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Fope — Share Issue/Capital Change 2019
Apr 9, 2019
4361_rns_2019-04-09_c504e3b7-d2d2-471f-9667-a892bcf022a3.pdf
Share Issue/Capital Change
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This press release may not be published, distributed or transmitted, directly or indirectly, in the United States, Canada, Australia, Japan, or in any other jurisdiction where it would be in breach of the law.
FOPE: PLACEMENT OF 5.0% OF SHARE CAPITAL LAUNCHED THROUGH AN ACCELERATED BOOKBUILDING FOR ITALIAN AND FOREIGN INSTITUTIONAL INVESTORS
Vicenza, 9 April 2019
FOPE (FPE:IM), Italian jewellery company operating in the luxury segment, listed on AIM Italia, hereby releases the following communication that it received from its shareholders Umberto Cazzola – Chairman, Ines Cazzola – Deputy Chairman and Diego Nardin – Chief Executive Officer today.
Umberto Cazzola, on behalf of Giulia Cazzola's heirs, holder of 753,090 ordinary shares (of which 115,720 fully owned and 637,370 in bare ownership), Ines Cazzola holder of 1,872,920 ordinary shares and Diego Nardin holder of 326,160 ordinary shares amounting to respectively 15.1%, 37.5% and 6.5% of FOPE's share capital, today, in order to extend the free float and increase the share liquidity, notified the launch of an accelerated bookbuilding ("ABB"), for the placement (OTC) reserved to Italian and foreign institutional investors of total 251,440 ordinary shares (of which 115,720 held by Giulia Cazzola's heirs, 115,720 by Ines Cazzola and 20,000 by Diego Nardin), with regular dividend rights, amounting to 5.0% of the share capital of FOPE.
Following the total placement of the 251,440 shares, the Company's free float will go from actual 13.0% to 18.1%.
The bookbuilding activity will start immediately and may be concluded at any time. The sale price of the shares will be communicated at the closing of the ABB .
The market will be promptly informed of the outcome of the operation.
MAINFIRST Bank AG will act as sole bookrunner.
DISCLAIMER: The information in this press release is solely for information purposes and must not be considered as complete or exhaustive. The information therein may also be amended: its completeness or accuracy should not, therefore, be relied on. Distribution of this release may be forbidden or limited by the applicable laws and regulations in some countries. This press release may not be published, distributed or transmitted, directly or indirectly, in the United States, Canada, Australia or Japan, or in any other jurisdiction where that would be in breach of the law. The information contained in this document is not an offer of financial instruments in the United States, Canada, Australia or Japan. This press release is not an offer of the financial instruments it refers to. Those financial instruments have not been and will not be registered pursuant to the U.S. Securities Act of 1933, as amended (the "Securities Act") and cannot be offered or sold in the United States without registration or without the exemptions applicable. The financial instruments mentioned therein will not be offered in the United States. This release is distributed and directed solely (i) at parties outside the United Kingdom, (ii) at subjects with
professional investment experience or professional investors as defined in Article 19(5) of the Financial Services and Market Act 2000 (Financial Promotion) Order 2005, as amended ("Order"), and (iii) at large companies, unincorporated associations and other entities that it may be legitimately distributed to pursuant to article 49(2) from (a) to (d) of the Order (subjects thereto defined as "key subjects"). Those financial instruments are only available for, and any invitation to offer, offer or agreement to underwrite, purchase or acquire those financial instruments will solely be available to or will be concluded with key subjects. The Sole Bookrunner takes no liability for the information contained in this release. This release was circulated by and under the responsibility of Ines Cazzola, Giulia Cazzola and Diego Nardin. It is agreed that no declaration or guarantee, specific or implicit, is or will be released for, with reference to, and no responsibility or obligation will be undertaken by the Sole Bookrunner or by related parties or agents concerning or related to the accuracy or completeness of this announcement or of any other written or oral information made available or published by any party concerned or by their consultants, and any liability linked to that is specifically excluded.
The press release is available at www.fopegroup.com and
FOPE (FPE:IM) is a historic Italian jewellery company established in Vicenza in 1929 and a leader in the fine jewellery market. With Euro 31 million in revenues in 2018, 37 employees, and a strong international presence (it generates 82% of its revenues abroad), FOPE pursues a strategic growth project based on expanding and consolidating the brand in the international luxury market by leveraging 4 competitive advantages: product quality, perfect combination of Made-in-Italy craftsmanship and technology, recognisable design, and long-standing customer relationships. FOPE operates globally through a well-established and select network of over 600 stores in 50 countries (with a direct presence in the US, Arab, and UK markets through the subsidiaries FOPE USA Inc., FOPE Services DMCC, and FOPE Jewellery Limited, respectively). The business model focuses on maintaining direct business relationships with multi-brand jewellery retailers (either independent or part of groups) that specialise in luxury products such as fine jewellery and watches. FOPE does not work with intermediaries: instead, it enters into direct partnerships that ensure the loyalty and reliability of the customer/retailer as well as an outstanding after-sale service. In 2015, the Company opened its first mono-brand store in Venice's Piazza San Marco. The entire production cycle - from prototyping to the shipping of finished jewels to over 50 countries - takes place inside the headquarters in Vicenza. FOPE's investments in R&D have led to an extremely high level of standardisation and automation, with proprietary technology that allows to optimise processes and times in order to deliver products of world-class quality. FOPE's jewels range from timeless classics featuring the iconic Novecento mesh to the more recent Flex'it lines, which include the original bracelets made flexible thanks to a patented system of tiny gold springs embedded in the mesh. These exquisitely elegant collections stand out for their comfort and portability. FOPE is recognised as an Innovative SME, has obtained the voluntary TF (Traceability & Fashion) certification, and is a certified member of the Responsible Jewellery Council.
ISIN of FOPE common shares: IT0005203424 – ISIN of "Warrant FOPE 2016-2019": IT0005203432 – ISIN of "FOPE POC 4.5% 2016-2021": IT0005203671
Contacts
IR Top Consulting Investor Relations Maria Antonietta Pireddu - [email protected] Media Relations Domenico Gentile, Antonio Buozzi - [email protected] T +390245473884 Via C. Cantù, 1 – 20123 Milan – Italy www.aimnews.it Integrae SIM NomAd and Specialist Via Meravigli 13 – 20123 Milan – Italy T +390287208720 [email protected]