News release

Pirelli’s shareholders including China National Chemical Corporation Ltd., China National Tire & Rubber Co., Ltd., Silk Road Fund, Camfin, and Marco Tronchetti Provera & C. S.p.A. continue their long-term cooperation.

·          Pirelli’s Shareholder Agreement is extended to 2023.

·          ChemChina and Camfin are long-term stable shareholders of Pirelli.

·         Marco Tronchetti Provera will play a core role in guiding Pirelli’s development and confirming the plan of his successor before October 2022.

  On July 30, 2019, Beijing— China National Chemical Corporation Ltd. (hereinafter referred to as “ChemChina”), China National Tire & Rubber Co., Ltd. (hereinafter referred to as “CNRC”), Camfin and Marco Tronchetti Provera & C. S.p.A. (hereinafter referred to as “MTP”) have reached an agreement on the renewal of the Shareholder Agreement. The original Shareholder Agreement was signed on July 28, 2017, before Pirelli & C. S.p.A. (hereinafter referred to as “Pirelli”) went public. The renewal of the Shareholder Agreement will be formally signed on August 1, 2019.

  The parties have assessed the opportunities brought about by the renewal of the Shareholder Agreement, which will be approved at Pirelli’s shareholders meeting and take effect on December 31, 2019, the release date of the annual report, with a three-year extension from that date (to the spring of 2023), in order to:

-Reaffirm the stable cooperative relations between ChemChina/CNRC, Silk Road Fund, and Camfin/MTP, continue to implement the governance principle consistent with the current shareholder agreement, and under any circumstances, strive to create value for Pirelli and all its shareholders.

-Confirm the role of ChemChina and Camfin/MTP as Pirelli’s long-term stable shareholders. Camfin/MTP will maintain its current 10 percent or more of Pirelli’s shares during the renewal period.

-Confirm Marco Tronchetti Provera’s core role as Executive Vice Chairman and CEO: (1) guiding Pirelli’s senior management to ensure continuity of Pirelli’s management culture;  (2) appointing his successor, starting the successor plan and completing the procedure before October 2022, that is, 6 months before the change of Pirelli’s Board of Directors expected in spring 2023.

  The new board of directors will continue to be composed of 15 members with the majority of independent directors. In this regard, the shareholders CNRC and MTP have agreed to appoint the board members according to the proportion of their shares. CNRC is responsible for appointing 9 board members (including 4 independent directors), MTP is in charge of appointing 3 board members (including 1 independent director), and the remaining 3 independent directors will be appointed by the minority shareholders of Pirelli.

  The renewal agreement of the Shareholder Agreement agreed on July 27, 2017, will be announced pursuant to Article 122 of Legislative Decree No. 58/1998.

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