BOLOGNAFIERE ADMITTED TO TRADING ON EURONEXT GROWTH MILAN – PROFESSIONAL SEGMENT

Bologna, 18 December 2023

BolognaFiere S.p.A. (hereinafter also referred to as “BolognaFiere”or the “Company” and, jointly with its subsidiaries, the “Group”), among the main international exhibition operators, informs that today it has been admitted to trading of its ordinary shares on the market known as Euronext Growth Milan - Professional Segment (“EGM-Pro”), a multilateral trading system organised and managed by Borsa Italiana S.p.A. Trading is scheduled to start on Wednesday 20 December 2023.

Total Funding

As part of the listing transaction, a total of € 15 million was raised through a rights issue with option to purchase and the subsequent placement of the portion for which the option right was not exercised at a price per share of € 1.25. In view of the preliminary interest shown by investors and potential industrial partners during placement proceedings, the Company may consider launching new capital raising initiatives to extend the possibility of holding an interest in the share capital of BolognaFiere to other parties who – for timing reasons (related to internal decision-making procedures) – were unable to underwrite the Company’s shares during placement proceedings.

As part of the listing transaction, it should be noted that Informa Group Limited – belonging to the group controlled by Informa PLC, which represents one of the leading international B2B exhibition event groups that promotes and organises live and on-demand events worldwide with an offering that features a wide range of digital services – exercised the right to convert the convertible bond into BolognaFiere shares for an amount totalling € 25 million, known as “BolognaFiere Convertible Bond 2022-2028” (hereafter the “CB”). Following CB conversion, Informa Group Limited becomes part of BolognaFiere’s shareholding structure, strengthening the partnership with the Group that in recent years has allowed BolognaFiere’s international development endeavours to gain momentum.

BolognaFiere’s post-money and post-CB market capitalization expected as of the start of trading will be approximately € 243.5 million, while free float accounts for 32.14% of the share capital.

Ordinary shares are identified with ISIN IT0003516066 code and BF ticker. The minimum trading batch is 4,000 ordinary shares.

The Issuer and BPER Banca S.p.A., as Global Coordinator of the Company, have entered into a lock-up agreement, which will become effective on its date of execution and will be valid for 12 calendar months following the date on which trading starts on EGM-Pro.

“We are truly pleased with this outcome and are happy to learn of such a widespread appreciation regarding our choice to go public”, stated Gianpiero Calzolari, Chairman of BolognaFiere. “The full subscription of the € 15 million capital increase, even before the bell rang, and the conversion into shares of the € 25 million bond of Informa Group, a world’s leading player in staging exhibition events, demonstrates the robustness of our project.”

Share Capital and Shareholders

As of the date of commencement of trading, BolognaFiere’s share capital following the capital increase will total € 194,811,457.00 broken down into 194,811,457 ordinary shares with no par value, as shown below:

*Of which 22,222,222 shares subject to a lock-up period of 12 months from the date of commencement of trading on EGM-Pro

**Includes 144,288 treasury shares accounting for 0.07% of share capital. Please note that voting rights for treasury shares are suspended.

Main Advisors

As part of the listing procedure, BolognaFiere will be supported by BPER Banca S.p.A. (Euronext Growth Advisor and Global Coordinator), ADVANT Nctm (Issuer's legal and tax advisor), BonelliErede (Euronext Growth Advisor and Global Coordinator), EY (Auditing Firm), PWC (Financial Due Diligence Advisor, on CCN and SCG), IRTOP Consulting S.r.l. (Investor & Media Relations Advisor) and Adagio 23 S.r.l. (Third-party verification of non-accounting data).

Additional information

The Company’s Board of Directors appointed Fabio Pericolini, formerly the Group’s CFO, as Investor Relations Manager. BolognaFiere will also rely on the support of IRTOP Consulting as Investors & Media Relations Advisor.

For the disclosure and storage of regulated information BolognaFiere will rely on the authorised circuit “1INFO” managed by Computershare S.p.A., having its headquarters in Milan, Via Lorenzo Mascheroni 19.

The Admission Document is available at the Company’s registered office and on the website "www.bolognafiere.it, Investor Relations section>IPO.

2024 corporate event calendar

Pursuant to Article 17 of the Euronext Growth Milan Issuers’ Regulations, the Company also discloses the calendar of corporate events for financial year 2024 as shown below:

Any changes to the above dates will be promptly communicated to the market.

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BolognaFiere S.p.A. (ISIN: IT0003516066, BF ticker) is among the main international exhibition operators. The Group covers all stages of the value chain (exhibition organization, venue management, set-up and architecture), operates in more than 15 countries across 3 continents (Europe, Asia and America), and organises more than one hundred exhibition events every year. In 2005 it was the first Italian exhibition operator to open an office in China where it now has around 60 employees. It is the leading operator in Italy in terms of share of turnover and events organised abroad, is the world leader in the Cosmetics sector with the Cosmoprof brand and in the Italian market for fittings with the brands under Henoto S.p.A. It also organises the most important international children’s publishing fair, the Bologna Children’s Book Fair. In Italy, the Group operates in 4 exhibition/congress districts: Bologna, Modena, Ferrara and, as industrial partner with a 15% stake, in Nuova Fiera del Levante S.r.l., Bari.

Contacts

BolognaFiere S.p.A. - Issuer

Fabio Pericolini Investor Relations Manager | fabio.pericolini@bolognafiere.it | Phone +3939 051 282990 | Viale della Fiera, 20 - 40127 Bologna

BPER Banca S.p.A. - Euronext Growth Advisor

bolognafiere@bper.it | Phone: +39 051 2756537 | Via Mike Bongiorno, 13 - 20124 Milan, Italy

IRTOP Consulting – Investor & Media Relations Advisor

Investor Relations | ir@irtop.com | Phone +39 02 45474883 | Via Bigli, 19 - 20121 Milan

Media Relations | mediarelations@irtop.com | Phone +39 02 45474884 | Via Bigli, 19 - 20121 Milano