Bertolotti — M&A Activity 2021

Jul 1, 2021

Informazione Regolamentata n. 0469-53-2021		Data/Ora Ricezione 01 Luglio 2021 22:01:08	MTA - Star
Societa'	:	BE
Identificativo Informazione Regolamentata	:	149517
Nome utilizzatore	:	SERVICEN03 - Cornini
Tipologia	:	REGEM
Data/Ora Ricezione	:	01 Luglio 2021 22:01:08
Data/Ora Inizio Diffusione presunta	:	01 Luglio 2021 22:01:10
Oggetto	:		REGEM_Be_PR01072021_Swiss Initiative
Testo del comunicato

Vedi allegato.

Shaping the future

INVESTORS INFORMATION

1 July 2021 // Milan

Be signs preliminary agreement to acquire majority shareholding of a financial services Management Consulting company in Switzerland

Be Shaping The Future S.p.A. ("Be") continues to grow and reinforce its "Financial Industry Professional Service Portfolio" in Europe. Be has reached a preliminary agreement to acquire 55% of the share capital of a Management Consulting company based in Switzerland specialized in Financial Industry – with approximately 9 mln/€ in revenue.

The deal aims to significantly strengthen the presence of Be in the country and in the entire DACH region, where Be already owns seven high specialized companies – 4 in Germany, 2 in Austria and 1 in Switzerland – with a total business volume of approximately 60 ml/€ and a total workforce of 350 professionals.

The integration of the services provided by the new entity – in one of the most important and iconic locations for this industry – within Be's broader offering in the region have been identified as the main rationale for the acquisition. Added to this is the opportunity to leverage crossselling to leading Financial Institutions – renowned globally – already among Be's clients in other countries.

STOCK DATA		GROUP DATA (as of 31.12.2020)		HEADQUARTER	MAIN OFFICES
Reuters code:	BEST.MI	Total Revenues (Eur mln):	178.8	Rome	Milan
Bloomberg code:	BEST.MI	EBITDA (Euro mln):	28.4		London
		EBIT (Euro mln):	14.6		Munich
SHAREHOLDERS DATA		EBT (Euro mln):	13.3		Frankfurt
No. of ordinary shares (mln):	134.9	Net Profit (Eur mln):	7.9		Madrid
Total no. of shares (mln):	134.9	Net Financial Position (Eur mln):	(3.29)		Wien
Market cap. (Eur mln):	217.4				Varsaw
Floating (%):	45.7				Bucharest
Floating (Eur mln):	99.3				Kyiv
Main Shareholder:	T.I.P.				Zurich

Be S.p.A. Investor Relations | Claudio Cornini | +39 06 54 24 86 24 | IR.be@be-tse.it

The agreement envisages that Be will acquire an initial 55% of the share capital of the Company in Q3 of 2021. Subject to due diligence, the expected purchase price will be 4.7 mln/€ against a company EBITDA of 1.14 mln/€ and a positive NFP of 0.9 mln/€. The price for the initial 55% will be partially paid at Closing and then finally adjusted at the end of Fiscal Year 2021 based on the average EBITDA performance achieved by the Company in 2020 and 2021.The transaction will be financed by drawing on the company's own resources.

The current managing directors shall remain as minority shareholders and are committed to continue to drive the growth of the firm working for the company. Be will then complete the acquisition of the remaining shares through a structure of Put/Call options to be exercised over the next years. More information on the transaction will be provided at closing.

This press release is available on the Company's website www.be-tse.it and on the centralized storage mechanism "eMarket STORAGE" at .

About Be

Be Group, listed on the STAR segment of Borsa Italiana, is one of the leading Italian players in the Consulting sector. The Company provides Business Consulting, Information Technology and Digital Engagement services. A combination of specialist skills, advanced proprietary technologies and a wealth of experience enable the Group to work with leading financial, insurance and industrial clients to create value and boost business growth. With over 1,400 employees and operations in Italy, United Kingdom, Germany, Austria, Switzerland, Spain, Romania, Poland and Ukraine, in 2020 the Group revenues stood at Euro 178.8 million.