Fila — Regulatory Filings 2021

Sep 7, 2021

Informazione Regolamentata n. 1565-58-2021		Data/Ora Ricezione 07 Settembre 2021 20:45:18	MTA - Star
Societa'	:	FILA
Identificativo Informazione Regolamentata	:	151613
Nome utilizzatore	:	FILASPANSS01 - De Rosa
Tipologia	:	REGEM
Data/Ora Ricezione	:	07 Settembre 2021 20:45:18
Data/Ora Inizio Diffusione presunta	:	07 Settembre 2021 20:45:19
Oggetto	:	F.I.L.A. S.p.A._VEI ABB Launch
Testo del comunicato

Vedi allegato.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

RELEASED BY F.I.L.A. S.P.A. ON BEHALF OF VENICE EUROPEAN INVESTMENT CAPITAL S.P.A.

PRESS RELEASE

Venice European Investment Capital S.p.A. launches placement of F.I.L.A. S.p.A. ordinary shares representing up its entire shareholding and equal to approx. 5.9% of the Company's existing share capital

Milan – 7 September 2021. Venice European Investment Capital S.p.A. ("VEI Capital"), announces the launch of a placement of ordinary shares in F.I.L.A. S.p.A. ("Fila" or the "Company"), representing up to its entire shareholding and equal to the 5.9% of the Company's existing share capital (the "Placement"). The Placement will be addressed to institutional investors only by way of an accelerated bookbuilding process.

Bookbuilding will commence immediately. VEI Capital reserves the right to change the terms or timing of the Placement at any time. VEI Capital will announce the outcome of the transaction upon its completion.

Mediobanca – Banca di Credito Finanziario S.p.A. have been appointed by VEI Capital to act as Sole Bookrunner of the Placement.

* * *

This announcement is not for publication, distribution or release, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Canada, South Africa, Australia or Japan or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is not for publication, distribution or release, directly or indirectly, in or into the United States (including its territories and dependencies, any State of the United States and the District of Columbia). The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States without registration thereunder or pursuant to an available exemption therefrom. Neither this document nor the information contained herein constitutes or forms part of an offer to sell, or the solicitation of an offer to buy, securities in the United States. There will be no public offer of any securities in the United States or in any other jurisdiction.

In member states of the European Economic Area ("EEA") pursuant to the Prospectus Regulation (each, a "Relevant Member State"), this announcement and any offer if made subsequently is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Regulation ("Qualified Investors"). For these purposes, the expression "Prospectus Regulation" means Regulation (EU) 2017/1129 and includes any relevant implementing measure in the Relevant Member State. In the United Kingdom this announcement is directed exclusively at Qualified Investors (i) who 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") or (ii) who fall within Article 49(2)(A) to (D) of the Order, and (iii) to whom it may otherwise lawfully be communicated; any other persons in the United Kingdom should not take any action on the basis of this announcement and should not act on or rely on it. This announcement is not an offer of securities or investments for sale nor a solicitation of an offer to buy securities or investments in any jurisdiction where such offer or solicitation would be unlawful. No action has been taken that would permit an offering of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.

In connection with any offering of the shares of F.I.L.A. S.p.A. (the "Shares"), the Sole Bookrunner and any of its affiliates acting as an investor for its own account may take up as a proprietary position any Shares and in that capacity, may retain, purchase or sell for their own account such Shares. In addition, the Sole Bookrunner or its affiliates may enter into financing arrangements and swaps with investors in connection with which the Sole Bookrunner (or its affiliates) may from time to time acquire, hold or dispose of Shares. The Sole Bookrunner does

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

The Sole Bookrunner is acting exclusively for Venice European Investment Capital S.p.A. in the transaction referred to in this announcement and for no-one else in connection with any transaction mentioned in this announcement and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to any such transaction and will not be responsible to any other person for providing the protections afforded to clients of the Sole Bookrunner, or for advising any such person on the contents of this announcement or in connection with any transaction referred to in this announcement.