IRSA Inversiones y Representaciones S.A. (NYSE: IRS; BYMA: IRSA) released a material fact regarding the proposal of a merger with IRSA Propiedades Comerciales S.A, approved by its Board of Directors

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IRSA Inversiones y Representaciones S.A.

Sep 30, 2021, 20:28 ET

BUENOS AIRES, Argentina, Sept. 30, 2021 /PRNewswire/ -- IRSA Inversiones y Representaciones S.A. (NYSE:IRS ; BYMA:IRSA), leading real estate company in Argentina, informs that as of this date the Company's Board of Directors has approved the beginning of the corporate reorganization process in the terms of article 82 and sbqs. of the General Law of Companies No. 19,550, the Income Tax Law No. 20,628, amendments, and regulations, CNV's Rules and the Listing Regulations of BYMA, by which IRSA, acting as the absorbing company, will merge by absorption with IRSA Propiedades Comerciales S.A. ("IRSA PC"), as the absorbed company. In this regard, the Board of Directors has approved: (i) the individual and special merger financial statements as of June 30, 2021; (ii) the consolidated and special merger financial statements as of June 30, 2021; (iii) the subscription of the Prior Merger Agreement between both companies and (iv) establish the effective date of reorganization on July 1, 2021.

The merger is subject to the approval of the shareholders' meeting of both companies, which will be held once both companies have the administrative approval of the United States Securities and Exchange Commission, an entity to which they are subject because both companies' shares are listed in markets that operate in said jurisdiction.

Likewise, and within the framework of the reorganization process, the Board of Directors has approved the exchange ratio, which has been established at 1.40 IRSA shares for each IRSA PC share, which is equivalent to 0.56 IRSA GDS for each ADS of IRSA PC.

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SOURCE IRSA Inversiones y Representaciones S.A.