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Giglio.Com Share Issue/Capital Change 2020
4456_rns_2020-12-22_4778fb3a-a1d1-4770-8944-aa410abaf9ea.pdf
Share Issue/Capital Change
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| Informazione Regolamentata n. 20076-72-2020 |
Data/Ora Ricezione 22 Dicembre 2020 08:03:05 |
MTA | |
|---|---|---|---|
| Societa' | : | Giglio Group S.p.A. | |
| Identificativo Informazione Regolamentata |
: | 140635 | |
| Nome utilizzatore | : GIGLION01 - Schranz |
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| Tipologia | : | 3.1; 2.2 | |
| Data/Ora Ricezione | : 22 Dicembre 2020 08:03:05 |
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| Data/Ora Inizio Diffusione presunta |
: 22 Dicembre 2020 08:03:07 |
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| Oggetto | : | THE SHARE CAPITAL INCREASE RESERVED TO INSTITUTIONAL INVESTORS AND QUALI-FIED SHAREHOLDERS THROUGH ACCELERATED BOOKBUILDING WAS COMPLETED. |
Testo del comunicato
Vedi allegato.
GIGLIO GROUP: THE SHARE CAPITAL INCREASE RESERVED TO INSTITUTIONAL INVES-TORS AND QUALIFIED SHAREHOLDERS THROUGH ACCELERATED BOOKBUILDING WAS COMPLETED POSITIVELY.
MERIDIANA HOLDING S.R.L., THE MAJORITY SHAREHOLDER OF THE GROUP, PARTICIPATED IN THE SUBSCRIPTION
Milan, 22 December 2020 – Following the press release of 21 December 2020, Giglio Group S.p.A. (Ticker GG.MI.)("Giglio Group" or the "Company"), company listed on the STAR segment of the Italian Stock-Exchange Market (Borsa Italiana S.p.A.), announces that the private placement of no. 2,439,790 newly issued shares, without nominal value, which began on 21 December 2020, with a price per share of € 1.97, for a total countervalue of € 4,806,386, was completed with success. The nominal value of the Capital Increase thus equals € 487,958, in addition to € 4,318,428 at share premium.
The price includes a discount of about 17.4% on the latest closing price of 21 December 2020.
The placement, managed by Midcap Partners as Sole Arranger and Bookrunner through an Accelerated Bookbuilding procedure ("ABB"), was reserved solely to qualified investors in Italy and to institutional ones abroad, with the express exclusion of the United States of America and of those Countries where this would be forbidden by applicable laws, as well as to Qualified Shareholders, as defined in the previous Press Release of 21 December 2020.
Meridiana Holding S.r.l., the majority shareholder of the Company, subscribed, through the conversion of credits, no. 2,097,050 shares, equal to 85.95% of the Capital Increase. Hence, as anticipated in the Press Release of 21 December 2020, the Transaction shall be deemed as transaction with related parties of greater importance, and shall be followed by the disclosure of the information document within the terms and conditions set by Law.
Other than Meridiana Holding, another Qualified Shareholder, Mr Antonio Lembo, also a related party as CEO of the company E-commerce Outsourcing S.r.l., a company entirely owned by Giglio Group, participated in the Increase through the conversion of credits, purchasing no. 81,218 shares.
As announced in the Press Release of 21 December 2020, the Internal Control, Risk and Related-Parties Committee of the Company already issued its favorable opinion on the execution of the Transaction, pursuant to Consob Regulation no. 17221 of 12 March 2010 (RPT Regulation) and to the Procedure for Related-Parties Transactions adopted by the Company (RPT Procedure). It is noted that the Qualified Shareholders who took part in the transaction also committed to a six-months lock-up undertaking on the shares arising from the Capital Increase.
The Transaction shall be regulated through the assignment of the shares and their payment on 28 December 2020.
Upon completion of the Transaction, the overall share capital of the Company shall amount to € 4,149,295, divided into n. 20,746,475 ordinary shares without nominal value. Upon the conclusion of the transaction, Meridiana Holding S.r.l., already majority shareholder of the Company, shall hold 56.59% of Giglio Group's share capital.
It is noted that the documents related to the Capital Increase have been made available with the authorized storage mechanism, and on the Company's website at www.giglio.org, in the "Corporate Governance/Shareholders' Meeting/Shareholders' Meeting of November 12, 2020" section.
Information on Giglio Group:
Founded by Alessandro Giglio in 2003 and listed on the STAR segment of Borsa Italiana ever since 2018, Giglio Group is the leading company for the design, creation and management of high value-added e-commerce platforms in Italy for Fashion, Design, Lifestyle and, more recently, Food and Healthcare sectors. The Company is based in Milan, but it is also present with offices in New York, Shanghai, Hong Kong, Rome, Lugano and Genoa. Thanks to its remarkable expertise, Giglio Group accompanies its customers in the online distribution of their products through a unique platform, starting from the implementation of fully tailor-made and managed monobrand e-store. Moreover, the Company integrates its business with the dedicated placement on main marketplaces worldwide, ensuring the online management of both new collections and inventories stock. The uniqueness of a "complete-supply-chain" online service thus ensures a 100% sell-through rate.
For further information: Investor Relations: [email protected] (+39) 0287213341 Public Relations: [email protected] Press Office: Antonio Ivan Bellantoni, [email protected]