Pirelli’s Italian shareholders increase stakes

Following on from the execution of the Italian government’s golden power directive, which removed Sinochem’s power to appoint a chief executive, Pirelli’s major investors have struck an investment agreement that effectively gives increased control to Pirelli’s Italian shareholders as well as to executive Marco Tronchetti-Provera’s eponymous company.
In short, on 8 January, two transactions were concluded in line with the 2020 agreements between Pirelli shareholders. As a result, MTP SpA assumes control of Longmarch (holder of 3.68 per cent of Pirelli) and Camfin Alternative Assets acquires 2.8 per cent of Pirelli. The result is that Marco Trochetti Prover SpA ends up with “indirect control of around 20.58 per cent of Pirelli”.
Meanwhile, existing agreements with premium brake-maker Brembo remain unchanged. Those agreements, which relate to the 6 per cent of Pirelli held by Brembo, continue to call for “Brembo’s commitment to align its vote to that of MTP SpA/Camfin, after having consulted each other…”. In other words, new Camfin/MTP agreement combined with Brembo’s stake in Pirelli means Italian shareholders now have a strategically stronger position than before.
The purchase of additional shares by subsidiaries of Camfin and MTP took place on 8 January 2024 and were filed with the Milan-MonzaBrianza-Lodi Companies Register on 11 January 2024. Pirelli issued its own statement on the matter on 11 January 2024.
As part of the above investor agreement, Camfin subsidiary, Camfin Alternative Assets (CAA), has consolidated its voting rights to 7.68 per cent of Pirelli’s share capital. Meanwhile, CAA has changed structure from S.p.A to S.r.l. In an S.p.A., shares represent the participation of the shareholders. In an S.r.l., the participations are not represented by shares but rather by portions (quotas) which cannot be incorporated in certificates.
Perhaps the clearest way to see exactly who owns Pirelli is to review the table published by the Italian tyre maker (see below chart).
Financial news sources report that Pirelli’s subsequent share price increase suggests that investors have responded positively to the news.
For those interested in the details, Longmarch Hongkong Holding Limited, a company incorporated under Hong Kong law, is registered at “413 4/F Lucky Centre, 165-171 Wan Chai Road, Wan Chai, Hong Kong”.
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