Informazione Regolamentata n. 1938-59-2024	Data/Ora Inizio Diffusione 13 Novembre 2024 18:54:22
Societa'	:	AQUAFIL
Identificativo Informazione Regolamentata	:	198128
Utenza - Referente	:	AQUAFILNSS02 - Tonelli
Tipologia	:	3.1
Data/Ora Ricezione	:	13 Novembre 2024 18:54:22
Data/Ora Inizio Diffusione	:	13 Novembre 2024 18:54:22
Oggetto	:	APPROVAL FROM CONSOB OF THE PROSPECTUS RELATED TO THE SHARE CAPITAL INCREASE WITH RIGHTS ISSUE
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Press release

APPROVAL FROM CONSOB OF THE PROSPECTUS RELATED TO THE SHARE CAPITAL INCREASE WITH RIGHTS ISSUE

DEFINITION OF THE RIGHTS ISSUE TIMETABLE

Arco (TN), November 13, 2024 – Aquafil S.p.A. ("Aquafil", the "Issuer" or the "Company") announces the following.

Approval of the Prospectus by CONSOB

Today, CONSOB authorised, by note prot. no. 0104487/24, the publication of the Prospectus relating to the offer (the "Offer") and admission to trading on the regulated market Euronext Milan organised and managed by Borsa Italiana S.p.A. ("Borsa Italiana"), STAR Segment, of the ordinary shares of Aquafil (the "New Ordinary Shares") deriving from the rights issue, for consideration and on a divisible basis, for a maximum amount of Euro 40 million, inclusive of any share premium, to be carried out through the issue of New Ordinary Shares and new class B shares and resolved by the Extraordinary Shareholders' Meeting held on October 10, 2024 (the "Capital Increase"). The Prospectus will be filed at CONSOB and published in accordance with applicable laws and regulations.

It should be noted that the new class B shares are offered for subscription exclusively to the shareholder Aquafin Holding S.p.A., the sole holder of the class B shares outstanding as at the date of publication of the Prospectus.

It is expected that the Board of Directors of the Company will meet on November 14, 2024, after market closes, to fix the final terms and conditions of the Capital Increase, including the price at which the New Ordinary Shares and new class B shares will be offered, which will be promptly communicated to the market.

Timing of the Rights Offering

The calendar relating to the rights offering to the Issuer's shareholders of the New Ordinary Shares pursuant to Article 2441(1) of the Italian Civil Code (the "Rights Offering") has been established. According to this calendar, it is envisaged that the option rights valid for the subscription of the New Ordinary Shares and new class B shares (the "Option Rights") will be exercisable, under penalty of forfeiture, from November 18, 2024 to December 5, 2024, extremes included, (the "Option Period") and the Option Rights related to the New Ordinary Shares will be tradable on Euronext Milan, from November 18, 2024 to November 29, 2024, extremes included.

The Option Rights not exercised by the end of the Option Period will be offered on the Stock Exchange by the Issuer within the month following the end of the Option Period, for at least two trading days, unless the Option Rights have already been fully sold, pursuant to Article 2441(3) of the Italian Civil Code, (the "Stock Exchange Offer"). The starting and closing dates of the Market Offer will be communicated to the public by means of a specific press release.

Underwriting Commitments

As already disclosed to the market, it is recalled that, on October 9, 2024, the shareholder Aquafin Holding S.p.A. made an irrevocable and unconditional commitment to subscribe to its relative share of the Capital Increase (equal to approximately 51.78% of the capital increase relating to the New Ordinary Shares and 100% of the capital increase relating to the new class B shares), for a countervalue of approximately Euro 24 million. The Underwriting Commitment of Aquafin Holding is not guaranteed.

Further information relating to the terms and conditions of the Offer will be disclosed in a subsequent press release which will be made available to the public on the Issuer's website [(www.aquafil.com)](http://(www.aquafil.com/) and in any other manner required by applicable laws and regulations.

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Aquafil is a pioneer in the circular economy also thanks to the ECONYL® regeneration system, an innovative and sustainable process able to create new products from waste and give life to an endless cycle. The nylon waste is collected in locations all over the world and includes industrial waste but also products – such as fishing nets and rugs – that have reached the end of their useful life. Such waste is processed to obtain a raw material – caprolactam – with the same chemical and performance characteristics as those from fossil sources. The polymers produced from ECONYL® caprolactam are distributed to the Group's production plants, where they are transformed into yarn for rugs carpet flooring and for clothing.

Founded in 1965, Aquafil is one of the main producers of nylon in Italy and worldwide. The Group is present on three different continents, employing about 2,400 people at 19 production sites located in Italy, Slovenia, Unites States, China, Croatia, Chile, Thailand and Japan.

For further information

Investors Contact Giulia Rossi [email protected] mob: +39 327 0820.268

Barabino & Partners IR T: +39 02 72.02.35.35 Stefania Bassi [email protected] mob: +39 335 6282.667 Agota Dozsa [email protected] mob: +39 338 7424.061 Media Contact Barabino & Partners T: +39 02 72.02.35.35 Federico Vercellino [email protected] mob: +39 331 5745.171

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DISCLAIMER

This announcement does not constitute an offer to sell or a solicitation of an offer to purchase or subscribe for shares. This announcement is an advertisement and does not constitute a prospectus within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the "Prospectus Regulation") or under any other applicable law. Copies of this document may not be sent to, or distributed in or sent from, any jurisdiction where to do so is prohibited or prohibited by law. The information contained in this document does not constitute an offer to sell or a solicitation of an offer to buy in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or clearance under the securities laws of any jurisdiction. A prospectus prepared pursuant to the Prospectus Regulation, Commission Delegated Regulation (EU) 2019/980, Commission Delegated Regulation (EU) 2019/979 (the "Delegated Regulations") and applicable Italian laws and regulations, as approved by CONSOB, is made available in accordance with the requirements of the Prospectus Regulation, the Delegated Regulations and applicable Italian laws and regulations. Investors should not purchase or subscribe for the shares referred to in this announcement other than based on the information contained in the offering documents, which include detailed information about Aquafil S.p.A. (the "Company") and the risks involved in investing in the relevant shares.

This communication is not intended for publication or distribution, in whole or in part, directly or indirectly, in the United States of America (including its territories and tomorrow, any state of the United States and the District of Columbia), Canada, Japan or Australia or any other jurisdiction where to do so would be unlawful. This document does not constitute an offer or invitation to subscribe for or purchase any securities in such countries or in any other jurisdiction where it would be unlawful to do so. In particular, the document and the information contained herein may not be distributed or otherwise transmitted in the United States of America or by means of communication for general circulation in the United States of America. The securities referred to herein may not be offered or sold in the United States unless they are registered under the United States Securities Act of 1933, as amended (the "Securities Act") or exempt from registration. The Company has not registered and does not intend to register the Rights or the New Shares under the Securities Act or the laws of any state. The Rights and the New Shares may not be offered or sold in the United States of America absent registration or an exemption from registration under the Securities Act. There will be no public offering of the Rights or the New Shares in the United States of America. No money, securities or other consideration is being solicited and will not be accepted if sent in response to the information contained in this document. This document is being distributed only to, and is directed at, persons to whom an invitation or inducement to engage in investment activity may otherwise lawfully be communicated or caused to be communicated (the "Relevant Persons"). The Rights and the New Shares are available only to, and any invitation, offer or agreement to subscribe for, purchase or otherwise acquire such securities will be made only with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents. It is the sole responsibility of the recipients of the Rights Offer and the New Shares to comply with these rules and, therefore, to verify their existence and applicability by contacting their own advisors and complying with them prior to joining the offer.

Fine Comunicato n.1938-59-2024 Numero di Pagine: 5
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