Tinexta — M&A Activity 2018

Jul 12, 2018

Informazione Regolamentata n. 20053-33-2018		Data/Ora Ricezione 12 Luglio 2018 18:29:32	MTA - Star
Societa'	:	Tecnoinvestimenti S.p.A.
Identificativo Informazione Regolamentata	:	106244
Nome utilizzatore	:	TECNOINVNSS01 - KAY
Tipologia	:	3.1
Data/Ora Ricezione	:	12 Luglio 2018 18:29:32
Data/Ora Inizio Diffusione presunta	:	12 Luglio 2018 18:29:33
Oggetto	:	Contactual Option Exercised for another 10% of Co. Mark. Tecnoinvestimenti increases its stake to 10%
Testo del comunicato

Vedi allegato.

PRESS RELEASE

Contractual Option Exercised for another 10% of Co.Mark Tecnoinvestimenti increases its stake to 90%

The transaction has no impact on NFP

12 July 2018, Rome - The Company communicates that, as per the options contract signed on 24 March 2016 (the "Options Contract") by Massimo Lentsch, Managing Director of Co.Mark, Stefania Frattolillo and Tecnoinvestimenti S.p.A., the Second Options were exercised on 10% of Co.Mark's capital, as defined in the Options Contract, as represented in the Italian Information Prospectus of July 2016.

The consideration for the purchase of 10% (15,000 shares) of Co.Mark's capital equalled €6,296 thousand, of which €4,047 thousand was paid to Massimo Lentsch for the purchase of 10,500 shares, equal to 7% of Co.Mark's capital, and €1,889 thousand paid to Stefania Frattolillo for the purchase of the remaining 4,500 shares equal to 3% of the capital. The value of the options was calculated by applying a multiple on the annual EBITDA of the Co.Mark Group (as conventionally established) and by taking into account the net financial position and the growth rates recorded, as based upon an agreed formula set out in the relative contracts.

Pursuant to the Options Contract, these options were exercisable within 45 working days after the date of approval of Co.Mark's 2017 consolidated financial statements and 30 September 2018.

Today's transaction has no impact on the Group's Net Financial Position ("NFP") as it involves contemporaneously a reduction in liquidit assets and a reduction of an equal amount of reported debt. In addition, the transaction does not alter the economic contribution of Co.Mark to the consolidated results of Tecnoinvestimenti Group because it has been 100% consolidated since its inclusion in the accounting perimeter.

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TECNOINVESTIMENTI GROUP

The Tecnoinvestimenti Group reported the following Consolidated results for 2017: Revenues of €181.0 million, EBITDA of €40.6 million and Net profit of €20.3 million. The Group, listed on the STAR segment of the Milan Stock Exchange, is one of Italy's top operators in its three areas of business: Digital Trust, Credit Information & Management and Innovation & Marketing Services. The Digital Trust Business Unit, through the companies InfoCert, Visura and Sixtema, provides products and services for digitalisation, electronic billing, certified e-mail and ature, as well as services for professionals, associations and SMEs. InfoCert, the biggest European Certification Authority, recently acquired 51% of Camerfirma in Spain. The Credit Information & Management Business Unit, which includes the newly renamed Innolva, offers decision-making support services such as real estate and Chamber of Commerce-based information, aggregate reports, summary ratings, decision-making models, and credit assessment and collection services. REValuta offers real estate services, including appraisals and valuations. The Innovation & Marketing Services Business Unit, through the companies Co.Mark and Warrant Group, offers a platform of advisory services to SMEs, to

support them through the phases of growth in production and expansion of their commercial capacity. At 31 December 2017 the employees of the Group totalled 1,187.

Website: www.tecnoinvestimenti.it; Stock ticker: TECN; ISIN Code IT0005037210

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CONTACTS
Corporate & Financial Communications Lawrence Y. Kay E-mail: lawrence.kay@tecnoinvestimenti.it Responsabile Ufficio Stampa Carla Piro Mander Tel. +39 06 42 01 26 31 E-mail: carla.piro@tecnoinvestimenti.it	Media Advisor Barabino & Partners S.p.A. Foro Buonaparte, 22 - 20121 Milano Tel.: +39 02 7202 3535 Stefania Bassi: +39 335 6282 667 s.bassi@barabino.it	Specialist Intermonte SIM S.p.A. Corso V. Emanuele II, 9 - 20122 Milano Tel.: +39 02 771151