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TMK - ARTROM S.A. - ART

Acquisition TMK Italia SRL

Release Date: 11/29/2018 8:01:30 AM

IRIS Code: C9B43


 

 

Current Report

regarding the information provided in the Law no. 24/2017 and Regulation no. 5/2018 on issuers of financial instruments and market operations

 

Date of the Report: 29 November 2018

Name of the issuing entity: TMK- ARTROM S.A. Slatina

Registered office: 30 Draganesti, Slatina, Olt, Romania

Telephone/fax number: +40249436862/ +40249434330

Registered in the Trade Register under no: J28/9/1991

Tax Identification Number: RO1510210

Unique Identifier at European Level (EUID): ROONRC.J28/9/1991

Code LEI: 315700M25SMOU44FAN52

Subscribed capital: 291.587.538,34 RON

Subscribed and paid up share capital: 291.587.538,34 RON

Regulated market where the issued securities are trade: Bucharest Stock Exchange - STANDARD Category (market symbol ART)

 

Important event to be reported:

The Board of Directors of TMK-Artrom SA („TMK-Artrom” or the „Company”), legally gathered on 28 November 2018, decided the approval of the purchase by TMK-Artrom of all the shares held by TMK Global SA in its capacity as sole shareholder in TMK Italia SRL, a company registered and operating in accordance with the laws of Italy, based in Lecco (LC) Piazza Degli Affari 12 CAP 23900, registered at the Chamber of Commerce, Industry, Crafts and Agriculture of Lecco - Italian Business Register under the number REA LC-303841, fiscal code 011812209 („TMK Italia”), namely 50,000 shares, with a nominal value of EUR 1 each, in total EUR 50,000, representing 100% of the share capital of TMK Italia.

 

The price for the acquisition of all shares mentioned above is EUR 1,730,800, with a value of EUR 34.61 each share, a value that was determined through the Evaluation Report on 31 October 2018, report issued by Darian DRS SA on 27 November 2018; the price shall be paid by the Company from its own financial resources within 90 days from the date of the signing by TMK Global SA and TMK-Artrom of the shares sale purchase agreement.

 

The Board of Directors of TMK-Artrom has empower Mr. Adrian Popescu, in his capacity as TMK-Artrom's General Manager, to take all necessary measures to comply with the decision taken on 28 November 2018, to comply with all necessary formalities in order for the Company to finalize the acquisition of all the shares mentioned above, to appear and to sign any document including but without limitation to empowerment, statements, contracts, with and in front of any third party including but not limited to tax and/or judicial authorities, public notaries, local and governmental authorities.

 

More information regarding the description of the transaction of the purchase by TMK-Artrom of all the shares held by TMK Global SA in its capacity as sole shareholder in TMK Italia, will be reported after the conclusion of the shares sale purchase agreement between TMK-Artrom and TMK Global SA.

 

The decision to purchase the shares was taken considering the fact that TMK Italia is a successful company that has been working together for over 10 years obtaining exceptional results in TMK-Artrom’s sales and marketing activity, as an agent in Southern and Western Europe as well in North Africa.  Consequently, this purchase shall lead to consolidate and increase the efficiency of TMK-Artrom’s commercial activity.

 

General Manager

Adrian Popescu

 



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