Relatech

M&A Activity • Sep 13, 2022

Informazione Regolamentata n. 20162-93-2022		Data/Ora Ricezione 13 Settembre 2022 17:53:32	Euronext Growth Milan
Societa'	:	RELATECH
Identificativo Informazione Regolamentata	:	166948
Nome utilizzatore	:	RELATECHN02 - ROSSI
Tipologia	:	REGEM
Data/Ora Ricezione	:	13 Settembre 2022 17:53:32
Data/Ora Inizio Diffusione presunta	:	13 Settembre 2022 17:53:33
Oggetto	:	RELATECH: CLOSING FOR THE CONSOLIDATION OF THE SHAREHOLDING IN VENTICENTO S.R.L.
Testo del comunicato

Vedi allegato.

PRESS RELEASE

RELATECH: CLOSING FOR THE CONSOLIDATION OF THE SHAREHOLDING IN VENTICENTO S.R.L.

• REACHED 51% OF THE SHARE CAPITAL OF VENTICENTO, A COMPANY SPECIALIZED IN THE OFFERING OF CLOUD AND CYBERSECURITY SOLUTIONS FOR THE ENTERPRISE MARKET
• VENTICENTO WITH OFFICES IN ITALY, UNITED STATES AND HONG KONG, HAS TOTAL TURNOVER OF AROUND EURO 10 MILLION

Milan, 13th September 2022

Relatech S.p.A., Digital Enabler Solution Know-how (DESK) Company and innovative SME listed on the Euronext Growth Milan market (Ticker: RLT), following what was communicated on May 31, 2022, announces that today it has completed the acquisition of 9.71% (the "Stake") of the share capital of Venticento S.r.l. ("Venticento" or "Company"), a company specializing in offering Cybersecurity and Cloud solutions for the enterprise market.

Founded in 2005 in Milan and with offices in the United States and Hong Kong, Venticento's mission is to ensure maximum protection of its customers' data through Cybersecurity technology, while ensuring flexibility to the Cloud infrastructure. In 2021 the Company achieved sales revenues of approximately Euro 10 million, a net profit of approximately Euro 290 thousand and a Net cash position of approximately Euro 85 thousand.

With this transaction, Relatech starts with the Group's internationalization process which will thus be able to benefit from the expertise and territorial knowledge gained over the years of physical presence of the Company in its foreign offices. Thanks to this transaction Relatech obtains a privileged observation point in order to evaluate the possibility of expanding its presence even beyond national borders, as well as further expanding the Group's foreign customer base.

Pasquale Lambardi, Chairman of the Board of Directors of Relatech: "We are very pleased to have completed the seventh M&A transaction starting from the IPO in June 2019 and the launch of the 3M Strategy (Merge, Management and Margin). The skills, professional and managerial resources brought by Venticento, which in this historical moment represent

the real scarce resource of our sector, will allow us to further consolidate our positioning in the market of services and digital solutions in the Cloud and Cybersecurity sector. Currently, the demand for the protection of data and IT infrastructures, as well as the demand for flexibility and digitization of processes in the Cloud, has grown exponentially and the acquisition of Venticento will increase our ability to meet it. Furthermore, this acquisition will equip the Relatech Group with the first two foreign offices, New York and Hong Kong, thus starting the path of internationalization and expansion of the foreign customer base."

The price for the purchase of the Stake was equal to Euro 350,000.00, paid partly in cash and partly through the transfer of Relatech shares, valued at the unit value resulting from the most recent equity research published on the date of execution of the transfer with a discount of 5% (five percent) and subject to a 12-month lock-up from the transfer date.

Thanks to this transaction, Relatech consolidates its stake in Venticento, going from 41.29% to a total stake of 51% of the Company's share capital.

The Company reminds - as already communicated on May 31, 2022 - that the agreement also provides for a put and call option mechanism (the "Options") by virtue of which Relatech will have the right to buy and the selling shareholders will be obliged to sell (and vice versa) all portions representing the residual 49% of the capital to be exercised within a time window of 1 year from the date of approval by the shareholders' meeting of Venticento of the financial statements for the year ended 31 December 2024 ( the "Exercise Period"). The exercise price of the Options will be determined by applying a specific formula that takes into account the EBITDA and NFP values recorded by Venticento, subject to a minimum value of Euro 680,000, to be paid partly in cash and partly in Relatech shares.

Relatech was assisted in this transaction by the law firm Gianni & Origoni and by Miccinesi Tax Legal Corporate and Thymos Business & Consulting S.R.L as advisors.

This press release is online at www.relatech.com (Investor Relations/Press Release section) .

***

Relatech (ticker RLT ISINIT0005433740), Digital Enabler Solution Know-how (DESK) Company, listed on Euronext Growth Milan since June 2019, is present on the market with innovative solutions dedicated to the digital transformation of companies. Relatech is an innovative SME focused on customers looking for the most innovative solutions, becoming a strategic partner for digitization and ICT services. Relatech constantly invests in Open innovation with an extensive R&D activity carried out internally and numerous partnerships with the main Italian Universities and research centers. Thanks to its digital platform and cloud based RePlatform, it provides services and develops innovative digital solutions in frontier technologies of Digital Enabler, such as Cloud, Cybersecurity, Blockchain, Big Data, Machine Learning, Artificial Intelligence, Internet of Things.

Contacts

ISSUER Relatech S.p.A. - Investor Relations Gianluca Rossi | investor@relatech.com | T: +39 02 2404909 | Via Ercole Marelli, 165 - 20099 Sesto San Giovanni (MI)

EGA & SPECIALIST BPER Banca S.p.A. | relatech@bper.it | T: +39 02 7274 9229 | Via Gaetano Negri, 10 - 20123 Milan

INVESTOR & MEDIA RELATIONS ADVISOR IR Top Consulting | ir@irtop.com | T: + 39 02 4547 3883/4 | Via Bigli, 19 - 20121 Milano