Frigoglass announced that it has today, Friday, entered into a legally binding agreement with the Spanish companies Tricorporación and World on - Premise España, (the "New Shareholders"), owners of the Spanish company Provisiona Iberia, S.L. (the "Provisiona") and the Portuguese company Serlusa Refrigerantes, LDA (the "Serlusa Refrigerantes"), respectively.

Pursuant to the above legally binding agreement, Provisiona and Serlusa Refrigerantes, which operate under the trade name "Interbeverage Services" in the market for the marketing and maintenance of commercial refrigerators, will become wholly owned subsidiaries of the Company, and the New Shareholders will acquire an equity interest in the Company ranging between 25% and 29.5% (the "Transaction").

The new shareholders will contribute their own shares of Provisiona and Serlusa Refrigerantes as payment for new registered shares in the company. This will be done in exchange for an increase in the company's share capital, which will happen without the existing shareholders being able to say no.

Upon completion of the Transaction, the existing principal shareholder of the Company, Truad Verwaltungs A.G., will indirectly hold an indirect interest ranging between 34.1% and 36.3% of the shares and voting rights of the Company, and the New Shareholders will not act in concert in exercising the voting rights attached to the shares they acquire either among themselves or with any other existing shareholder of the Company.

Completion of the Transaction is subject to customary conditions and qualifications for this type of transaction, including the completion of due diligence and receipt of all necessary corporate and regulatory approvals, and is expected to be completed within the first
quarter of 2025. 

Mr. Charalambos David, Chairman of the Board of Directors, commented: "Joining forces with Provisiona and Serlusa Refrigerantes represents an excellent opportunity for Frigoglass S.A. to expand beyond its existing geographic footprint in the Iberian Peninsula and provide a more holistic offer to our customers. We are excited to welcome our new partners as shareholders of Frigoglass S.A."

Mr. Juan Del Yerro San Roman, a major shareholder of Provisiona and Serlusa Refrigerantes, commented: "Efficiency, a constant focus on innovation and a long-standing commitment to customer service are the elements that for more than 30 years have made both our group companies and Frigoglass S.A. stand out in the market for the supply and maintenance of commercial refrigeration equipment. We are excited about the implementation of this transaction, which we see as an excellent opportunity to join forces and create a leading market player."