Wiit — Regulatory Filings 2021

Sep 14, 2021

Informazione Regolamentata n. 20101-112-2021		Data/Ora Ricezione 14 Settembre 2021 20:07:45	MTA - Star
Societa'	:	WIIT
Identificativo Informazione Regolamentata	:	151836
Nome utilizzatore	:	WIITNSS02 - PASOTTO
Tipologia	:	REGEM; 3.1
Data/Ora Ricezione	:	14 Settembre 2021 20:07:45
Data/Ora Inizio Diffusione presunta	:	14 Settembre 2021 20:07:47
Oggetto	:	The Central Bank of Ireland approves the prospectus for the bond approved by the Board of Directors of WIIT S.p.A. on September 7, 2021
Testo del comunicato

Vedi allegato.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

The Central Bank of Ireland approves the prospectus for the bond approved by the Board of Directors of WIIT S.p.A. on September 7, 2021

Milan, September 14, 2021 - Further to the press release of September 7, 2021, WIIT S.p.A. (the "Company") announces that the Central Bank of Ireland (the "CBI"), as competent authority under the applicable legislation, has today approved the prospectus (the "Prospectus") for the offering (the "Offering") and admission to trading of the senior, non-convertible, unsubordinated and unsecured bonds for a nominal amount of between a minimum of Euro 130 million and a maximum of Euro 150 million, whose issue the Board of Directors of the Company approved on September 7, 2021 (the "Bonds").

The Prospectus has been drawn up as per Regulation (EU) 2017/1129 (the "Prospectus Regulation") and as per the applicable delegated regulations. The Prospectus is available to the public on the Company's website (https://www.wiit.cloud/en/; https://www.wiit.cloud/it/) and on Euronext Dublin's website (https://live.euronext.com/).

Following the request of the Company, the Prospectus, upon approval and together with the relevant documentation, has been also notified by the CBI to CONSOB, as the competent authority in Italy, for the purposes of the "passporting" procedure in Italy, as per the applicable legislation.

Please also note that Borsa Italiana S.p.A. ("Borsa Italiana"), with order dated September 13, 2021 has admitted the Bonds to listing on the MOT ("Mercato Telematico delle Obbligazioni") organised and managed by Borsa Italiana S.p.A. ("MOT") for the purpose of the Offering of the Bonds. Application has been made also for the admission to trading of the Bonds on the regulated market of the Official List of the Irish Stock Exchange - Euronext Dublin.

The Offering is scheduled to open on September 27, 2021 at 9AM (CET) and will expire on October 1, 2021 at 5,30PM (CET) (the "Offering Period"), unless extended, early closed or amended by the Company and the placement agent Equita S.I.M. S.p.A.. Any changes or extensions or early closure will be communicated with a press release as indicated in the Prospectus. The Bonds will be offered to the general public in Italy and to institutional investors in Italy and qualified investors (as per Article 2, paragraph 1, letter e) of the Prospectus Regulation or the Prospectus Regulation as transposed into United Kingdom domestic law as per the European Union Withdrawal Act 2018) in the European Economic Area and the United Kingdom and institutional investors abroad, excluding the United States of America, Canada, Japan, Australia, South Africa and any other country or jurisdiction in which the offer or sale of the Bonds being offered is prohibited by law or in the absence of exemptions.

Information on the interest rate, yield and redemption prices of the Bonds in case of early redemption at the option of the issuer for each redemption period will be communicated prior to the start of the Offering Period, and information on the aggregate principal amount of the Bonds and the gross proceeds from the Offering, will be communicated no later than the second business day after the end of the Offering Period.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

Equita S.I.M S.p.A. acts as the placement agent and specialist (specialista in acquisto) pursuant to the Rules of the markets organized and managed by Borsa Italiana.

Further information on the Bonds are available in the Prospectus available on the Company's website (https://www.wiit.cloud/en/; https://www.wiit.cloud/it/).

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Important information

This announcement is not for publication, distribution or release, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Canada, South Africa, Australia or Japan or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States without registration thereunder or pursuant to an available exemption therefrom. Neither this document nor the information contained herein constitutes or forms part of an offer to sell, or the solicitation of an offer to buy, securities in the United States.

This press release has been prepared on the basis that any offer of securities as per the Prospectus Regulation in the United Kingdom and in any Member State of the European Economic Area and except in the case of a public offer in Italy on the basis of an English-language prospectus approved by the Central Bank of Ireland (CBI) and passported in Italy in accordance with applicable regulatory requirements, together with an Italian translation of the summary note, will be made pursuant to an exemption from the requirement to publish a prospectus for offers of securities provided for in the Prospectus Regulation. The expression "Prospectus Regulation" means Regulation (EU) 2017/1129 (this Regulation and amendments together with any delegated act and implementing measures) and Regulation (EU) 2017/1129 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 (The "EUWA"). This document is not a prospectus for the purposes of the Prospectus Regulation.

This publication, and any investment activity to which it relates, is available only to persons who (i) are outside the United Kingdom, (ii) are "investment professionals" falling within article 19(5) of the financial services and markets act 2000 (financial promotion) order 2005, as amended (the "Order"), (iii) are persons falling within article 49(2)(a) to (d) of the Order ("high net worth companies, unincorporated associations etc."), or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Order) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated under the Order (all such persons together being referred to as "Relevant Persons"). This announcement is directed only at Relevant Persons and must not be acted or relied on in the United Kingdom by anyone who is not a Relevant Person.

Neither Equita SIM S.p.A., nor its directors, managers, employees, consultants or representatives assume any responsibility whatsoever or make any declaration or guarantee, either express or implied, as to the truthfulness, accuracy or completeness of the information regarding WIIT, its subsidiaries or associates (the "Group"), nor for any loss deriving from the use of this announcement or its contents or in relation to the same.

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WIIT S.p.A.

WIIT S.p.A., listed on the STAR segment of the Italian Stock Exchange organised and managed by Borsa Italiana S.p.A (WIIT.MI), is a leading European Cloud Computing market player, focused particularly on the Hybrid Cloud and Hosted Private Cloud for enterprises market. This company specialises in Hosted Private and Hybrid Cloud services for enterprises requiring critical application and business continuity management, with all the main international application platforms managed (SAP, Oracle and Microsoft) using an end-to-end approach. WIIT NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

manages proprietary data centers, with the main center Tier IV level certified by the Uptime Institute LLC of Seattle (USA). This is the highest possible level of reliability, while the company is also among the world's most certified SAP partners. For further details, reference should be made to the company website (wiit.cloud).

For further information: Investor Relations WIIT S.p.A.: Stefano Pasotto – CFO & Investor Relations Director Francesca Cocco – Lerxi Consulting – Investor Relations T +39.02.3660.7500 Fax +39.02.3660.7505 ir@wiit.cloud www.wiit.cloud

Media Relations:

Image Building T +39 02 89011300 wiit@imagebuilding.it