OUR ADDRESS
Via dei Piatti 11, 20123 Milano
OUR ADDRESS
17 Carlisle St, London UK
WRITE TO US
info@ucapital24.com

SHAREHOLDERS' INFORMATION

Calendar of Corporate Events

02
Apr, 2021
Consiglio di Amministrazione per l’approvazione dei dati pre-consuntivi consolidati al 31 dicembre 2020
24
May, 2021
Consiglio di Amministrazione Approvazione Progetto Bilancio di esercizio e bilancio consolidato al 31 dicembre 2020
23 25
Jun, 2021
Assemblea degli Azionisti (1° e 2° convocazione) Approvazione Bilancio di esercizio 2020
29
Sep, 2021
Consiglio di Amministrazione Approvazione Relazione finanziaria semestrale consolidata al 30 giugno 2021 volontariamente sottoposta a revisione contabile limitata

Sdir

For the transmission of Regulated Information, the Company uses the SDIR emarket distribution system managed by Spafid Connect S.p.A., with headquarters in Foro Buonaparte 10, Milan.

MINIMUM TRADING LOT

400

NUMBER OF SHARES AND WARRANTS ISSUED

Ordinary shares: 4.847.720

Multiple-voting shares: 170.000
Warrant UCapital24 2019-2020: 1.652.920
of which, number of outstanding warrants: 1.652.92


Principal Advisors



Specialist



NOMAD


investor relations manager

Shareholding

The share capital of UCapital24 is equal to Euro 5,017,720 fully subscribed and paid up, consisting of no. 5,017,720 shares without nominal value, of which no. 4,847,720 ordinary shares and no. 170,000 multiple-voting shares.
Numero di azioni


% sui diritti di voto
% sul capitale sociale
% di azioni ordinarie
Warrant assegnati

Disclosure requirements of significant shareholders


In accordance with the AIM Italia Issuers Regulation, UCapital24 S.p.A. must immediately communicate and make available to the public any Substantial Change communicated by the Significant Shareholders regarding ownership structure.

According to the AIM Italia Regulation, anyone holding at least 5% of a class of financial instruments of UCapital24 S.p.A. is a "Significant Shareholder".

Exceeding the 5% threshold and reaching or exceeding the 5%, 10%, 15%, 20%, 25%, 30%, 50%, 66.6%, and 90% thresholds as well as the reduction below these thresholds constitute a "Substantial Change" which must be communicated by Significant Shareholders to UCapital24 S.p.A..

To this end, within 4 trading days, from the date of completion of the act or event that led to the Substantial Change, the Significant Shareholder must communicate to UCapital24 S.p.A.: (a) the identity of the significant shareholders involved; (b)the date on which the issuer AIM Italia was informed; (c) the date on which the substantial change in shareholdings occurred; (d) the nature and extent of the significant shareholder’s interest in the transaction; (e) where the release relates to a related financial product, details of the nature of such exposures.

The communication can be made using the attached form, anticipated by e-mail to the address investor.relations@ucapital24.com and subsequently sent in original by registered mail to: UCapital24 S.p.A. - Via Molino delle Armi 11, Milan Postal Code 20123, and via Certified Electronic Mail at ucapital24srl@legalmail.it

Multiple Voting

On the Date of the Admission Document, the Issuer issued no. 2,000,000 shares of which no. 1,830,000 ordinary shares and no. 170,000 multi-vote shares. Multiple-voting shares shall, pursuant to art. 5 of the Bylaws, confer the same rights as ordinary shares, except as follows: (a) each multiple-voting share shall be entitled to 3 (three) votes each at the Company’s meetings; (b) they are automatically converted into ordinary shares on the basis of an ordinary share for each multiple-voting share (without the need for resolutions either by the Shareholders' Meeting of shareholders with multiple-voting shares, or by the Company’s Shareholders' Meeting) in the case of transfer to persons who do not already hold multiple-voting shares, except (i) the case where the transferee is a person directly or indirectly controlling the, controlled by or subject to common control with, the transferor, it being understood that in such a case if the transferee loses the status of controlling entity on, controlled by or subject to common control with, the transferor, all multiple-voting shares held by the same holding will automatically be converted into ordinary shares (on the basis of one ordinary share for one multi-vote share) or (ii) in the case of inheritance by death to the heir and/or legatee or transfer free of charge, on the basis of a donation to legal heirs, by virtue of a family agreement, or for the establishment and/or endowment of a trust, a wealth fund or a foundation of which the transferor or his legal heirs are beneficiaries; (c) automatically convert into ordinary shares on the basis of an ordinary share for each multiple-voting share in the event that the holder of a multiple-voting share ceases to be controlled, directly or indirectly, by Gianmaria Feleppa except in case of succession due to death in favour of the heir and/or legatee or transfer free of charge, by virtue of a donation to legal heirs, by virtue of a family agreement, or for the establishment and/or endowment of a trust, a fund of assets or a foundation of which the transferor or his heirs are beneficiaries; (d) may be converted, even in several tranches, into ordinary shares at the simple request of the holder of the same, to be sent to the Chairman of the Board of Directors of the Company and a copy to the Chairman of the Board of Statutory Auditors, by certified e-mail addressed to the Company or registered letter, on the basis of an ordinary share for each multiple-voting share. If a conversion case occurs, the Company shall issue the ordinary shares within 15 (fifteen) days from the date of receipt of the communication from the shareholder or from the date on which it became aware of the cause of conversion. Each member of the Board of Directors, separately, has the right to deposit in the Register of Companies the updated text of the Articles of Association with the exact number of ordinary shares and multi-voting shares as a result of conversions. Under no circumstances may ordinary shares be converted into multiple-voting shares. For the purposes of the foregoing, "control", "parent" and similar expressions indicate (including with reference to natural persons) the relationships referred to in the first subparagraph, numbers 1, 2 and the second paragraph of art. 2359 of the Civil Code. In cases where (i) the share capital is increased, even several times, by the issue of new ordinary shares, new multiple-voting shares or new shares of special categories, both pursuant to art. 2442 of the Civil Code or through new contributions without exclusion or limitation of the right of option or (ii) a merger or a division of the Company is approved, the right to subscribe to the issuing shares (ordinary, multiple-voting shares or new special classes of shares) shall be granted to all members (unless their right of option is excluded by law or is not vested in them) in proportion to and in relation to the shares - whether ordinary shares or multiple-voting shares - held by each of them at the time of execution the increase in capital, the merger or the division, stating that multiple-voting shares may be subscribed only by shareholders who already hold multiple-voting shares. In such cases are excluded in any case the need for approval of the relevant resolution, pursuant to Article 2376 of the Civil Code, by the special assembly of the holders of multi-vote shares.

Capital increase in options

AGM's


Assemblea trasformazione SPA

2019/07/04

warrant regulation

KID Warrant UCapital24 2019-2022

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