Results of the option and pre-emption offer of shares subject to withdrawal

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Last updated on July 11, 2024 at 02:00 pm

Amplifon S.p.A. (EXM; Bloomberg/Reuters ticker: AMP:IM/AMPF.MI), global leader in hearing solutions and services, announces that the period for the option and pre-emption offer, pursuant to article 2437-quater, paragraph 2, of the Italian Civil Code, ended on July 9th, 2024. The offer, for a total of 1,161 Amplifon shares (Shares), representing 0.0005% of the Company’s share capital, was addressed to the shareholders who did not exercise, in whole or in part, their withdrawal right resulting from the approval of the proposed enhancement of the Company’s increased voting rights mechanism by the Shareholders’ Meeting (Offer).

Results of the Offer

In the context of the Offer, based on a ratio of n. 1 Share per every 194,806 options held, option rights were exercised for no. 594 Shares, and pre-emption rights were exercised for no. 567 residual Shares (i.e., the shares in respect of which the option rights have not been exercised).

Given that the number of Shares for which the pre-emption right was exercised exceeded the number of residual Shares, the residual Shares were distributed among all entitled parties in proportion to the number of option rights exercised by each of them. Accordingly, all n. 1,161 Shares were purchased by virtue of the exercise of option and pre-emption rights for a total of Euro 34,313.36, at a price of Euro 29.555 per share.

Ampliter S.r.l. (the majority shareholder) exercised its option and pre-emption rights for the residual Shares to which it was entitled, purchasing a total number of 1,023 Shares, for a total of approximately Euro 30,240.

Terms and methods of payment

The price of the Shares will be paid and the Shares purchased will be credited and transferred on July 15th,  2024 through the Monte Titoli system via the depositary intermediaries, without requiring any action from the shareholders who exercised their withdrawal rights or from the shareholders who exercised their option and pre-emption rights (provided that the latter have first made the funds required to pay for the shares purchased available to their intermediaries).

As a consequence, provided that there are no unsold Shares, the liquidation procedure foreseen by Italian law will be completed as soon as the settlement is performed and the Shares are credited and transferred. As previously announced, the conditions subsequent were not fulfilled and the enhancement of the increased voting rights mechanism approved by the Shareholders’ Meeting on April 30th, 2024 remains fully implemented.

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For further details, please refer to the documentation prepared in relation to the proposals to the Shareholders’ Meeting available on the Company’s corporate website https://corporate.amplifon.com (Governance Section).

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