Prima Industrie

Major Shareholding Notification • Feb 22, 2023

BORSA ITALIANA - STAR segment

PRESS RELEASE

THE RELEASE, PUBLICATION OR DISTRIBUTION OF THIS COMMUNICATION IS NOT PERMITTED IN ANY COUNTRY WHERE SUCH COMMUNICATION WOULD VIOLATE THE RELEVANT APPLICABLE REGULATION

MANDATORY TENDER OFFER FOR THE ORDINARY SHARES OF PRIMA INDUSTRIE S.P.A. BY FEMTO TECHNOLOGIES S.P.A.

PRESS RELEASE

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END OF THE OFFER ACCEPTANCE PERIOD

PROVISIONAL RESULTS OF THE OFFER

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Collegno (TO), 22 February 2023 – Femto Technologies S.p.A. (the "Offeror"), a company whose capital is held, indirectly, by Alpha Private Equity Fund 7 (SCA) SICAR and Peninsula Investments SCA, announces that, on the date hereof, at 5:30 p.m. (Italian time), ended the acceptance period of the mandatory totalitarian public tender offer pursuant to Articles 102, 106, paragraph 1, and 109 of the CFA (the "Offer") launched by the Offeror for the ordinary shares (the "Shares") of Prima Industrie S.p.A. ("Prima Industrie" or the "Issuer"), a company having its shares listed on the Euronext STAR Milan.

Unless otherwise defined in this press release, the capitalized terms shall have the meaning ascribed to them under the offer document approved by CONSOB with resolution no. 22569 of January 25, 2023 (the "Offer Document").

Based on the provisional results communicated by Intesa Sanpaolo - Divisione IMI Corporate & Investment Banking and Banca Akros S.p.A. as Intermediary in Charge of Coordinating the Collection of Acceptances, at the end of the Acceptance Period, corresponding to 18 trading days, which started on January 30, 2023 at 8:30 a.m. (Italian time), no. 3,821,095 Shares were tendered to the Offer, representing about 36.4% of the Issuer's share capital.

From the date of publication of the Offer Document (i.e. January 27, 2023) and until the date hereof, neither the Offeror nor the Persons Acting in Concert acquired Shares on the market.

In the light of the foregoing, based on the provisional results of the Offer, if confirmed, and considering the (i) no. 3,821,095 Shares tendered to the Offer during the Acceptance Period (equal to 36.4% of the Issuer's share capital), (ii) no. 170,447 Treasury Shares (equal to 1.6% of the Issuer's share capital); and (iii) no. 6,194,401 Shares already owned by the Offeror (equal to 59.1% of the Issuer's share

capital), as a result of the Offer, the Offeror will hold a total of no. 10,185,943 Shares, representing 97.2% of the Issuer's share capital.

The final results of the Offer will be announced with a specific press release pursuant to Article 41, Paragraph 6, of the Issuers' Regulation, which will be released by the terms provided by the regulations in force.

It should be noted that, considering that the Offer is a mandatory tender offer pursuant to Articles 102, 106, Paragraph 1, and 109 of CFA, the Offer is not subject to any conditions for its effectiveness.

Therefore, in consideration of the fact that the Offeror, following the end of the Acceptance Period, on the basis of the provisional results of the Offer (if confirmed), reached a participation equal to at least 95% of the Issuer's share capital, it is announced, also in accordance with the provisions of Paragraph A.11 and of Section G, Paragraph G.3 of the Offer Document, that (i) the Reopening of the Terms will not take place (pursuant to and for the purposes of Article 40-bis, paragraph 3, letter b), of the Issuers' Regulations), and (ii) the legal requirements for the exercise of the Squeeze Out Right, with reference to the remaining no. 297,331 Shares, equal to 2.8% of the Issuer's share capital (the "Residual Shares") (pursuant to Article 111 of the CFA and the Sell Out Procedure, pursuant to Article 108, Paragraph 1, of the CFA) have occurred.

As stated in the Offer Document, the Offeror will exercise the Squeeze Out Right (pursuant to Art. 111 of the CFA), and at the same time fulfil the Sell Out Procedure (pursuant to Art. 108, Paragraph 1, of the CFA), by carrying out a single procedure (the "Joint Procedure"), concerning all the Residual Shares.

It should also be noted that, following the completion of the Joint Procedure, Borsa Italiana, pursuant to Article 2.5.1, paragraph 6, of the Stock Exchange Regulations, the delisting of the shares, taking into account the timeframe envisaged for the exercise of the Squeeze Out Right.

The final results of the Offer will be announced in a separate press release pursuant to Article 41, paragraph 6, of the Issuers' Regulations, which will be disseminated by the Offeror within the legal term provided for by the applicable laws and regulations, and at the same time (i) the indications on the terms under which the Joint Procedure will be carried out and (ii) the timing of the Delisting will be provided.

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This notice does not represent nor does it intend to represent an offer, invitation or solicitation to buy or otherwise acquire, subscribe, sell or otherwise dispose of financial instruments, and no sale, issue or transfer of financial instruments of Prima Industrie S.p.A. will be made in any country in breach of the regulations applicable therein. The Offer will be launched through the publication of the relevant Offer Document subject to the approval of CONSOB. The Offer Document will contain the full description of the terms and conditions of the said Offer, including the manner in which it can be accepted.

The publication or dissemination of this notice in countries other than Italy may be subject to restrictions under the applicable law and, therefore, any person subject to the laws of any country other than Italy is required to independently acquire information about any restrictions under applicable laws and regulations and ensure that he, she or it complies with them. Any failure to comply with such restrictions may constitute a violation of the relevant country's applicable law. To the maximum extent permitted under the applicable law, the persons involved in the Offer shall be deemed to be exempted from any liability or adverse effect that might arise from the breach of such restrictions by the relevant persons. This notice has been prepared in accordance with Italian law and the information disclosed herein may be different from that which would have been disclosed if the notice had been prepared under the law of countries other than Italy.

No copy of this notice or of any other documents relating to the Offer shall be, nor may be, sent by post or otherwise forwarded or distributed in any or from any country in which the provisions of local laws and regulations might give rise to civil, criminal or regulatory risks to the extent that information concerning the Offer is transmitted or made available to shareholders of Prima Industrie S.p.A. in such country or other countries where such conduct would constitute a violation of the laws of such country and any person receiving such documents (including as custodian, trustee or trustee) is required not to post or otherwise transmit or distribute them to or from any such country.

PRIMA INDUSTRIE heads a Group leader worldwide in developing, manufacturing and marketing of laser systems for industrial applications, sheet metal processing machinery as well as industrial electronics, laser sources and solution for additive manufacturing.

The parent company Prima Industrie S.p.A. is listed on the Italian Stock Exchange since 1999 (MTA- STAR segment).

With over 40 years of experience, the Group has an installed base of about 14,000 machines in more than 80 countries and is positioned among the main worldwide manufacturers within its own reference market.

The Group has about 1,700 employees, manufacturing sites in Italy, Finland, USA and China and a direct commercial and after-sale presence worldwide.

Prima Industrie Group is structured on four Business Units:

Prima Power – development, production and marketing of laser and sheet metal processing (2D and 3D laser machines, laser drilling systems, punching and combined systems, bending and paneling systems);

Prima Electro – development, production and marketing of embedded electronics for industrial applications;

Convergent Photonics – development and production of diodes and laser sources, both industrial and medical;

Prima Additive – development, production and marketing of additive manufacturing solutions with Powder Bed Fusion and Laser Metal Deposition technologies.

For further information:

PRIMA INDUSTRIE S.p.A.	STUDIO MAILANDER
Chiara Roncolini	Carlo Dotta
Investor Relator	Ufficio Stampa
tel. 011 4103204	tel. 011 5527311 mob. 333 2306748
ir@primaindustrie.com	c.dotta@mailander.it