Read the press release in PDF format here (in Italian)
REDELFI APPROVES CAPITAL INCREASE WITH EXCLUSION OF PRE-EMPTIVE RIGHTS FOR EUR 2 MILLION TO SUPPORT NEW BUSINESS PLAN
Milan, Dec. 13, 2024
The Board of Directors of Redelfi S.p.A. (“Redelfi” or the “Company”), the parent company of the industrial group of the same name with operational headquarters in Genoa – engaged in the development of innovative and sustainable infrastructures to promote the energy transition, and listed on the Euronext Growth Milan segment of the Italian Stock Exchange – met today in a notary session, in execution of the delegation of authority granted to it pursuant to art. 2443 of the Italian Civil Code by the Extraordinary Shareholders’ Meeting of April 29, 2022, and resolved to increase the share capital for cash, excluding option rights pursuant to Article 2441, paragraph 5 of the Italian Civil Code, by a total countervalue of EUR 1,999,620.00, including share premium, through the issuance of new ordinary shares with no indication of par value and regular dividend entitlement (the “Capital Increase”).
This Capital Increase is grounded in the update of the 2023-2026 Business Plan presented to the market in December 2023 (ref. cs. December 11, 2023), which expects, in the new version, a major increase in investments particularly to the U.S. market (the “New Plan”).
The New Plan, which spells out the Group’s vision for the five-year period 2025-2029 with an increasing commitment in the U.S. and the strengthening of the Italian market, will be shared with the financial community after the approval of the financial statements as of 12.31.2024.
The shareholders’ resolution from April 29, 2022 stipulated that the capital increase would be offered for underwriting as part of a placement reserved for (i) qualified and/or professional investors as defined under Art. 2(1)(e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017 (the “Prospectus Regulation”) in the European Union and the other countries of the European Economic Area, and to (ii) qualified investors, as defined by Article 2(e) of the Prospectus Regulation in the United Kingdom, as national regulations under the European Union (Withdrawal) Act 2018 (as amended), which are considered strategic for the development and growth of the Company’s core business, as they carry out activities similar, related, synergistic and/or instrumental to those carried out by the Company, or otherwise functional to the development of the Company’s business. The Capital Increase was offered to an institutional investor in order to carry out capital and strategic strengthening operations by the Company.
Specifically, the newly issued ordinary shares were offered as part of a private placement, without the publication of a public offering prospectus, pursuant to the exemptions provided for in Article 1(4)(a) of the Prospectus Regulations, as supplemented and amended by Regulation (EU) 2024/2809 (the “Listing Act Regulations”).
Pursuant to the Capital Increase resolution, the issue price of the new ordinary shares, amounting to EUR 4.60 per share (of which EUR 0.05 is to be charged to share capital), was determined in accordance with the criteria established by the Board of Directors, in compliance with the requirements of paragraph 6 of Article 2441 of the applicable Civil Code, based on the value resulting from the weighted average value of Redelfi stock calculated over the period of six (6) months prior to today’s date, adjusted by applying a discount of 12% with respect to said six (6) month weighted average and 2.13% with respect to the closing price of the stock on December 12, 2024.
The Board of Statutory Auditors has issued its positive opinion on the criteria for determining the price in accordance with Article 2441(6) of the Civil Code.
The 434,700 ordinary shares resulting from the Capital Increase will be admitted for trading on Euronext Growth Milan, on par with the shares already outstanding and in compliance with applicable legal and regulatory provisions.
The documents relating to the Capital Increase will be made available at the Company’s registered office and on the Company’s website www.redelfi.com under Investor Relations > Capital Increase 2024, as well as on the website of Borsa Italiana S.p.A. Share Section > Documents.
This press release is available on the website www.redelfi.com Investor Relations Section > Press Releases and at www.1info.it.
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Redelfi is the parent company of the Redelfi Group active in the digital and green transition by taking a highly innovative approach to defining products, services and processes with a strong focus on adherence to ESG principles in business management. In the financial year 2023, the Group achieved a Production Value of EUR 11 million and a Net Profit of EUR 3 million. The Net Financial Position is cash negative in the amount of EUR 4.8 million and the Net Equity is EUR 25 million.
Contacts:
ISSUER
Redelfi | Investor Relations Manager | Erika Padoan | investor-relations@redelfi.com | T: +39 320 7954739 | via A. Scarsellini, 119 Torre B “I Gemelli” 11 piano, 16149 Genova
Redelfi | Media Relations | Carolina Beretta | carolina.beretta@redelfi.com | via A. Scarsellini, 119 Torre B “I Gemelli” 11 piano, 16149 Genova
INVESTOR & FINANCIAL MEDIA RELATIONS
IR Top Consulting | Investor Relations | ir@irtop.com | T: + 39 02 4547 3884/3 | Via Bigli, 19 – 20121 Milano
IR Top Consulting | Media Relations | d.gentile@irtop.com | T: + 39 02 4547 3884/3 | Via Bigli, 19 – 20121 Milano
EURONEXT GROWTH ADVISOR
Integrae SIM | info@integraesim.it | T: +39 02 80506160 | Piazza Castello, 24 – 20121 Milano
