Aeffe — Regulatory Filings 2025

Nov 14, 2025

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Informazione Regolamentata n. 0923-41-2025

Data/Ora Inizio Diffusione 14 Novembre 2025 12:56:39 Euronext Star Milan

Societa' : AEFFE

Identificativo Informazione

Regolamentata

: 211969

Utenza - referente : AEFFEN01 - Degano Giulia

Tipologia : REGEM; 3.1

Data/Ora Ricezione : 14 Novembre 2025 12:56:39

Data/Ora Inizio Diffusione : 14 Novembre 2025 12:56:39

Oggetto : 2025-11-14 AEFFE Press Relese ORP for the

property located in Milan, Via Donizetti 48

Testo del comunicato

Vedi allegato

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Signing of an amendment to the lease agreement for the property located in Milan, Via Donizetti 48, owned by FQuattro Srl

San Giovanni in Marignano, November 14, 2025. The Board of Directors of Aeffe SpA ( Aeffe or the Company ) – a luxury company listed on the Euronext STAR Milan segment of the Euronext Milan market of the Italian Stock Exchange, which operates in the ready-to-wear , footwear and leather goods sectors with international brands, including Alberta Ferretti, Moschino and Pollini – announces that it has approved the signing of an agreement amending the contract stipulated between Aeffe and FQuattro Srl ( FQuattro ) for the lease of the property owned by FQuattro located in Milan, Via Donizetti n. 48 (the Property ), as part of a rationalization and reorganization of the spaces of the Property, in exchange for a reduction in the rent.

FQuattro , please note, is a related company, whose share capital is owned by the shareholder and Chairman, Mr. Massimo Ferretti. Dr. Francesco Ferretti is a director of FQuattro and an executive director of Aeffe.

1. The reasons for the operation

The transaction stems from a proposal made by the Company to FQuattro , with a view to cost containment and taking into account Aeffe's changing needs in recent months, including the reduction in the workforce at the building, which serves as a representative office and showroom, aimed at rationalizing and reorganizing the space in exchange for a reduction in rent. More specifically, the transaction involves:

• the return, starting from 15 November 2025, by Aeffe to FQuattro , of a portion of the Property of approximately 545 m2 of gross surface area, specifically composed of (i) second basement floor: warehouse 132.50 m2; (ii) first basement floor: warehouse 55.28 m2; (iii) ground floor: showroom and office 140.72 m2; (iv) mezzanine floor: offices 190 m2; (v) external areas: paving 26 m2;
• the consequent reduction in the annual rent of the Property by €250,000, thus moving from an annual rent of €973,850 to €723,850, with effect from 15 November 2025.

Please note that the lease agreement for the Property was signed in 2013 between Ferrim Srl and Aeffe. Following the spin-off of Ferrim Srl, FQuattro acquired ownership of the Property, and on July 1, 2025, a new lease agreement was signed between FQuattro and Aeffe, effective from July 1, 2025, to June 30, 2037 (the Agreement ).

Please be informed that (i) the Control, Risk and Sustainability Committee of Aeffe, entrusted with the matter in its capacity as Related Parties Committee, in accordance with the provisions of the Regulation approved by Consob with Resolution no. 17221 of 12 March 2010 and subsequent amendments (the Regulation ) and the Procedure for transactions with related parties adopted by Aeffe SpA on 15 July 2021 (the Internal Procedure ) on 12 November 2025, expressed a favourable opinion on the interest in completing the transaction, as well as on the appropriateness and substantial correctness of the related conditions, and (ii) the Board of Directors of Aeffe approved and authorised the transaction today.

2 The conditions of the operation

Signing the amendment agreement does not entail any costs or disbursements for Aeffe, which will instead benefit from a saving on rent of €250,000 per year.

3 Approval of the operation

The transaction was approved by the Aeffe Board of Directors unanimously, with the favorable vote of directors Alberta Ferretti, Simone Badioli, Marco Piazzi, Marco Gobbetti, Daniela Saitta, Bettina Campedelli, Francesca Pace, Marco Francesco Mazzù and the abstention of directors Massimo Ferretti, given his interest in the transaction, as well as Francesco Ferretti, in his capacity as director of FQuattro .

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In compliance with the Internal Procedure, Aeffe's Control, Risk and Sustainability Committee, responsible for the matter in its capacity as Related Parties Committee as a body composed of three independent directors, was asked to express its assessment of the transaction.

Because a "related party transaction" is a transfer of resources, services or obligations between a company and a related party, regardless of whether a consideration has been agreed, although the overall value of the Transaction (equal to the reduction of the annual fee multiplied by the residual duration of the Contract, and so for 1,406,249 euros taking into account the fees up to the expiry of the first 6 years of the Contract (July 2031), and for 2,906,249 euros taking into account the fees up to the expiry of the further 6 years of the contract (July 2037)), does not exceed 5% of the total consolidated net equity of Aeffe resulting from the latest published consolidated balance sheet ( i.e. 71,665,525 euros as of 06.30.2025), in consideration of the fact that the signing of the Contract has been considered to fall within the category of "Transactions with Related Parties of Greater Importance" and has been the subject of specific communication to the market and of an information document, it was deemed appropriate to obtain an opinion from the Committee.

3 of the Regulation are not applicable , namely (i) the asset relevance ratio, as the ratio between the total assets of the entity being transacted and the total assets of the company, and (ii) the liability relevance ratio, as the ratio between the total liabilities of the acquired entity and the total assets of the company.

The transaction does not concern Aeffe's ordinary operations and therefore cannot be considered an "Ordinary Transaction" pursuant to the Internal Procedure.

The Committee was involved in the preliminary investigation phase by receiving a complete and timely flow of information and was able to request information and make comments. Having examined all the information relating to the transaction, the Committee expressed a favorable opinion on the interest in completing the transaction, as well as on the appropriateness and substantive fairness of the related conditions.

The agreement amending the Contract will be perfected:

• from Aeffe through CEO Simone Badioli, following approval by the Board of Directors today;
• from FQuattro through the president of the Board of Directors Massimo Ferretti.

The transaction does not fall within the significance parameters set out in Articles 70 and 71 of Consob Issuers' Regulation no. 11971 of 14 May 1999.

Further information relating to the transaction described above is available in the information document relating to transactions with related parties drawn up pursuant to Article 5 and Annex 4 of the Regulation, which will be made available within the terms required by law .

Contacts:

Investor Relations

AEFFE Spa Rocco Bennici Investor.relations@aeffe.com +39 0541 965211

Press Relations

AEFFE Spa Alessandra Turra Alessandra.turra@aeffe.com +39 02 76059206

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Fine Comunicato n.0923-41-2025 Numero di Pagine: 4