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Antares Vision Proxy Solicitation & Information Statement 2021

Feb 16, 2021

4255_rns_2021-02-16_22b37176-43c5-421e-9b9c-89ddb25f30be.pdf

Proxy Solicitation & Information Statement

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PRESS RELEASE

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL

ANTARES VISION: SUBMISSION OF PROPOPALS OF RESOLUTIONS AND LISTS FOR THE APPOINTMENT OF THE NEW MEMBERS OF THE BOARD OF DIRECTORS AND THE BOARD OF STATUTORY AUDITORS FOR THE SHAREHOLDERS' MEETING OF 22 FEBRUARY 2021

Travagliato (BS), February 16, 2021 - Antares Vision S.p.A. ("Antares Vision" or the "Company") informs that the lists of candidates for the appointment of the new Board of Directors and the new Board of Statutory Auditors of the Company, alongside with the relevant documentation, as well as certain proposals of resolutions, all submitted by the Shareholder Regolo S.p.A., are available to the public on the website of the Company www.antaresvision.com ("Investors - Investor Relations - Shareholders' Meeting") and on the authorized storage mechanism "-Sdir".

The aforementioned lists and proposals will be submitted to the Ordinary Shareholders' Meeting of the Company, which will be held exclusively by remote means of communication, on 22 February 2021, on first call, at 11:00 a.m., and, if necessary, on second call on 23 February 2021, same time and conditions.

The Company informs that no other lists nor proposals by other Shareholders have been submitted.

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For further information

ISSUER

ANTARES VISION S.P.A. VIA DEL FERRO, N. 16 25039 – TRAVAGLIATO (BS) ALIOSCIA BERTO (CFO E INVESTOR RELATOR) TEL.: +39 030 72 83 500 E-MAIL: [email protected]

IR ADVISOR

IR TOP CONSULTING VIA BIGLI, N. 19 20121 – MILANO TEL.: +39 02 45473884 MARIA ANTONIETTA PIREDDU E-MAIL: [email protected] ANTONIO BUOZZI E-MAIL: [email protected]

NOMINATED ADVISER AND SPECIALIST EQUITA SIM S.P.A. VIA FILIPPO TURATI, N. 9 20121 – MILANO MARCELLO DAVERIO TEL.: +39 02 6204 1 E-MAIL: [email protected]

About Antares Vision

PRESS RELEASE

Listed since April 2019 on the AIM Italia market of the Italian Stock Exchange, Antares Vision Group guarantees the protection of products, people and brands through inspection systems for quality control, Track & Trace solutions for anti-counterfeiting and supply chain transparency, smart data management tools for maximized efficiency and digitalization of the supply chain, from the point of production to the end consumer. The Antares Vision Group is active in the life science sector, including the pharmaceutical, medical device and hospital segments, as well as in other industries, including, primarily, food & beverage, cosmetics and in consumer-packaged goods. The Group reaches over 60 countries worldwide with complete and flexible solutions, hardware and software, with related services: it has five offices in Italy (Brescia, Parma, Piacenza, Latina and Vicenza), 15 foreign branches (Germany [2], France [2], USA [3], Latin America [2], India, Russia, Hong Kong, China, Croatia and Serbia), three Innovation and Research Centers (Italy) and a worldwide network of more than 40 partners. With the twenty years of experience in vision technologies of the two founding partners, the Antares Vision Group is the supplier of ten of the 20 leading pharmaceutical companies in the world (by turnover), with more than 25,000 inspection systems, which ensure every day product safety and quality, 6,500 quality controls and more than 3,500 serialization modules on lines installed all over the world. With the aim of continuing and supporting the growth and development strategy, during 2019, Antares Vision finalized participation agreements with T2 Software, a Brazilian company specialized in smart data management solutions, and Orobix, an Italian company leader in artificial intelligence services, and acquired 100% of FT System, leader in control and inspection in the beverage sector. In 2020, Antares Vision acquired 82.83% of Tradeticity, a Croatian company specialized in software management of traceability and serialization processes, 100% of Convel, an Italian company specialized in automated inspection machines for the pharmaceutical industry, the assets of Adents High Tech International, a French company specialized in software for serialization and traceability, 100% of Applied Vision, a global leader in inspection systems for glass and metal containers in food & beverage. In 2019, Emidio Zorzella and Massimo Bonardi won the Ernst & Young "Enterpreneur of the Year" award for innovation.

For more info: www.antaresvision.com.

The information contained in this communication 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.

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The securities referred to herein may not be offered or sold in the United States unless registered under the U.S. Securities Act of 1933 as amended (the "Securities Act") or offered in a transaction exempt from, or not subject to, the registration requirements of the Securities Act. The securities referred to herein have not been and will not be registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. There will be no public offer of securities in the United States, Australia, Canada or Japan and Antares Vision S.p.A. ("Antares Vision" or the "Company") does not intend to register any portion of securities in the United States. Copies of this communication are not being made available and may not be distributed or sent into the United States, Australia, Canada or Japan.

Any public offering will be conducted in Italy pursuant to the prospectus that will be published following the approval by CONSOB (the "Prospectus") in accordance with applicable laws and regulations. In the United Kingdom, this communication is being distributed to, and is directed only at, persons who: (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Order"); (ii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Order; or (iii) are persons

PRESS RELEASE

to whom it may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "Relevant Persons"). This communication is directed at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is available in the United Kingdom only to Relevant Persons and will be engaged in only with Relevant Persons. This communication has been prepared on the basis that any offer of shares or other securities in the United Kingdom will be made pursuant to an exemption under Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation") from the requirement to publish a prospectus for the offers of shares or securities. Accordingly, any person making or intending to make an offer in the United Kingdom of securities which are the subject of this communication may only do so in circumstances in which no obligation arises for the Company or any of the underwriters to publish a prospectus pursuant to Section 85 of the Financial Services and Markets Act 2000 or supplement a prospectus pursuant to Article 23 of the UK Prospectus Regulation, in each case, in relation to such offer. Neither Antares Vision nor the underwriters have authorized, nor do they authorize, the making of any offer of securities in circumstances in which an obligation arises for the Company or the underwriters to publish or supplement a prospectus for such offer.

This communication has been prepared on the basis that any offer of shares or other securities in any Member State of the European Economic Area, other than Italy (each a "Member State"), will be made pursuant to an exemption under Regulation (EU) Regulation 2017/1129 (the "Prospectus Regulation") from the requirement to publish a prospectus for the offers of shares or securities. Accordingly, any person making or intending to make an offer in a Member State of securities which are the subject of this communication may only do so in circumstances in which no obligation arises for the Company or any of the underwriters to publish a prospectus pursuant to Article 1 of the Prospectus Regulation or supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. Neither Antares Vision nor the underwriters have authorized, nor do they authorize, the making of any offer of securities in circumstances in which an obligation arises for the Company or the underwriters to publish or supplement a prospectus for such offer.

This communication is an advertisement pursuant to (i) the Prospectus Regulation; (ii) Italian Legislative Decree No. 58 of February 24, 1998 (as amended) and CONSOB Regulation No. 11971/1999 (as amended), implementing the Prospectus Regulation, and (iii) the UK Prospectus Regulation. This communication 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 communication is intended to present background information on the Company, 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 the Company should be independently evaluated and determined by investors. Analyses in this communication are not, and do not purport to be, appraisals of the assets, stock or business of the Company, and do not form any publicity material relating to the securities. With respect to the public offer of Antares Vision's securities in Italy contemplated in the Prospectus, any decision regarding the exercise of rights and the subscription of Antares Vision's securities in the context of the offering should only be made on the basis of the information contained in the Prospectus. Any person considering an investment in the Company is advised to obtain independent advice as to the legal, tax, accounting, regulatory, financial, credit and other related advice prior to making an investment. The Prospectus will be available at the registered office of the Company and on the website www.antaresvision.com/investors/1857/investorrelations following the Prospectus' approval by CONSOB.