TaTaTu S.p.A.

PROPOSAL OF SHARE CAPITAL INCREASE OF TATATU S.P.A.

TaTaTu S.p.A. TaTaTu S.p.A.: PROPOSAL OF SHARE CAPITAL INCREASE OF TATATU S.P.A. 24-May-2023 / 18:00 CET/CEST Dissemination of a French Regulatory News, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. PRESS RELEASE

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PROPOSAL OF SHARE CAPITAL INCREASE OF TATATU S.P.A.

 

Rome, 24 May 2023

The Board of Directors of Tatatu S.p.A. (the “Company”) has deemed appropriate to submit to the Shareholders’ Meeting the proposal of share capital increase, with exclusion of the pre-emption right pursuant to Article 2441, paragraph 5, of the Italian Civil Code, offering the newly issued shares for subscription to the shareholder IA Media SA and the third party investors Monaco Mobility Investment SCP, Incorp S.a.r.l. and The Private Office of H.H. Sheikh Mohamed bin Salman bin Abdulla bin Hamad Al-Khalifa or any subsidiary or affiliated company of the latter. The relevant share capital increase (the “Share Capital Increase”) will be paid in cash at the unit price of Euro 5.89 per share, for an amount equal to Euro 40,000,000.00, of which Euro 67,912 to be allocated as par value and Euro 39,932,088 as share premium reserve.

The Share Capital Increase is part of a capitalisation programme of the Company, aimed at providing it significant resources to be used within its development and growth process.

In order to allow the Shareholders’ Meeting to review and evaluate the proposal of the Board of Directors, the Shareholders’ Meeting is convened on 3 July 2023 in single call, at 12:00 p.m., at the office of Notary Public Mr. De Franchis, in Rome, via Barberini 50, to discuss and resolve:

as extraordinary meeting, upon the:

1. proposal of share capital increase of the Company against payment, indivisible and in cash with exclusion of the pre-emption right pursuant to Article 2441, paragraph 5, of the Italian Civil Code, to be offered for subscription to and paid-in by the following companies: IA Media, Monaco Mobility, Incorp S.a.r.l. and Al Khalifa to be executed by issuing by the Company in aggregate no. 7,352,941 ordinary shares, with a par value of Euro 0.01 per share, with regular dividend rights, at a unit price of Euro 5.89 per share, for an amount equal to Euro 40,000,000.00, of which Euro 67,912 to be allocated as par value and Euro 39,932,088 as share premium reserve; the Share Capital Increase is offered for subscription for Euro 20,000,000 to Al Khalifa, for Euro 18,000,000 to IA Media, for Euro 1,000,000 to Monaco Mobility and for Euro 1,000,000 to Incorp S.a.r.l.; amendment of Article 5 of the Company’s Bylaws; inherent and subsequent resolutions;
2. amendments to Articles 24.1 and 26.1 of the Company’s Bylaws relating to the appointment of the Deputy Chairman and the Manager in charge for preparing the Company’s financial reports; inherent and subsequent resolutions.

as ordinary meeting, upon the: