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SHARE CAPITAL

SHARE CAPITAL INFORMATION

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ISIN Code IT0005278236
Bloomberg Ticker Symbol PIRC:IM
Reuters Ticker (RIC) Symbol PIRC-MIL
Currency Euro (€)
Primary Exchange Milan Stock Exchange
Share Capital €1,904,374,935.66
Number of Shares Oustanding 1,000,000,000
Type of Shares No par value shares
IPO Date October 4th, 2017


For the dissemination and the storage of regulated information made available to the public, Pirelli & C. S.p.A. has decided to use the platforms “eMarket SDIR” and “eMarket STORAGE” (www.emarketstorage.com) both managed – since December 22, 2022 - by Teleborsa S.r.l. S.p.A.  with registered office in Rome, at Piazza di Priscilla, 4 (previously managed by Spafid Connect S.p.A.).


Pirelli & C. S.p.A. hereby states that it chose to adhere to the simplified regime set forth of the CONSOB Issuers Regulation No. 11971/1999, and therefore it has the faculty to derogate from the obligation to publish the informative documents pursuant of the above-mentioned Regulation in the event of significant mergers, spin-offs, share capital increases by means of contributions in kind, acquisitions and transfers.


SHARE CAPITAL EVOLUTION

The table below lists the changes in Pirelli’s share capital and numer of shares occurred since December 2011. For further details please refer to the extract of the IPO prospectus available below.
Variation in the
number of shares		     
Number of shares (*)
Date Events Ordinary Treasury / Special Ordinary Treasury / Special Total number of shares Share Capital(€)

dec-11 - - - 475,740,182 12,251,311 487,991,493 1,345,380,535
feb-16
 Conversion of saving shares into special shares (1) - - 475,740,182 12,251,311 487,991,493 1,345,380,535
jun-16 Merger of Marco Polo Industrial Holding in Pirelli & C. (2) -273,756,280 -6,609,999 201,983,902 5,641,312 207,625,214 1,345,380,535
jun-17 Annulment of all treasury shares (3) -351,590 -772,792 201,632,312 4,868,520 206,500,832 1,345,380,535
jun-17 Conversion of special shares into ordinary shares (3) 4,868,520 -4,868,520 206,500,832 0 206,500,832 1,345,380,535
jun-17 Share split (3) 826,003,328 0 1,032,504,160 0 1,032,504,160 1,345,380,535
jun-17 Capital increase (4) 429,005,680 0 1,461,509,840 0 1,461,509,840 1,904,374,936
aug-17
 Grouping of shares (5) -461,509,840 0 1,000,000,000 0 1,000,000,000 1,904,374,936
2018 No variation to the share capital - - 1,000,000,000 - 1,000,000,000 1,904,374,936
jul-19 No variation to the share capital - - 1,000,000,000 - 1,000,000,000 1,904,374,936
(*) No par value shares

Extract of the IPO prospectus

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  1. On February 26, 2016 the mandatory conversion of savings shares into unlisted special shares with no voting rights took effect (conversion ratio 1:1).
  2. On June 1st, 2016 the reverse merger of the Holding Company Marco Polo Industrial Holding S.p.A. into the subsidiary Pirelli & C. S.p.A. As a consequence of the merger (i) 201,632,312 ordinary shares and 4.868.520 special shares were assigned to Marco Polo International Holding Italy S.p.A.; (i) 273.756.280 ordinary shares and 6.609.999 special shares previously held by Marco Polo Industrial Holding, were annuled without reducing share capital as shares have no par value.
  3. On June 26th, 2017 the conversion of all outstanding special shares into the corresponding number of ordinary shares (conversion ratio 1:1), the annulment - for reasons of administrative semplification - of all the treasury shares (n. 351,590 ordinary shares and n. 772,792 special shares) without reducing the share capital as shares have no par value and the splitting of shares (converion ratio 5:1).
  4. Share capital increase against payment offered as an option to shareholders deliberated on June 19, 2017 and underwritten on June 29th, 2017 from the sole shareholder Marco Polo International Italy S.p.A. ("MP"), intended to partly reimburse for the same amount part of Pirelli's debt. MP underwritten n. 429,005,680 new ordinary shares at a unit price of around Euro 2.77 and simultaneously paid the total amount of Euro 1,189,375,000.00 (of which Euro 558,994,401.00 as share capital and Euro 630,380,599.00 as reserve premium).
  5. On August 3rd, 2017 company shares were grouped into 1,000,000,000 against 1,461,509,840 outstanding shares (thus with a conversion ratio of around 0.684 new shares for each share held).