Submission of a request to the Management Board of the Warsaw Stock Exchange for exclusion of shares from trading on the regulated market

Date of preparation	2024-03-08
Current report no.	14/2024

 

The Management Board of TIM S.A. based in Wrocław _, the ‘Company’ or the ‘Issuer’_ informs that on 8 March 2024 the Company submitted to the Management Board of the Warsaw Stock Exchange _’WSE’_ a request to exclude the shares from trading on the regulated market _’Exclusion Request’_.

The Exclusion Request was submitted pursuant to § 31 section 2 item 1_ in conjunction with § 3 section 2 item 2 of the Stock Exchange Regulations and § 1 section 1 item 5 and section 2 of the Regulation of the Minister of Finance of 25 April 2019 on detailed conditions to be met by the official listing market and issuers of securities admitted to trading on that market _Official Journal of 2019 item 803_.
Pursuant to § 31 section 2 item 1_ in conjunction with § 3 section 2 item 2 of the WSE’s regulations, the WSE Management Board may decide to exclude financial instruments _including shares_ from trading if they no longer meet the conditions for admission to trading on a given market. In the Issuer’s opinion, the exclusion is justified by the lack of liquidity and dispersion, which are the primary conditions for the admission and introduction of shares to trading on the regulated market and the official listing market indicated in the aforementioned regulations.

As a result of the settlement of the squeeze-out on 7 March 2024, the Company’s sole shareholders are:
– FEGA _ Schmitt Elektrogroßhandel GmbH, based in Ansbach, Germany, holding 21,970,445 shares of the Issuer, representing 98.97% of the share capital, entitling it to exercise 21,970,445 votes, representing 98.97% of the total number of votes at the general meeting of TIM,
– Issuer, holding 228,755 equity shares representing 1.03% of the share capital, from which it cannot exercise voting rights.

If the Management Board of the WSE decides to exclude the shares from trading on the regulated market, the Company loses its status as a public company and is not subject to, for example, current and periodic information obligations and therefore does not have to bear the costs related to their implementation. The adoption of a resolution to exclude the shares from trading on the basis of an Exclusion Request is not obligatory in this regard – the Management Board of the WSE may adopt a resolution but is not obliged to do so and may refuse to do so.

Submission of an Exclusion Request is at the same time independent of the procedure for delisting the shares and the request to the Polish Financial Supervision Authority for permission to withdraw the shares from trading on the regulated market operated by the WSE, of which the Issuer informed in current report No. 13/2024.

In the event of a refusal to adopt a resolution to delist the shares on the basis of the Exclusion Request or in the event that the Management Board of the WSE does not adopt a resolution by the date of the decision of the Polish Financial Supervision Authority to grant permission to delist the shares from trading on the regulated market operated by the WSE, the Issuer shall, immediately after the delivery of the decision of the Polish Financial Supervision Authority, perform all actions aimed at delisting the shares on the basis of the permission of the Polish Financial Supervision Authority, including the submission to the WSE of a decision on the granting of permission by the Polish Financial Supervision Authority.

The request for delisting concerns all shares of the Company, i.e. 22,199,200 _twenty-two million one hundred and ninety-nine thousand two hundred_ series A, B, C, D, E and F shares introduced to trading on the regulated market operated by the WSE and dematerialised and registered with the Central Securities Depository of Poland _’KDPW’_ and designated by the NDS with the ISIN code: PLTIM0000016.

SIGNATURES OF THE COMPANY REPRESENTATIVES

2024-03-08, Krzysztof Folta – President of the Management Board 2024-03-08, Piotr Tokarczuk – Member of the Management Board