MICROTEST ANNOUNCES RESULTS OF THE OFFER FOR ROODMICROTEC AND DECLARES IT UNCONDITIONAL

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This is a joint press release by RoodMicrotec N.V. (“RoodMicrotec” and, together with its subsidiaries, the “RoodMicrotec Group”) and Microtest S.p.A. (“Microtest”), an entity incorporated under Italian law, controlled by Seven Holding 3 S.à r.l., a wholly owned subsidiary of the private equity fund Xenon Private Equity VII SCA SICAV RAIF, pursuant to the provisions of Article 16 paragraph 1 and 2 and Article 17 paragraph 1 of the Dutch Decree on Public Takeover Bids (Besluit openbare biedingen Wft, the “Decree”) in connection with the all-cash recommended public offer by Microtest for all the issued and outstanding ordinary shares in the capital of RoodMicrotec (the “Offer).

This press release does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities. Any offer will be made only by means of the offer memorandum dated 31 August 2023 (the “Offer Memorandum”), which has been approved by the Dutch Authority for the Financial Markets (Autoriteit Financiële Markten) (the “AFM”). This press release is not for release, publication or distribution, in whole or in part, in or into, directly or indirectly, the United States, Canada and Japan or in any other jurisdiction in which such release, publication or distribution would be unlawful.

Terms not defined in this press release have the meaning as set forth in the Offer Memorandum.

MICROTEST ANNOUNCES RESULTS OF THE OFFER FOR ROODMICROTEC AND DECLARES IT UNCONDITIONAL

Vicopisano, Italy / Deventer, the Netherlands, 27 October 2023

• 87.19% of the Shares on a Fully Diluted Basis have been tendered or irrevocably committed to be delivered to Microtest at settlement of the Offer.
• All Offer Conditions are now satisfied.
• Microtest declares the Offer unconditional.
• Settlement of the Offer will take place on 1 November 2023, at which date the Offer Price of EUR 0.35 per Tendered Share will be paid.
• Remaining Shares can be tendered during the Post-Acceptance Period, commencing on 30 October 2023 and ending on 10 November 2023.

Tender Results and Offer declared unconditional

Microtest and RoodMicrotec are pleased to announce that, during the Offer Period, which ended today at 17:40 hours CET, 71,981,050 Shares and Warrants have been tendered or irrevocably committed under the Offer, representing approximately 87.19% of the Shares on a Fully Diluted Basis and an aggregate value of EUR 25,193,367.50 at an Offer Price of EUR 0.35 (cum dividend) per Share. Considering that all Offer Conditions have now been satisfied, Microtest declares the Offer unconditional (doet gestand). Microtest accepts all Shares that have been validly tendered (or defectively tendered, provided that such defect has been waived by Microtest) and not validly withdrawn pursuant to the terms of the Offer in accordance with section 4.3.5 of the Offer Memorandum. Microtest has the right to accept any tender of Shares pursuant to the Offer, even if such tender has not been made in compliance with the terms and conditions of the Offer.