Saes Getters

M&A Activity • Jun 25, 2024

Courtesy translation – for convenience only

S.G.G. HOLDING S.P.A.

****

TOTAL VOLUNTARY TENDER OFFER PROMOTED BY S.G.G. HOLDING S.P.A. ON THE ORDINARY SHARES OF SAES GETTERS S.P.A.

PRESS RELEASE1

PRESS RELEASE PURSUANT TO ARTICLES 36 AND 41, PARAGRAPH 2, LETTER C), OF THE REGULATION ADOPTED BY CONSOB WITH RESOLUTION NO. 11971 OF MAY 14, 1999 AS SUBSEQUENTLY AMENDED AND SUPPLEMENTED (THE "ISSUERS' REGULATIONS")

Milan, 25th June 2024

Following the first press release published today pursuant to Article 41, paragraph 2, letter c), of the Issuers' Regulations, relating to the purchase transactions of no. 178,000 Shares carried out by the Offeror, the Offeror also carried out today additional purchase transactions relating to no. 72,104 Shares (the details of which are reported in the appendix).

The abovementioned purchase transactions have been carried out for a consideration not exceeding Euro 28.0 per SAES Share (i.e., the Consideration of the Offer).

As a result of all the Shares purchase transactions carried out today by the Offeror (corresponding to no. 250,104 Shares), as of today's date, the Offeror holds no. 5,303,590 Shares, representing approx. 31.60% of the Issuer's share capital.

Therefore, taking into account (i) the no. 5,303,590 Shares held by the Offeror, representing approx. 31.60% of the Issuer's share capital and (ii) the no. 10,050,803 Shares tendered to the Offer up to today's date (included), representing approx. the 59.88% of the Issuer's share capital, the Offeror and the Persons Acting in Concert, upon completion of the Offer, will hold no. 15,354,393 Shares, representing approx. 91.48% of the Issuer's share capital.

Appendix

Details regarding the purchase transactions of Shares carried out today by the Offeror in addition to the purchase transactions carried out today and communicated in the first press release pursuant to Article 41, paragraph 2, letter c), of the Issuers' Regulations

Date of	the	Trading venue	Type of	Number of SAES	Price (Euro)
transaction			transaction	Shares
June 25, 2024		Euronext Milan	Purchase	1,324	28.00
June 25, 2024		Euronext Milan	Purchase	625	28.00
June 25, 2024		Euronext Milan	Purchase	5,000	28.00
June 25, 2024		Euronext Milan	Purchase	235	28.00
June 25, 2024		Euronext Milan	Purchase	1,500	28.00

¹ The release, publication or distribution of this communication is not permitted in the United States of America, Canada, Japan, Australia and in any country where such communication would violate the relevant applicable regulation.

June 25, 2024	Euronext Milan	Purchase	1,700	28.00
June 25, 2024	Euronext Milan	Purchase	8,753	28.00
June 25, 2024	Euronext Milan	Purchase	1,750	28.00
June 25, 2024	Euronext Milan	Purchase	250	28.00
June 25, 2024	Euronext Milan	Purchase	15	28.00
June 25, 2024	Euronext Milan	Purchase	500	27.95
June 25, 2024	Euronext Milan	Purchase	500	27.95
June 25, 2024	Euronext Milan	Purchase	5,700	27.95
June 25, 2024	Euronext Milan	Purchase	1,000	27.95
June 25, 2024	Euronext Milan	Purchase	250	27.95
June 25, 2024	Euronext Milan	Purchase	250	27.95
June 25, 2024	Euronext Milan	Purchase	648	27.95
June 25, 2024	Euronext Milan	Purchase	9,967	28.00
June 25, 2024	Euronext Milan	Purchase	43	28.00
June 25, 2024	Euronext Milan	Purchase	250	28.00
June 25, 2024	Euronext Milan	Purchase	650	28.00
June 25, 2024	Euronext Milan	Purchase	150	28.00
June 25, 2024	Euronext Milan	Purchase	480	28.00
June 25, 2024	Euronext Milan	Purchase	7,000	28.00
June 25, 2024	Euronext Milan	Purchase	200	28.00
June 25, 2024	Euronext Milan	Purchase	500	28.00
June 25, 2024	Euronext Milan	Purchase	400	28.00
June 25, 2024	Euronext Milan	Purchase	1,000	28.00
June 25, 2024	Euronext Milan	Purchase	1,100	28.00
June 25, 2024	Euronext Milan	Purchase	500	28.00
June 25, 2024	Euronext Milan	Purchase	35	28.00
June 25, 2024	Euronext Milan	Purchase	565	28.00
June 25, 2024	Euronext Milan	Purchase	125	28.00
June 25, 2024	Euronext Milan	Purchase	4,435	28.00
June 25, 2024	Euronext Milan	Purchase	6,000	28.00
June 25, 2024	Euronext Milan	Purchase	910	28.00
June 25, 2024	Euronext Milan	Purchase	90	28.00
June 25, 2024	Euronext Milan	Purchase	1,000	28.00
June 25, 2024	Euronext Milan	Purchase	200	28.00
June 25, 2024	Euronext Milan	Purchase	800	28.00
June 25, 2024	Euronext Milan	Purchase	1,000	28.00
June 25, 2024	Euronext Milan	Purchase	1,000	28.00
June 25, 2024	Euronext Milan	Purchase	1,000	28.00
June 25, 2024	Euronext Milan	Purchase	607	28.00
June 25, 2024	Euronext Milan	Purchase	393	28.00
June 25, 2024	Euronext Milan	Purchase	500	28.00
June 25, 2024	Euronext Milan	Purchase	340	28.00
June 25, 2024	Euronext Milan	Purchase	364	28.00
June 25, 2024	Euronext Milan	Purchase	500	28.00

The VTO is promoted exclusively in Italy, as the Shares are listed exclusively on the Euronext Milan – Euronext STAR Milan segment, and is addressed, under equal conditions, to all shareholders holding Shares. The VTO has not been and will not be promoted or disseminated, directly or indirectly, in the United States of America, Canada, Japan and Australia, as well as in any other State in which the VTO is not permitted in the absence of authorisation by the competent authorities or other obligations by the Offeror or is in violation of local rules or regulations (the "Other Countries"), or by using means of communication or international trade (including, by way of example, the postal network, fax, telex, e-mail, telephone and internet) of the United States of America, Canada, Japan, Australia or of the Other Countries, or through any structure of any of the financial intermediaries of the United States of America, Canada, Japan, Australia or the Other Countries, or in any other way. A copy of the Offer Document, or portions thereof, as well as a copy of any document relating to the VTO, are not and must not be sent, nor in any way transmitted, or in any case distributed, directly or indirectly, in the United States of America, Canada, Japan, Australia or Other Countries. Anyone who receives the aforementioned documents must not distribute or send them (either by post or by any other means or instrument of communication or international trade) in the United States of America, Canada, Japan, Australia or Other Countries.

Any acceptance of the VTO resulting from solicitation activities carried out in violation of the above limitations will not be accepted.

The Offer Document, as well as any other document relating to the VTO, do not constitute and may not be interpreted as an offer of financial instruments addressed to parties domiciled and/or resident in the United States of America, Canada, Japan, Australia or Other Countries. No instrument may be offered or sold in the United States of America, Canada, Japan, Australia or in the Other Countries without specific authorisation in accordance with the applicable provisions of the local law of those states or of the Other Countries or in derogation from the same provisions.

Participation in the VTO by parties residing in countries other than Italy may be subject to specific obligations or restrictions provided for by legal or regulatory provisions. It is the sole responsibility of the recipients of the VTO to comply with these rules and, therefore, before joining the VTO, to verify their existence and applicability, by contacting their advisors.

Any acceptance of the VTO carried out in violation of the above limitations will not be accepted.

For more information: Image Building Media Relations Alfredo Mele, Carlo Musa, Federica Sivelli Ph. +39 02 89 011 300 Email: sggh@imagebuilding.it

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