BANCA MPS: REVERSE STOCK SPLIT
Siena, 19 September 2022 – Banca Monte dei Paschi di Siena S.p.A. (“BMPS”) informs that, in compliance with the resolution of the Extraordinary Shareholders’ Meeting on 15 September 2022, registered in the Register of Companies of Arezzo-Siena on 16 September 2022 and concerning, inter alia, the reverse stock split of ordinary shares BMPS, in the ratio of no. 1 new ordinary share for every no. 100 outstanding ordinary shares, on 26 September 2022 it will proceed with the reverse stock split of no. 1,002,405,887 outstanding ordinary shares (ISIN code IT0005218752), with no indication of par value and with regular entitlement, in no. 10,024,058 new ordinary shares, with no indication of par value and with regular entitlement (ISIN code IT0005508921), after the cancellation of no. 87 ordinary shares made available by Equita SIM S.p.A. to enable the overall balancing of the operation without changing the share capital ("Reverse Stock Split").
The Reverse Stock Split falls in the context of the share capital increase in option, announced to the market on 23 June 2022, and resolved by the above-mentioned Extraordinary Shareholders' Meeting on 15 September 2022 for an overall maximum amount of Euro 2,500,000,000.00 to be carried out, in divisible form, through the issuance of ordinary shares, with regular entitlement, to be offered with pre-emption rights to the BMPS Shareholders, pursuant to Article 2441 of the Italian Civil Code.
Upon completion of the Reverse Stock Split, the share capital shall remain unchanged at Euro 4,954,119,492.44 in compliance with the resolution upon the share capital reduction of the same Extraordinary Shareholders’ Meeting, pursuant to Article 2446 of the Italian Civil Code and also registered in the Register of Companies of Arezzo-Siena on 16 September 2022, divided into no. 10,024,058 ordinary shares, with no indication of par value.
The aim of the Reverse Stock Split is the reduction in the number of shares in circulation before the share capital increase, and thus to simplify its administrative management. The Reverse Stock Split will not directly affect the value of the investment held in BMPS, because the reduction in the number of outstanding shares shall result in a simultaneous increase in the value of the same, without impacting the overall value of the investment held, all other conditions being equal.
To facilitate the Reverse Stock Split and monetize share fractions that may arise, BMPS has appointed Equita SIM S.p.A. to act as counterparty from 26 September 2022 to 30 September 2022, at the request of the depositary intermediary, for the purchase or sale of the fractions of the new or excess shares necessary for the shareholders to reach a whole number of shares.
Share fractions will be liquidated free of any additional charge, stamp duty or commission, at the official price of BMPS’s ordinary shares on 23 September 2022, or the trading day preceding that of the Reverse Stock Split; the price shall be communicated to Monte Titoli S.p.A. and to the depositary intermediaries on 26 September 2022.
The Reverse Stock Split shall be carried out by all authorized intermediaries at Monte Titoli S.p.A. Through Monte Titoli S.p.A., the instructions will be given to the depository intermediaries to ensure that holders of less than no.100 outstanding shares who request it, may receive no. 1 new share, against payment of the relevant consideration, subject to the availability of shares resulting from the reverse stock split of all liquidated shares.
On the institutional website of BMPS, in the Investor Relations - Banca MPS section www.gruppomps.it - there are answers to the most frequently asked questions on the subject of Reverse Stock Split (FAQ). In addition, a toll-free number 800 189036 (+39 06 42171836, for those who cannot reach the toll-free number) and the following e-mail account firstname.lastname@example.org are available.