FINCANTIERI S.p.A. ("Fincantieri" or the "Surviving Company") announces that, pursuant to Article 2505, paragraph 2, of the Italian Civil Code and Article 25.3 of Fincantieri's Articles of Association, its Board of Directors, at today's meeting, approved the merger by incorporation of Bacini di Palermo S.p.A. (the "Merged Company"), whose share capital is entirely owned by Fincantieri.
The Merger, previously disclosed to the market through the press release published on 29 July 2026, was approved by the Board of Directors of the Merged Company on 29 September 2026 pursuant to Article 2505, paragraph 2, of the Italian Civil Code and Article 27.4 of its Articles of Association.
Upon expiry of the statutory terms, the relevant deed of merger will be executed. For accounting and tax purposes, the effects of the Merger will be effective as from 1 January 2026.
As previously announced, the transaction forms part of the broader process aimed at simplifying the Fincantieri Group's organisational structure, with a view to streamlining and enhancing the efficiency of the governance chain, operational management and decision-making processes, ensuring greater integration of operational activities and administrative processes, as well as reducing costs.
The minutes of the resolution adopted by Fincantieri's Board of Directors will be made available to the public within the terms and in the manner prescribed by applicable laws and regulations. Reference should also be made to the merger plan, already available on the Company's website (www.fincantieri.com in the section Group - Governance and Ethics - Corporate Bodies and Management - Board of Directors - Extraordinary Transactions Documentation).