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Nexi M&A Activity 2022

Jun 1, 2022

4248_rns_2022-06-01_22314176-8d83-4a1c-80b8-f008b2fe6a09.pdf

M&A Activity

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Informazione
Regolamentata n.
2170-37-2022
Data/Ora Ricezione
01 Giugno 2022
08:11:32
Euronext Milan
Societa' : NEXI
Identificativo
Informazione
Regolamentata
: 163105
Nome utilizzatore : NEXIN03 - MANTEGAZZA
Tipologia : 3.1
Data/Ora Ricezione : 01 Giugno 2022 08:11:32
Data/Ora Inizio
Diffusione presunta
: 01 Giugno 2022 08:11:34
Oggetto : Nexi enters into a long-term strategic
agreement with BPER Banca and Banco di
Sardegna regarding the merchant acquiring
business
Testo del comunicato

Vedi allegato.

NEXI ENTERS INTO A LONG‐TERM STRATEGIC AGREEMENT WITH BPER BANCA AND BANCO DI SARDEGNA REGARDING THE MERCHANT ACQUIRING BUSINESS

Milan, June 1st 2022 – Nexi S.p.A. ("Nexi") informs that today entered into a long‐term strategic partnership with BPER Banca S.p.A. ("BPER Banca") and Banco di Sardegna S.p.A. ("Banco di Sardegna") by transferring BPER and Banco di Sardegna's merchant acquiring and POS management businesses to Nexi Payments S.p.A. At the same time, Nexi will buy the full ownership in Numera Sistemi e Informatica S.p.A. ("Numera") from Banco di Sardegna, subject to the prior carve‐out from Numera of business activities not related to POS management and support (overall the "Transaction").

The consideration for the Transaction is equal to 318 €M, plus a potential deferred component up to 66 €M subject to the achievement of certain economic and qualitative targets.

In 2021 the merchant acquiring business generated a total value of transactions of approximately 13€B through a network of more than 110,000 merchants and approximately 150,000 POS.

The Transaction strengthens the relationship between Nexi and its long‐term partner BPER, which will be able to adopt the technological solutions and the innovative services developed by Nexi while maintaining an economic exposure to the business itself for the entire duration of the agreement. The payment system activities of Numera will also be enhanced, recognizing the strategic role that the company represents as centre of excellence in the region in which it operates. The closing of the Transaction is expected in the second half of 2022 and is subject to the necessary authorizations from the competent Authorities.

On this transaction, Nexi was assisted by Mediobanca and Rothschild & Co as financial advisors, from Bonelli Erede as lead counsel for the legal aspects of the transaction, from Legance and from KPMG for financial and fiscal due diligence.

Nexi

Nexi is Europe's PayTech company operating in high‐growth, attractive European markets and technologically advanced countries. Listed on Euronext Milan, Nexi has the scale, geographic reach and abilities to drive the transition to a cashless Europe. With its portfolio of innovative products, e‐commerce expertise and industry‐specific solutions, Nexi provides flexible support for the digital economy and the entire payment ecosystem globally, across a broad range of different payment channels and methods. Nexi's technological platform and the best‐in‐class professional skills in the sector enable the company to operate at its best in three market segments: Merchant Services & Solutions, Cards & Digital Payments and Digital Banking & Corporate Solutions. Nexi constantly invests in technology and innovation, focusing on two fundamental principles: meeting, together with its partner banks, customer needs and creating new business opportunities for them. Nexi is committed to supporting people and businesses of all sizes, transforming the way people pay and businesses accept payments. It offers companies the most innovative and reliable solutions to better serve their customers and expand. By simplifying payments and enabling people and businesses to build closer relationships and grow together, Nexi promotes progress to benefit everyone. www.nexi.it www.nexigroup.com/en/

Nexi ‐ External Communication & Media Relations

Daniele de Sanctis Matteo Abbondanza [email protected] [email protected] Mobile: +39 346/015.1000 Mobile: +39.348/406.8858 Direct: +39 02/3488.4491 Direct: +39 02/3488.2202

Valentina Piana Søren Winge [email protected] [email protected] Mobile: +39.342/046.7761 Mobile: +45 29 48 26 35

Nexi ‐ Investor Relations

Stefania Mantegazza

[email protected] Mobile: +39.335.5805703 Direct: +39 02/3488.8216