Banco BPM SpA

M&A Activity • Mar 5, 2025

Informazione Regolamentata n. 1928-41-2025	Data/Ora Inizio Diffusione 5 Marzo 2025 08:00:20		Euronext Milan
Societa'	:	BANCO BPM
Identificativo Informazione Regolamentata	:	202025
Utenza - Referente	:	BANCOBPMN09 - Marconi Andrea
Tipologia	:	3.1
Data/Ora Ricezione	:	5 Marzo 2025 08:00:20
Data/Ora Inizio Diffusione	:	5 Marzo 2025 08:00:20
Oggetto	:	BANCO BPM AND BANCO BPM VITA OBTAINED CLEARANCE FROM THE BANK OF ITALY TO INDIRECTLY ACQUIRE CONTROL IN THE ANIMA GROUP'S ASSET MANAGEMENT COMPANIES

Testo del comunicato

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THE DISSEMINATION, PUBLICATION OR DISTRIBUTION OF THIS COMMUNICATION IS PROHIBITED IN ANY JURISDICTION WHERE THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT APPLICABLE LEGISLATION

TOTAL VOLUNTARY TENDER OFFER FOR THE ORDINARY SHARES OF ANIMA HOLDING S.P.A. PROMOTED BY BANCO BPM VITA S.P.A.

BANCO BPM AND BANCO BPM VITA OBTAINED CLEARANCE FROM THE BANK OF ITALY TO INDIRECTLY ACQUIRE CONTROL IN THE ANIMA GROUP'S ASSET MANAGEMENT COMPANIES

Milan, 5 March 2025 - with reference to the voluntary tender offer promoted pursuant to Articles 102, paragraph 1 and 106, paragraph 4 of Legislative Decree No. 58 of 1998 ("TUF") by Banco BPM Vita S.p.A. (the "Offeror") on all the ordinary shares of Anima Holding S.p.A. ("Anima") (the "Offer"), the Offeror hereby announces that yesterday, Banco BPM S.p.A. ("Banco BPM") and the Offeror obtained clearance from the Bank of Italy in relation to the acquisition of indirect controlling shareholding in the capital of Anima's controlled asset management companies, pursuant to Article 15 TUF and its implementing regulations, as set forth in the Bank of Italy Provisions on the ownership structure of banks and other financial intermediaries of 26 July 2022, without any requirements, conditions or limitations. The relevant Offer's condition of effectiveness shall be thus considered fulfilled.

For any further information regarding the Offer, please refer to the publicly available documentation on the dedicated web page of Banco BPM S.p.A.'s website (https://gruppo.bancobpm.it/investor-relations/opa-banco-bpm-vita-su-azioni-animaholding/).

For information:

Media Relations e-mail: stampa@bancobpm.it Investor Relations e-mail: investor.relations@bancobpm.it

The Offer is being launched exclusively in Italy, since the Anima' s shares are listed exclusively on Euronext Milan organized and managed by Borsa Italiana S.p.A., and is directed, indistinctly and on equal terms, to all shareholders of Anima.

As of the date of this press release, the Offer is not launched nor disseminated, directly or indirectly in the United States of America, in Canada, Japan and Australia, nor in any other country where such an Offer is forbidden without authorization from competent authorities or such an Offer is in breach of rules or regulations (collectively, the "Other Countries"), nor using international communication or trade tools (including, by way of example, the postal system, telefax, e-mail, telephone and internet), of the United States of America, Australia, Canada, Japan or the Other Countries nor by way of any office of any of the financial intermediaries of the United States of America, Australia, Canada, Japan or the Other Countries, nor in any other manner.

Copy of this press release, or any portion thereof, as well as copies of any documents relating to the Offer, are not and should not be sent, nor in any way transmitted, or otherwise distributed, directly or indirectly, in the United States of America, Canada, Japan, and Australia or the Other Countries. Any person who receives the above documents shall not distribute, send, or dispatch them (either by mail or through any other means or instrument of communication or international commerce) in the United States of America, Canada, Japan, and Australia or the Other Countries.

This press release, as well as any other documents relating to the Offer do not constitute and may not be construed as an offer of financial instruments addressed to persons domiciled and/or resident in the United States of America, Canada, Japan, Australia or the Other Countries. No instrument may be offered or bought or sold in the United States of America, Australia, Canada, Japan or the Other Countries in the absence of specific authorization in accordance with the applicable provisions of the local laws of those States or the Other Countries or waiver from those provisions.

Acceptance of the Offer by shareholders which are resident in countries other than Italy may be subject to specific obligations or restrictions provided by law or regulatory provisions. Shareholders who wish to accept the Offer bear the exclusive responsibility to comply with those laws and therefore, prior to accepting the Offer, those shareholders are required to verify their possible existence and applicability, consulting their own advisors. Any acceptances of the Offer resulting from solicitation activities carried out in violation of the above limitations will not be accepted.