PRESS RELEASE

FILING OF THE PROJECT OF MERGER BY INCORPORATION OF

PHOENIX-DEL S.R.L. INTO ISAGRO S.P.A.

Milan, March 23rd, 2021 - This press release follows the one of March 16th, 2021, in which it was announced, among other things, that the Board of Directors approved the merger by incorporation of Phoenix-Del S.r.l. into Isagro S.p.A., which was drafted pursuant to Articles 2505, paragraph 1 and 2501-ter of the Civil Code, on the basis of the two companies' financials as of December 31st, 2020, as stated by Article 2501-quater, paragraph 1 of the Civil Code.

The Company announces that on March 22nd, 2021, the above-mentioned merger project was filed for registration in the Companies' Register of Milan and Padua and, today, was filed at the registered offices of the companies participating in the merger and simultaneously published on the websitewww.isagro.com (section "Governance / Altri Documenti / Fusione Phoenix-Del) as well as on the storage of Regulated Information mechanism 1Info (www.1info.it).

The merger decisions will be adopted (i) for Isagro S.p.A., by the administrative body, as required by Article 21 of the By-Laws, while (ii) for Phoenix-Del S.r.l. by the Shareholders' Meeting.

Since Isagro S.p.A. owns the entire capital of Phoenix-Del S.r.l., the above merger by incorporation does not determine any exchange of shares nor increase in capital.

The statutory effects of the merger will be effective from July 1st, 2021 or, if later, from the date of the last registration of the merger deed at the Companies' Register of Milan and Padua. It shall be remembered that the accounting and tax effects will be effective from January 1st, 2021 and from such date the operations carried out by Phoenix-Del S.r.l. will be recorded in the financial statements of Isagro S.p.A..

About Isagro

Isagro S.p.A., an independent company born in 1993 with Montecatini/Montedison origin, is listed on the Milan Stock Exchange since 2003. Initially based on the discovery and development of new chemical molecules, the last one being Fluindapyr, the Company leads today a Group offering agricultural solutions at low environmental impact, with a growth project focused on products of biological/natural origin and copper-based products as part of its new business model aimed also at capitalizing on the current product portfolio qualified for an integrated crop management.

In 2014 Isagro issued Growth Shares, an innovative category of special shares specifically conceived for companies having a Controlling Subject. Main characteristics of Growth Shares are the absence of voting rights, an extra-dividend vs. Ordinary Shares (20% in the case of Isagro) and the automatic conversion into Ordinary Shares in the ratio 1:1 in any case of loss of controlling stake by the Controlling Subject and/or of Mandatory Tender Offer.

For more information:

Ruggero Gambini

Erjola Alushaj

Chief Financial Officer

Group Financial Planning &

Tel. +39(0)240901.280

Coordination and IR Manager

Tel. +39(0)240901.340

www.isagro.com

ir@isagro.com

Attachments

  • Original document
  • Permalink

Disclaimer

Isagro S.p.A. published this content on 23 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 March 2021 11:12:09 UTC.