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Fila

Investor Presentation Nov 7, 2025

4343_rns_2025-11-07_a6db88d5-405d-4422-93ff-53c470010397.pdf

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FILA GROUP

Acquisition of Seven

November 7, 2025

♦FILA GROUP | COLOURING THE FUTURE SINCE 1920.

Highlights

F.I.L.A. S.p.A. signed a binding agreement to acquire 100% of the share capital of Seven S.p.A. from Green Arrow Private Equity Fund 3 and the founding shareholders (Di Stasio family)

Consideration of €53.7m, of which €26.8m will be paid on the closing date, corresponding to 51% stake, and the remaining portion in four installments by December 31, 2028. Seven 2024 results shown Revenues of €88.8m and Adjusted EBITDA ex. IFRS 16 of €14.9m, with a Net Financial Position of €9.3m (including distributed dividend for €10.0m)

Founded in 1973, Seven is the market leader in Italy in the backpack and stationery sectors, thanks to a unique combination of tradition, quality, and brand recognition (including Seven, Mitama, Invicta, SJ Gang)

The acquisition is financed through Group Cash Flow generation and bank credit lines of €30.0m. Within the transaction F.I.L.A. Group is optimizing the capital structure with the repayment of \$50.0m in U.S. dollar financial debt, generating approx. €2m savings on annual net interest expenses

The current CEO of Seven (Aldo Di Stasio) will remain in charge granting management continuity

The acquisition aims to expand the market position of the F.I.L.A. Group in Italy and to create synergies, leveraging Seven's extensive agents' network and an integrated product offering. DOMS and Seven are expected to form a JV to develop backpacks in the Indian market

Based on Pro-Forma Adjusted 2024 figures the combination of F.I.L.A. Group and Seven generated approx. €700m of Revenues and approx. €118m of Adjusted EBITDA ex. IFRS16, with a Net Financial Position of approx. €183m (including €53.7m of purchase price and €10.0m dividend paid by Seven)

The closing of the transaction is expected by January 31, 2026

  • 1. Seven – Business Overview
  • 2. Terms and Structure of the Transaction
  • 3. Why Seven?
  • 4. F.I.L.A. + Seven Combination
  • 5. Q&A

Seven is Italy's market leader in back-to-school and stationery, known for its heritage, quality products, and strong brand presence in backpacks and school supplies

A portfolio of iconic brands: Seven, premium trendsetter; Invicta, historic lifestyle brand; SJ Gang, leader in kids' backpacks; and Mitama, innovative mid-priced stationery brand

A broad, multi-category range, from backpacks to stationery, combining quality, ergonomics, and trend-driven design

An omnichannel distribution network of over 6,000 stores and a fast-growing online channel, ensuring broad market reach

A well-structured organization focused on innovation and quality, with in-house product development, yearly new collections, and a skilled team with deep industry expertise

A flexible, outsourced production model managed through the Hong Kong hub with strict quality controls, and a growth strategy

Key Milestones

1906 Invicta is founded as a specialist in outdoor gears with a heritage in mountaineering and skiing

Seven Invicta pioneers the introduction into school products market of backpacks

Launch of the SJ Gang brand targeting junior primary schoolchildren (<10 years)

Green Arrow Capital acquires 55% of Seven Invicta from Di Stasio family. Aldo DI Stasio is appointed as CEO

2018

Seven becomes a benefit company adopting the status confirms its commitment and its shareholders to a sustainable business model

Seven S.p.A. is established in Turin by Di Stasio family as a manufacturer of sport bags

Seven acquired Invicta S.p.A. from its main competitor Diadora

New Invicta apparel license partnership established

Strategic acquisition of a 75% stake of Incall S.p.A., further consolidating the positioning in the stationery market through its Mitama brand

Source: Company data 5

Stationery Consumable

  • This category of products refers to manufactured writing materials, including pens, pencils, rubber, and coloring equipment
  • In addition, there are notebooks and products useful to archive documents at the office

• This category includes backpacks and trolleys both for BTS (Back To School) and lifestyle/outdoor

Backpacks Stationery non-Consumable Other

• This category of products includes diaries, pencil cases, bags, organizers, diaries, cases and pouches

  • This product category mainly contains technological accessories, watches, modelling clay and umbrellas
  • Also includes surplus stock

Source: Company data

Seven at a Glance

Key Financials

(€m) 2024A CAGR 2022-24
Revenue 88.8 3.1%
EBITDA 14.9 4.7%
EBITDA Margin (%) 16.8% -

Shareholding Structure

Shareholder Stake (%)
55%
Aldo Di Stasio 25%
Roberto Di Stasio 10%
Bruno Di Stasio 10%

Source: Company data Note: Revenues breakdown based on FY2024 figures 7

Revenues Breakdown

By Channel

By Brand

  • 1. Seven – Business Overview
  • 2. Terms and Structure of the Transaction
  • 3. Why Seven?
  • 4. F.I.L.A. + Seven Combination
  • 5. Q&A

Key Terms of the Transaction

Key Highlights

The total cash consideration of €53.7m, will be paid in five installments: i) €26.8m on the closing date; (ii) the remaining portion in four installments by December 31, 2028

Payment of the four instalments secured by a pledge over 51%. F.I.L.A. will have the right to redeem the remaining shares of the Sellers

The current CEO of Seven (Aldo Di Stasio) will remain in charge as CEO granting management continuity

9

F.I.L.A. Returns to M&A After Debt Reduction and Optimization of Its Financing Sources

DOMS ABB

Financing Optimization Investing in M&A

€80.7m cashed in from DOMS ABB (4.57%)

Dividends M&A WC Use of ABB proceeds (€m) ~\$50m of US debt repaid 6% average cost

~€30m in bank credit lines 2.5% average cost

Deployment of ~€30m to finance acquisition Step 1 (at closing)

Allocation of Group cash flow to finance the remaining steps

  • 1. Seven – Business Overview
  • 2. Terms and Structure of the Transaction
  • 3. Why Seven?
  • 4. F.I.L.A. + Seven Combination
  • 5. Q&A

Reasons We're Stronger Together

Strengthening the presence in stationery stores through Seven's agent network, and consolidating the negotiating power within mass retailers

Enhancing competitiveness against both domestic and Chinese players

Significant synergies expected through DOMS, following its recent acquisition of a small Indian manufacturer of pencil cases and backpacks. DOMS and Seven are expected to form a JV to develop backpacks in the Indian market

Strategic relaunch of the iconic Invicta brand, with the aim to generate additional sales

Distributing Seven & F.I.L.A. products through e-commerce

Including F.I.L.A. products in Seven's pencil cases as part of the initial school kit

Attractive financial profile

High profitability and positive cash generation driving value creation and confirming F.I.L.A. dividend distribution guidance

Revenue-Driven Synergies from the Combination of F.I.L.A. and Seven

Key Highlights

Synergies arising from the combination of F.I.L.A. and Seven are primarily revenue-driven

Revenue maximization for both companies will be achieved through the integration of their commercial strategies, the expansion of market positions in Italy and potential growth opportunities

Additional benefits will be realized through the transfer of Seven's knowhow to DOMS, as well as through potential developments in the Indian market

  • 1. Seven – Business Overview
  • 2. Terms and Structure of the Transaction
  • 3. Why Seven?
  • 4. F.I.L.A. + Seven Combination
  • 5. Q&A

F.I.L.A. + Seven Combination: Pro-Forma Adjusted 2024 Figures

FY2024PF - €m FILA GROUP ESS CONTRACTOR OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF THE PARTY OF Combined AFILE GROUP EXECUTED
Revenues 612.6 88.8 701.3 (3)
Adj. EBITDA
(ex IFRS16)
103.1 14.9 117.9(3)
Margin (%) 16.8% 16.8% 16.8%
Net Financial Position (ex IFRS 16)(1) 119.5 9.3(2) 182.5 Including €53.7m
Financial
Leverage (x)
1.2x 0.6x 1.5x

Source: Company data

Note: (1) Net Financial Position for Covenant excluding IFR\$16 effect and MTM derivatives; (2) Including €10m dividend paid by Seven

  • 1. Seven – Business Overview
  • 2. Terms and Structure of the Transaction
  • 3. Why Seven?
  • 4. F.I.L.A. + Seven Combination
  • 5. Q&A

♦FILA GROUP

Q&A

♦FILA GROUP | COLOURING THE FUTURE SINCE 1920.

Disclaimer

This document has been prepared by F.I.L.A. S.p.A. ("F.I.L.A." or the "Company"), for information purposes only, exclusively with the aim of assisting you to understand and assess F.I.L.A.'s activities. Statements contained in this presentation, particularly regarding any possible or assumed future performance of the F.I.L.A. Group, are or may be forward-looking statements based on F.I.L.A.'s current expectations and projections about future events. By their nature, forwardlooking statements involve known and unknown risks, uncertainties and other factors that are in some cases beyond F.I.L.A.'s control. These risks, uncertainties and factors may cause F.I.L.A.'s actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements (and from past results, performances or achievements). Forward-looking statements are not guarantees of future performance. Consequently, F.I.L.A. and its management can give no assurance regarding the future accuracy of the estimates of future performance set forth in this document or the actual occurrence of the expected developments. The data and information contained in this document are subject to changes and integrations. Although F.I.L.A. reserves the right to make such changes and integrations when it deems necessary or appropriate, F.I.L.A. assumes no affirmative obligation to update, change or integrate this document, except as and to the extent required by law. Any reference to the past performance of the F.I.L.A. Group shall not be taken as an indication of future performance. In addition, this presentation includes certain ''Adjusted'' financial and operating indicators and non-IFRS measures, which have been adjusted to reflect extraordinary events, non-recurring and/or non-monetary transactions and/or activities that are not directly related to the Group's ordinary business. These measures are not indicative of our historical operating results, nor are they meant to be predictive of future results. These measures are used by F.I.L.A.'s management to monitor the underlying performance of the business and the operations. Since not all companies calculate these measures in an identical manner, F.I.L.A.'s presentation may not be consistent with similar measures used by other companies. Such "Adjusted" information has been included to facilitate the comparison of financial information among different financial periods; however, it should be noted that such information is not recognized as a measure of financial performance or liquidity under IFRS and/or does not constitute an indication of the historical performance of the Company or the Group. Therefore, investors should not place undue reliance on such data and information. The information contained in this document does not constitute or form any part of, and should not be construed as, any offer, invitation or recommendation to purchase, sell or subscribe for any securities in any jurisdiction and neither the issue of the information nor anything contained herein shall form the basis of or be relied upon in connection with, or act as any inducement to enter into, any investment activity. This document does not purport to contain all of the information that may be required to evaluate any investment in the Company or any of its securities and should not be relied upon to form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. This presentation is intended to present background information on F.I.L.A., its business and the industry in which it operates and is not intended to provide complete disclosure upon which an investment decision could be made. The merit and suitability of investment in F.I.L.A. should be independently evaluated and determined by investors. Analyses in this presentation are not, and do not purport to be, appraisals of the assets, stock or business of F.I.L.A., and do not form any publicity material relating to the securities. Any person considering an investment in F.I.L.A. is advised to obtain independent advice as to the legal, tax, accounting, regulatory, financial, credit and other related advice prior to making an investment.

By attending this presentation, you agree to be bound by the foregoing terms.

F.I.L.A. Investor Relations

Cristian Nicoletti CFO & IR Officer Piero Munari, Daniele Ridolfi - IR [email protected] +39 02 38105206

♦FILD GROUP | COLOURING THE FUTURE SINCE 1920.

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