Assicurazioni Generali

M&A Activity • May 23, 2022

Informazione Regolamentata n. 0018-103-2022		Data/Ora Ricezione 23 Maggio 2022 17:40:16	Euronext Milan
Societa'	:	ASSICURAZIONI GENERALI
Identificativo Informazione Regolamentata	:	162645
Nome utilizzatore	:	ASSGENERN06 - AMENDOLAGINE
Tipologia	:	REGEM; 3.1
Data/Ora Ricezione	:	23 Maggio 2022 17:40:16
Data/Ora Inizio Diffusione presunta	:	23 Maggio 2022 17:40:16
Oggetto	:	Shares of Cattolica through Reverse Accelerated Book-Building	Generali launches purchase of ordinary
Testo del comunicato

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23/05/2022 PRESS RELEASE

NOT TO BE DISSEMINATED, PUBLISHED OR DISTRIBUTED, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF APPLICABLE LAWS. FURTHERMORE, THIS PRESS RELEASE (AND THE INFORMATION CONTAINED HEREIN) DOES NOT CONTAIN OR CONSTITUTE AN OFFER TO BUY OR SELL OR UNDERWRITE ANY SECURITIES OR A SOLICITATION TO SELL OR BUY OR UNDERWRITE ANY SECURITIES OR A PROMOTIONAL MESSAGE

Assicurazioni Generali S.p.A. announces the launch of a transaction for the purchase of ordinary shares of Societa' Cattolica di Assicurazioni S.p.A. through a Reverse Accelerated Book-Building procedure addressed to qualified investors and foreign institutional investors

Trieste - Assicurazioni Generali S.p.A. ("Assicurazioni Generali") announces its intention to purchase at least no. 12,166,055 ordinary shares of Società Cattolica di Assicurazione S.p.A. ("Cattolica"), equal to 5.3279% of the share capital of the latter (the "Relevant Shareholding"), so as to become holder, also taking into account the treasury shares held by Cattolica as of today, of a shareholding exceeding 90% of the share capital of Cattolica.

For this purpose, Assicurazioni Generali has engaged Equita SIM S.p.A. to act as authorized intermediary and sole bookrunner, in order to purchase the abovementioned shareholding through a reverse accelerated bookbuilding procedure (the "Transaction"), at a price per share which may not exceed Euro 6.75, to be started immediately and of which Assicurazioni Generali reserves the right to close at any time.

Equita SIM S.p.A. will address exclusively to qualified investors in Italy (as defined in Article 2, par. 1, lett. e) of the Regulation (EU) 2017/1129) and foreign institutional investors (other than U.S. persons as defined in Regulation S of the United States Securities Act of 1933, as subsequently amended, and investors located in the United States of America and Japan and any other country where the offer of financial instruments is not permitted without the authorizations by the competent authorities) willing to sell Cattolica shares.

The Transaction is conditional upon the purchase of the Relevant Shareholding.

The final amount of Cattolica shares purchased by Assicurazioni Generali and the purchase price will be communicated upon completion of the Transaction, under the terms and conditions provided for by applicable laws and regulations.

It should be noted that, as of today, Assicurazioni Generali already holds 192,896,731 Cattolica shares, equal to approximately 84.475% of the share capital of Cattolica.

THE GENERALI GROUP

Generali is one of the largest global insurance and asset management providers. Established in 1831, it is present in 50 countries in the world, with a total premium income of € 75.8 billion in 2021. With more than 75,000 employees serving 67 million customers, the Group has a leading position in Europe and a growing presence in Asia and Latin America. At the heart of Generali's strategy is its Lifetime Partner commitment to customers, achieved through innovative and personalised solutions, best-in-class customer experience and its digitalised global distribution capabilities. The Group has fully embedded sustainability into all strategic choices, with the aim to create value for all stakeholders while building a fairer and more resilient society.