COFINA - SGPS, S.A. announces Resolutions taken at the Shareholders Extraordinary General Meeting held on October 26, 2023, at 11:00 am
October 26, 2023 at 11:59 am EDT
Share
COFINA - SGPS, S.A.
Company issuing shares admitted to trading on a regulated market
Registered Office: Rua Manuel Pinto de Azevedo, 818, Oporto
Share Capital: Euro 25,641,459
Registered at the Commercial Registry Office of Oporto
Sole registration and tax number 502 293 225
Resolutions taken at the Shareholders' Extraordinary General Meeting
COFINA, SGPS, S.A. hereby announces, under the terms and for the purposes of Article 29-K(1)(g) of the Portuguese Securities Code and Article 5 of CMVM Regulation no. 1/2023, having been present or represented shareholders holding 73,113,043 shares corresponding to 71.28% of the voting rights, that the following resolutions were taken at the Shareholders' Extraordinary General Meeting held today:
Agenda/Proposals
For
Against
Abstain
No. Issued Votes
% Share Capital
1.
Approval of the sale of all the shares representing the share capital
and voting rights of its wholly owned subsidiary, Cofina Media, S.A., under
99.64%
0%
0.36%
73,113,043
71.28%
item three or item four or item five of the agenda
2. Subject to (i) the approval of the proposed resolution under Point One
of the Agenda; (ii) the completion of the sale, under the terms of Point
Three or Four of the Agenda; and (iii) the conclusion of all relevant legal or
0.43%
99.57%
0%
73,113,043
71.28%
arbitration proceedings in progress at Cofina SGPS, S.A.; approval of the
dissolution and liquidation of Cofina, SGPS, S.A.
3. Subject to the approval of the proposed resolution on Point One of the
Agenda, approval of the final offer ("best and final offer") submitted by
100%
0%
0%
31,082,312
30.30%
Expressão Livre, SGPS, S.A., which was selected by the Board of
Directors in first place
4. Subject to (i) the approval of the proposed resolution under Point One
of the Agenda; and (ii) non-approval of the proposed resolution on Point
Three of the Agenda; approval of the final offer ("best and final offer")
-
-
-
-
-
submitted by the Media Capital Group, which was select-ed by the Board
of Directors in second place
5.
Subject to (i) the approval of the proposed resolution of Point One of
the Agenda; and (ii) the non-approval of any of the proposed resolutions
on Points Three and Four of the Agenda; approval of a mandate to the
-
-
-
-
-
Board of Directors of Cofina SGPS, S.A. to seek alternative proposal for
the sale of the shareholdings held in Cofina Media, S.A.
6. Subject to the approval of one of the proposed resolutions under Point
Three or Point Four of the Agenda, definition of the use to be made of the
proceeds from the sale of the share-holdings held by Cofina SGPS, S.A.
in Cofina Media, S.A., namely whether the shareholders oppose to the
Board of Directors of Cofina SGPS, S.A., considering the opportunity and
convenience of immediately start the process of actively seeking for
99.64%
0.36%
0%
73,113,043
71.28%
alternative in-vestments in the market, the shareholders may postpone the
initiation of such process to a later date, particularly in view of the
importance that the knowledge of possible decisions in relevant judicial or
arbitration proceedings in progress in the sphere of the Cofina SGPS, S:A. may have in conducting and deciding on alternative investments
Porto, 26 October 2023
The Board of Directors
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Cofina SGPS SA published this content on 26 October 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 October 2023 15:57:58 UTC.
Cofina, SGPS, S.A. specializes in the publishing of newspapers and magazines in the areas of economics (Jornal de Negócios), sports (Record), general culture (Correio da Manhà, Sábado), IT (PC Guia, Semana Informatica) and other (Maxima, Vogue, Automotor, TV Guia, Rotas & Destinos, etc.). Net sales break down by activity as follows:
- publishing of newspapers and magazines (73.3%);
- operation of TV channels (26.7%): owned the channel cmTV.
Net sales break down by source of income into sales of newspapers and magazines (38.9%), sales of advertising spaces (37%) and other (24.1%).