Fnm — M&A Activity 2024

Feb 23, 2024

Informazione Regolamentata n. 0123-8-2024	Data/Ora Inizio Diffusione 23 Febbraio 2024 18:45:27		Euronext Milan
Societa'	:	FNM
Identificativo Informazione Regolamentata	:	186529
Utenza - Referente	:	FERNORDN03 - MINAZZI
Tipologia	:	2.2
Data/Ora Ricezione	:	23 Febbraio 2024 18:45:27
Data/Ora Inizio Diffusione	:	23 Febbraio 2024 18:45:27
Oggetto	:	Closing of the acquisition of an 80% stake in Viridis Energia
Testo del comunicato

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PRESS RELEASE

CLOSING OF THE ACQUISITION OF AN 80% STAKE IN VIRIDIS ENERGIA

Milan, 23 February 2024 – FNM announces that today it has finalized the Closing of the acquisition of an 80% stake in Viridis Energia S.p.A. ("Viridis"), an independent power producer, from Lagi Energia 2006 S.r.l. and HNF S.p.A., in execution of the sale and purchase agreement signed and disclosed to the market on 19 February 2024.

The acquisition was finalized following the positive conclusion of the formalities and obligations related to the conditions precedent provided for in the sale and purchase agreement, through the payment of a consideration of EUR 80 million, in line with the economic terms already communicated to the market. It should be recalled that the price includes a portion as an advance on the agreed-upon Earn Out for the development of the pipeline to be completed within 6 years from the Closing. The consideration of the acquisition was settled today, with the support of Intesa Sanpaolo, drawing on a credit line repayable in a single instalment no later than August 2025.

Viridis will therefore be fully consolidated in the FNM financial statements as of 23 February 2024.

The transaction qualifies as a "significant" acquisition in accordance with the provisions of Annex 3B Part I point B of Consob Regulation No. 11971 of May 14, 1999 (as subsequently supplemented and amended - "Issuers' Regulations"). The Information Document relating to the transaction prepared pursuant to Article 71, paragraph 1 of the same Issuers' Regulations will therefore be made available to shareholders and the public in the manner and within the timeframe prescribed by applicable legal provisions.

FNM was assisted in the transaction by the law firm DLA Piper Studio Legale e Tributario, Roland Berger as industrial and strategic advisor, Protos Energy as technical advisor, KPMG Deal Advisory which handled the fiscal, financial, and ESG aspects, as well as by the notary firm ZNR Notai.

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This press release is available on the Company's website www.fnmgroup.it and on the authorised EMARKET STORAGE mechanism at .

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For further information:

Investor Relations contacts	Media Relations contacts
Valeria Minazzi	Simone Carriero
Tel. +39 02 8511 4302	Tel. +39 02 8511 4758
e-mail valeria.minazzi@fnmgroup.it	e-mail simone.carriero@fnmgroup.it

Internet website

www.fnmgroup.it

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Short description of the Group

FNM is the leading integrated sustainable mobility Group in Lombardy. It is the first organisation in Italy to combine railway infrastructure management with road transport and motorway infrastructure management in order to offer an innovative model for managing mobility supply and demand that optimises flows and that is environmentally and economically sustainable. It is one of Italy's leading non-state investors in the sector. FNM S.p.A. is a Joint-Stock Company that has been listed on the Italian Stock Exchange since 1926. The majority shareholder is Regione Lombardia, which holds a 57.57% stake.

Numero di Pagine: 4