Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Ferretti Group Capital/Financing Update 2023

Jun 23, 2023

6296_rns_2023-06-23_987e9e7d-bd95-4074-9816-73b0c2d81a45.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

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.

img-0.jpeg

FERRETTIGROUP

Ferretti S.p.A.

(Incorporated under the laws of Italy as a joint-stock company with limited liability)

(Stock Code: 09638)

INSIDE INFORMATION ANNOUNCEMENT

DETERMINATION OF THE OFFER PRICE OF THE SHARES AND EXPECTED COMMENCEMENT DATE OF LISTING ON THE EURONEXT MILAN

This announcement is made by Ferretti S.p.A. (the "Company", together with its subsidiaries, the "Group") pursuant to Rule 13.09(2)(a) 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 (i) the circular of the Company dated April 26, 2023 (the “Circular”); and (ii) the announcements of the Company dated May 28, 2023, June 20, 2023 and June 21, 2023 (the “Announcements”) in relation to, among other things, the admission to trading approved by Borsa Italiana, the commencement of the offer period in respect of the Offering and the approval by Consob and publication of the Italian Prospectus. Unless otherwise defined in this announcement, capitalized terms used herein shall have the same meanings as those defined in the Circular and the Announcements.

The Board is pleased to announce the successful conclusion of the Offering in connection with the admission to listing and trading of the Shares on Euronext Milan.

The offering price has been determined at €3.00 (equivalent to approximately HK$25.74) per Share. As set out in the Circular, since the Offering only consists of Shares owned by the Selling Shareholder, the Company will not receive proceeds from the Offering. The gross proceeds from the Offering amount to approximately €265 million (equivalent to approximately HK$2.27 billion), which will be payable to the Selling Shareholder. The Offering has attracted broad interest among leading Italian and international institutional investors (with approximately 70 lines allocated), which will result in a widened and strengthened institutional shareholder base of the Company. Two anchor investors, Mr. Danilo Iervolino and Mr. Karel Komarek, have been allocated in total 35.4% of the offer Shares, equivalent to approximately 10% of the Company's issued Shares. Assuming there is no exercise of the over-allotment option, the offer Shares for the Offering constitute approximately 26.1% of the total issued Shares of the Company. For details of the over-allotment option, please refer to the announcement of the Company dated June 20, 2023.

Based on the offer price, the Company's market capitalization as of the first day of trading of the Shares on Euronext Milan will be equal to approximately €1 billion. The first day of trading on Euronext Milan and the settlement of the offer Shares is expected to take place on June 27, 2023, subject to obtaining the necessary authorizations from Borsa Italiana, including admission to trading of the Shares on Euronext Milan.

The full text of the press release in respect of the conclusion of the offer period and the offer price can be located on the Company's website.

Shareholders and potential investors of the Company should be aware that there is no assurance that the Potential Dual Listing will finally materialize or as to the timing. Shareholders and potential investors of the Company should therefore exercise caution when dealing in or investing in the securities of the Company.

By order of the Board

Ferretti S.p.A.

Mr. Alberto Galassi

Executive Director and Chief Executive Officer

Hong Kong, June 23, 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.

For the purpose of this announcement and for illustrative purpose only, conversions of Euro to HK$ are based on the exchange rate of €1 = HK$8.5837. No representation is made that any amounts in HK$ or Euro can be or could have been converted at the above rate or at any other rates.

– 3 –