Tinexta — M&A Activity 2016

Jul 20, 2016

Informazione Regolamentata n. 20053-42-2016		Data/Ora Ricezione 20 Luglio 2016 18:50:54	AIM -Italia/Mercato Alternativo del Capitale
Societa'	:	Tecnoinvestimenti S.p.A.
Identificativo Informazione Regolamentata	:	77186
Nome utilizzatore	:	TECNOINVNSS01 - x
Tipologia	:	IROS 01
Data/Ora Ricezione	:	20 Luglio 2016 18:50:54
Data/Ora Inizio Diffusione presunta	:	20 Luglio 2016 19:05:55
Oggetto	:	Signed the closing to acquire the 60% of Visura S.p.A. for a consideration of € 21.9 million.
Testo del comunicato

Vedi allegato.

PRESS RELEASE

Signed the closing to acquire the 60% of Visura S.p.A. for a consideration of € 21.9 million. The transaction allows Tecnoinvestimenti Group to strengthen its position on its reference markets, by broadening its offer of Digital Trust solutions, with a focus on professionals.

Rome, 20 July 2016. Tecnoinvestimenti S.p.A. ("Tecnoinvestimenti" or the "Company") – ranking among the leading operators in Italy in Digital Trust services and one of the key players in Credit Information & Management and Sales & Marketing Solutions services on the Italian market – finalized the acquisition of 60% of the Visura Group ("Visura"), whose main activity consists of selling Telematic Trust Solutions and distributing commercial information via proprietary web platforms dedicated to professionals and to lesser extent to small and medium enterprises.

The total consideration for the acquisition of the 60% has been set at € 21.9 million paid in cash, in line with what already communicated on June 9th 2016. The acquisition has been financed with cash resources of the Company, coming also from advance payment for about Euro 28,4 million set on June 27 2016 on future capital increase by the main shareholder Tecno Holding, equal to the entire portion it is entitled to.

Upon the approval of the 2016 financial statements, a sum equal to 30% of the 2016 profits of Visura S.p.A. eligible for distribution will be paid out, in the form of an earnout.

Finally, for the remaining 40%, held by the founding shareholders, Put&Call options are provided for, which may be exercised in one call only after the approval of the 2018 financial statements, at a price calculated based on a x6 multiple on Visura's consolidated EBITDA for FY 2018, taking account of net financial position.

Visura Group operates as a distributor in the field of both Digital Trust and Credit Information & Management. In the Digital Trust area, it offers i) typical Certification Authority services (certified e-mail, electronic signature and invoicing); ii) Telematic Trust Solutions, i.e. telematic services for lawyers aimed at helping them carry out their activity by enabling connection and dialogue with the telematics platform of the Ministry of Justice (Lextel S.p.A.), and services for chartered accountants, which can be used for transmitting financial statements and corporate procedures, and iii) platforms for the digital management of the accounting and administrative procedures of professional orders. In the Credit Information & Management area, it is a distributor for InfoCamere, offering integrated access to a number of different data banks (land registry office, real estate records office, ACI, etc.) as well as a number of integrated products developed inhouse, aimed mainly at self-employed professionals, professional orders and, to lesser extent, small and medium businesses.

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** This press release is a translation, the Italian version will prevail **

This release is available on the Company website www.tecnoinvestimenti.it, in the Press Releases and Investor Relations section.

BRIEF DESCRIPTION OF THE GROUP

Tecnoinvestimenti Group ranks among the leading operators in Italy in Digital trust services, Credit Information & Management and Sales & Marketing Solutions.

It is made up of three business units. The Digital Trust business unit, through the company InfoCert, provides products and services for documentation digitalisation, electronic billing, certified mail and atures. It is a Certification Authority and one of three Identity providers recognised in Italy.

The Credit Information & Management business unit, in which the companies Ribes, Assicom and their subsidiaries operate, offers services in support of decision-making processes such as chamber of commerce and real estate information, aggregate reports, summary ratings, decision-making models, real estate reports and evaluations, with particular reference to the areas of issuing, evaluating and recovering credit.

The Sales and Marketing Solutions business unit, through the company Co.Mark, offers solutions and tools for accompanying small and medium-sized companies towards geographical expansion beyond the border.

Ticker: TECN, ISIN Code IT0005037210.

CONTACTS

Tecnoinvestimenti S.p.A. Communications Elisa Ferrio Head of External Relations Tel.: +39 011 02 01 904 Mob. +39 347 85 66 482 E-mail: elisa.ferrio@tecnoinvestimenti.it

Investor relations Marco Sanfilippo Mob. +39 06 42 01 26 31 E-mail: investor@tecnoinvestimenti.it

SPECIALIST NOMAD

Intermonte SIM S.p.A. Galleria De Cristoforis, 7/8 - 20122 Milan Tel.: +39 02 771151

ISSUER MEDIA / INVESTOR RELATIONS

Barabino&Partners S.p.A. Foro Buonaparte, 22 - 20121 Milan Tel.: +39 02 7202 3535

Stefania Bassi: +36 335 6282 667 s.bassi@barabino.it Elena Ferrari: +39 347 2710 581 e.ferrari@barabino.it

EnVent Capital Markets Ltd. 25 Savile Row W1S 2ER London Tel.+ 44 (0) 20 35198451 Italian Branch, Via Barberini 95 - 00187 Rome Tel.:+39 06 896841

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