Cirsa shareholders who vote against the merger with Lottomatica will be able to sell their shares in exchange for financial compensation. The Italian board meeting will be held on 23 November.
Lottomatica is advancing in the integration of Cirsa through a cross-border absorption merger, as reported by AZARplus. The operation will be subject to the approval of the shareholders of the Italian company at an extraordinary meeting called for 23 November, and changes to the board of directors are expected once the integration is effective.
Cirsa shareholders who vote against the common merger project at the Spanish company's meeting will be able to dispose of their shares in exchange for an adequate financial compensation. This is established by Article 86 of Spanish regulations on structural modifications. The conditions and procedures are outlined in the documentation for the operation.
Lottomatica confirms that its own shareholders will not have the right to separate from the merger approval, as this decision is not contemplated in the applicable legislation or in the company's statutes.
Once the merger is effective, the board of directors of Lottomatica will increase from eleven to thirteen members, with the addition of two new directors. The new total remuneration planned for the board will also come into effect. Until then, the current composition of the board and the remuneration approved by shareholders on 20 April 2026 will remain in place.
The company has made available to shareholders the common merger project, the report from the independent expert BDO Auditores S.L.P., and the board's report on the conditions and reasons for the operation.
Shareholders with voting rights must grant their representation and indicate how they wish to vote. The reference date for proving share ownership is 12 November, and the ordinary deadline for submitting delegations ends on 19 November.
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