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Ferretti Group — Capital/Financing Update 2023
Jul 26, 2023
6296_rns_2023-07-26_40c7d1ca-42e8-4579-9d45-b5dca4ae1253.pdf
Capital/Financing Update
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of Ferretti S.p.A. in Hong Kong and the United States. Securities may not be offered or sold in the United States unless they are registered or are exempt from registration under the U.S. Securities Act of 1933, as amended. Ferretti S.p.A. does not intend to register any portion of any offering in the United States or to conduct a public offering in the United States.
Any public offering of securities to be made in the United States will be made by means of a prospectus that will contain detailed information about Ferretti S.p.A. and its management, as well as financial statements. Copies of this announcement are not being, and should not be, distributed in or sent, directly or indirectly, into the United States. It may also be unlawful to distribute these materials in certain jurisdictions. These materials are not for distribution in Australia, Canada, Japan or South Africa or in any other jurisdiction where it is unlawful to do so. The information in these materials does not constitute an offer of securities for sale in Australia, Canada, Japan or South Africa or in any other jurisdiction where it is unlawful to do so.

FERRETTIGROUP
Ferretti S.p.A.
(Incorporated under the laws of Italy as a joint-stock company with limited liability)
(Stock Code: 09638)
OVERSEAS REGULATORY ANNOUNCEMENT AND INSIDE INFORMATION ANNOUNCEMENT
DUAL LISTING — PARTIAL EXERCISE OF THE OVER-ALLOTMENT OPTION AND POST STABILIZATION NOTICE
This announcement is made by Ferretti S.p.A. (the "Company", together with its subsidiaries, the "Group") pursuant to Rules 13.09(2)(a) and 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") and the Inside Information Provisions (as defined in the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Chapter 571, Laws of Hong Kong).
Reference is made to the announcements of the Company dated June 20, 2023, July 5, 2023 and July 14, 2023 (the "Announcements") in relation to, among other things, the over-allotment option granted by the Selling Shareholder and the stabilization activities undertaken by the Stabilization Manager in connection with the Offering. Unless otherwise defined in this announcement, capitalized terms used herein shall have the same meanings as those defined in the Announcements.
The Company hereby announces that on July 25, 2023, the Stabilization Manager has communicated the partial exercise of approximately $2.8\%$ of the over-allotment option granted by the Selling Shareholder. The purchase price of the Shares is €3 per Share (equivalent to the offer price established in connection with the Offering) for an aggregate consideration of €732,873. Payment of the aggregate consideration will be settled on July 27, 2023.
Following the partial exercise of the over-allotment option, the total number of Shares offered in the Offering amounted to approximately $26.2\%$ of the total issued Shares.
On the basis of the information disclosed by the Stabilization Manager, the Company hereby gives notice that the Stabilization Manager has undertaken further stabilization activities (as defined under Article 3, paragraph 2, letter d of the Market Abuse Regulation (EU/596/2014)) in connection with the Offering.
Pursuant to Article 6, paragraph 2, of Commission Delegated Regulation (EU) 2016/1052 supplementing Regulation (EU) No. 596/2014 of the European Parliament and of the Council with regard to regulatory technical standards for the conditions applicable to buy-back programme and stabilization measures, the Company, on the basis of the information disclosed by the Stabilization Manager, hereby discloses the data relating to the stabilization activities undertaken after July 14, 2023 up to the date of this announcement.
| Execution Date | Aggregate number of ordinary shares purchased | Number of transactions | Price Range (Euro) | Trading Venue |
|---|---|---|---|---|
| 17/07/2023 | 78,954 | 112 | 2.90–2.92 | Borsa Italiana — EXM |
| 18/07/2023 | 131,798 | 444 | 2.92–3.00 | Borsa Italiana — EXM |
| 19/07/2023 | 2,303 | 6 | 2.998–3.00 | Borsa Italiana — EXM |
The full text of the press release in respect of the partial exercise of the over-allotment option and the post stabilization notice can be located on the Company's website.
The announcement in relation to the partial exercise of the over-allotment option and post stabilization notice is also published by the Company on July 25, 2023 in accordance with and in the manners set forth in the Consob Issuer's Regulation and in compliance with the provisions of the Instructions accompanying the Rules of the Markets organised and managed by Borsa Italiana S.p.A.
By order of the Board
Ferretti S.p.A.
Mr. Alberto Galassi
Executive Director and Chief Executive Officer
Hong Kong, July 26, 2023
As at the date of this announcement, the Board comprises Mr. Alberto Galassi as executive director; Mr. Tan Xuguang, Mr. Piero Ferrari, Mr. Xu Xinyu, Mr. Li Xinghao and Ms. Jiang Lan (Lansi) as non-executive directors; and Mr. Hua Fengmao, Mr. Stefano Domenicali and Mr. Patrick Sun as independent non-executive directors.
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