RBA Revistas absorbs RBA Ocio y Cultura under a simplified regime

RBA Revistas, S.L.U., the absorbing company, has agreed to the merger by absorption of RBA Ocio y Cultura 2026, S.L.U., the absorbed company, which shall be extinguished through dissolution without liquidation and shall transfer its corporate assets as a whole to the absorbing company. The agreement, adopted on August 7, 2026, by the respective sole shareholders, is made public in the Official Gazette of the Mercantile Registry (Boletín Oficial del Registro Mercantil) number 165, dated August 27, 2026, page 6016, in accordance with Article 10 of Royal Decree-Law 5/2023, of June 28 (RDLME).

Legal Framework and Simplified Regime

The operation is subject to the simplified regime provided for in Article 53 of the RDLME, as it is a merger by absorption in which the absorbing company is the direct holder of all the shares into which the capital of the absorbed company is divided. Since the merger was approved by the sole shareholder of the absorbing company (and, therefore, unanimously) and by the sole shareholder of the absorbed company, it is not necessary to previously publish or deposit the documents required by law, pursuant to Article 9 of the RDLME.

The agreement was formalized in accordance with the common merger project formulated and signed by the administrative bodies of both companies on June 29, 2026, using the following merger balance sheets:

• RBA Revistas, S.L.U.: balance sheet closed as of December 31, 2025.
• RBA Ocio y Cultura 2026, S.L.U.: balance sheet closed as of May 31, 2026.

Rights of Shareholders and Creditors

Express notice is given of the right of the shareholders and creditors of the participating companies to obtain the full text of the decisions adopted, the merger project, and the merger balance sheets. Creditors whose credits arose prior to the date of publication of this announcement shall have a period of one (1) month from the publication of the final merger announcement to exercise the actions provided for in Article 13 and concordant articles of the RDLME.

Signatures and Administrators

The announcement, dated in Barcelona on August 24, 2026, is signed by the sole administrators of both companies:

• Mr. Ricardo Rodrigo Amar, sole administrator of RBA Revistas, S.L.U.
• Mr. Joan Borrell Figueras, sole administrator of RBA Ocio y Cultura 2026, S.L.U.

The operation, registered within the scope of the Mercantile Registry, reinforces the restructuring of the RBA publishing group by integrating its magazine activity and its leisure and culture line into a single company. For the creditors and shareholders of the participating companies, the announcement opens a non-extendable period of one month to exercise their rights; therefore, it is advisable to review the conditions of the merger before the term expires.

Source: Official Gazette of the Mercantile Registry, no. 165, August 27, 2026, Second Section (Company Mergers and Absorptions), p. 6016 (official reference: BORME-C-2026-4818).