CIRSA shareholders to vote on Lottomatica merger on 30 November
Deals & M&A2 min read
In brief
- CIRSA shareholders meet on 30 November 2026 in Terrassa to vote on absorption into Lottomatica.
- The plan offers 0.668 new Lottomatica shares per eligible CIRSA share.
- Dissenting shareholders may sell shares at €13.20 each under the plan's terms.
- The agenda includes a €1.56 extraordinary dividend per share and up to €100m in further distributions.
CIRSA has called an extraordinary shareholders' meeting for 30 November 2026 at 11:30 in Terrassa, Spain, to vote on its proposed cross-border merger by absorption into Lottomatica Group S.p.A., according to the company's meeting notice. A second meeting is scheduled for 1 December if the quorum is not reached.
The joint merger plan was signed by the boards of both companies on 8 October 2026. Under the plan, CIRSA would be absorbed into Lottomatica and cease to exist as an independent legal entity, with all assets, liabilities, rights and obligations of the Spanish group transferred to the Italian company through universal succession.
The share exchange ratio provides for 0.668 new Lottomatica ordinary shares for each eligible CIRSA ordinary share. CIRSA shares would be cancelled and replaced by newly issued shares of the Italian company under the terms set out in the plan. Fractional entitlements would be settled in cash at market value.
Shareholders who vote against the merger may exercise a right to sell their shares for €13.20 per share in cash, subject to the conditions and procedures in the plan.
The meeting's agenda also includes a proposed extraordinary dividend of €1.56 per CIRSA share for each entitled holder. Shareholders will also be asked to authorise further cash distributions for a period of one year, up to a total maximum amount of €100m.
The plan also provides for authorisation of possible transfers of assets, liabilities, operating activities and human resources from CIRSA to wholly owned subsidiaries as part of preparatory or related transactions.