code, the merger by incorporation of Lottomatica into Lottomatica Group (the Merger).
Lottomatica Group, whose shares are listed on Euronext Milan, holds the entire share capital of Lottomatica.
For further information on the purpose of the Merger, the terms, timing and other information relating to the Merger, please refer to the information already disclosed to the market on 18 June 2024 in connection with the approval of the Merger plan.
The legal effects of the Merger shall take place, pursuant to Article 2504-bis, second paragraph, of the Italian Civil Code from the following date (the Legal Effective Date): (i) if the last of the registrations required by Article 2504 of the Italian Civil Code takes place on or before 31 October 2024 (inclusive), the Legal Effective Date shall be 1 November 2024; and (ii) if the last of the registrations required by Article 2504 of the Italian Civil Code takes place on or after 1 November 2024 (inclusive), the Legal Effective Date shall coincide with the date on which the last of the aforesaid registrations takes place.
As of the Legal Effective Date, Lottomatica Group shall take over, by full right and without interruption, all the active and passive legal relationships pertaining to Lottomatica. Furthermore, as of the Effective Date, all corporate bodies and offices of Lottomatica shall cease, as well as the powers of attorney granted by the same corporate bodies in the exclusive interest of Lottomatica shall be revoked ipso jure.
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