Obligations of significant shareholders
According to the Euronext Growth Milan Issuers’ Regulation, La SIA S.p.A. (the “Company”) must promptly disclose and make available to the public any Substantial Change communicated by Significant Shareholders in their ownership structure.
According to the Euronext Growth Milan Issuers’ Regulations and Article 15 of the Company’s Articles of Association, anyone holding at least 5% of a class of financial instruments of the Company is a “Significant Shareholder”.
The exceeding of the 5% threshold and the reaching or exceeding of the 5%, 10%, 15%, 20%, 25%, 30%, 50%, 66.6% and 90% thresholds constitute, according to the Transparency Discipline, a “Substantial Change” that must be communicated, pursuant to Article 15 of the Articles of Association, by the Significant Shareholders to the Company’s Board of Directors.
In this regard, each Significant Shareholder must notify the Company of the following information within four trading days, starting from the day on which the transaction resulting in the Substantial Change was carried out:
The communication can be made using the form attached below, sent in advance by e-mail to direzione.lasia@pec.it and subsequently sent by PEC or in original by registered mail with return receipt to the Company.
SHARES
Ordinary Shares
– ISIN Code: IT0005555468
– Alphanumeric Code (Ticker): LASIA
SHARE CAPITAL AND SHAREHOLDERS
Ordinary Shares
– ISIN Code: IT0005555468
– Alphanumeric Code (Ticker): LASIA
| Shareholder | No. of Ordinary Shares | % Share Capital |
|---|---|---|
|
Mare Engineering Group S.p.A. |
4.000.000 |
70,6% |
|
NextStage AM |
1.200.000 |
10,00% |
|
Markets |
1.099.500 |
19,40% |
|
Total |
5.666.500 |
100,00% |
Data are updated to June 4, 2025
| Shareholder | % Share Capital |
|---|---|
|
Illimity Bank |
Euronext Growth Advisor & Global Coordinator |
|
Rewind |
Financial Advisor |
|
Gianni & Origoni |
Legal Advisor |
|
Alessandra Paolantoni, Certified Accountant Firm
|
Tax Advisor |
|
BDO |
Auditing Firm |
|
MIT SIM |
Specialist |
| Broker | Analyst | Date | |
|---|---|---|---|
|
Value Track |
Marco Greco and Tommaso Martinacci |
24/10/24 |
|
|
Value Track |
Marco Greco and Tommaso Martinacci |
16/04/24 |
|
|
Value Track |
Marco Greco and Tommaso Martinacci |
27/10/23 |
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The admission document published in this section of the website (“Admission Document“) has been prepared in accordance with the Regulations for Issuers of Euronext Growth Milan (“Regulations for Issuers“) for the purpose of the admission of the ordinary shares of La SIA S.p.A. (the “Shares” and the “Company“) on that multilateral trading system organized and managed by Borsa Italiana S.p.A.
The issuance of the Shares envisaged in the Admission Document and any other information contained herein does not constitute an “offer to the public” (offerta al pubblico), as defined by Legislative Decree No. 58 of February 24, 1998 (“Consolidated Law on Finance“), and therefore it is not mandatory to draft a prospectus in accordance with the formats provided for by Regulation (EU) 2019/980. Accordingly, the Admission Document does not constitute a prospectus, and its publication does not need to be authorized by CONSOB pursuant to Regulation (EU) 2017/1129 or any other rule or regulation governing the drafting and publication of prospectuses, pursuant to Articles 94 and 113 of the Consolidated Law on Finance, including the Issuers’ Regulation adopted by CONSOB with resolution No. 11971 of May 14, 1999, as subsequently amended and supplemented. The information contained in this section of the website is disclosed in accordance with Articles 17 and 26 of the Issuers’ Regulation.
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The information contained in this website (or any other website accessed by hyperlink from this website) does not constitute an offer, solicitation of an offer or promotional activity in relation to the Shares to any citizen or entity resident in the United States, Australia, Japan, Canada or the Other Countries. In addition, the Shares of the Company are not, nor will they be, registered under the Securities Act, or with any regulatory body of any state or other jurisdiction in the United States and may not be offered or sold in the United States or to, or for the account and benefit of a U.S. Person, absent registration or express exemption from such registration requirements, or in Australia, Japan, Canada or Other Countries.
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This section contains important information with regard to the mandatory full takeover bid with mixed consideration (the “Offer”) for the ordinary shares (the “Shares”) of La SIA S.p.A. (the “Issuer”) that Mare Engineering Group S.p.A. (the “Offeror”) announced with a notice published pursuant to Article 102, paragraph 1 of Legislative Decree 58/1998 on [May 30th], 2025.
The Offer is launched exclusively in Italy as the Shares are listed exclusively on Euronext Growth Milan, Multilateral Trading Facility, organized and managed by Borsa Italiana S.p.A. and is subject to the disclosure requirements and procedural requirements provided for by Italian law.
The Offer is launched by means of the publication of an offer document which is not subject to approval by either CONSOB or Borsa Italiana S.p.A. (the “Offer Document”). The Offer Document contains the full description of the terms and conditions of the Offer, including the terms of acceptance.
Before accepting the Offer, shareholders of the Issuer are advised to read carefully the documents concerning the Offer disclosed pursuant to applicable law.
The Offer has not been and will not be promoted publicly in the United States, Canada, Japan, Australia and any other jurisdiction where making the Offer or tendering shares to it would not comply with laws concerning financial markets or other laws or regulations of such jurisdictions or would require a prior registration, approval or filing with any supervisory authority (such countries including the United States, Canada, Japan and Australia, collectively, the “Excluded Countries“).
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Via Luigi Schiavonetti n. 286 – 00173 Rome (RM)
Alessandra Speranza
Investor Relator
Via Valparaiso, 3 – 20144 Milan
Lucia Saluzzi
Investor & Media Relations
