Racing Drive S.p.a. : Racing Pressure: board resolves to launch a funds raise to raise all-around 10 million euros to finance development

Launch OF A PLACEMENT RESERVED TO INSTITUTIONAL Buyers By ACCELERATED BOOKBUILDING
Ronco Scrivia (GE), January 11, 2023 – Racing Pressure S.p.A., mother or father corporation of Racing Force Group (the Team), a earth leader in basic safety techniques for motorsports (RFG or the Company), announces that the Board of Directors, which achieved nowadays in notarial session, resolved, in exercising of the authority granted by the Shareholders’ Assembly of Oct 15, 2021, pursuant to Write-up 2443 of the Italian Civil Code, to maximize the share money, for dollars, maybe in divisible variety, with the exclusion of selection rights pursuant to Write-up 2441, fourth paragraph, 2nd sentence, of the Italian Civil Code, by issuing new everyday RFG shares, with no indication of their convey par worth, acquiring the exact attributes as these excellent on the date of challenge, with regular dividend legal rights, corresponding to up to 10% of RFG’s share capital (the Capital Increase).
The Funds Boost, the shares of which will be provided for membership by way of an accelerated bookbuilding procedure (the Accelerated Bookbuilding), is reserved for membership by qualified Italian or foreign traders as defined by Article content 100, paragraph 1, letter a) of Legislative Decree 58/98 as amended, 34-ter of Regulation no. 11971/1999, paragraph 1, as amended, and 35,
paragraph 1, letter d) of the Laws adopted by Consob by resolution No. 20307 of February 15, 2018, as well as foreign institutional buyers inside the this means of Regulation S of the United States Securities Act of 1993 or to other entities in the European Financial Location (EEA) and in the United Kingdom, excluding Italy, that are “capable traders” inside the which means of Art. 2(e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017 or Regulation (EU) 2017/1129 as transposed into Uk domestic law by virtue of the European Union Withdrawal Act 2018, (excluding investors in Australia, Canada, Japan and the United States, and in any other international place in which placement is not feasible in the absence of authorization from the knowledgeable authorities),
supplied that the offering is created in these types of a way as to empower the Enterprise to fall within just the cases of inapplicability of the provisions on public offerings ensuing in exclusion from the obligation to publish a prospectus (the Personal Placement).
Notwithstanding the foregoing, the Non-public Placement may well also be executed to investors, resident in Australia, provided that they declare and warrant that they are definable as “Sophisticated Traders” beneath the applicable laws and thus persons to whom it is permissible to offer securities, in derogation of the provisions on community choices and with consequent exclusion from the obligation to publish a prospectus, pursuant to one particular or additional of the exemptions set forth in Part 708 of the Australian Companies Act 2001 (Cth).
Commitment and objective of the capital inventory boost
The purpose of the Money Increase is to allow the Company to swiftly and competently elevate new equity to be made use of to keep on its business enterprise enhancement and enlargement plan, also in mild of the
potent advancement recorded in current yrs. In distinct, the proceeds will be made use of to finance the commence-up of new production ability in the United States and make other planned investments in Bahrain and Italy, aimed at expanding the Group’s effectiveness, and aid the diversification method, which include the Future Technology Set-Wing Helmet program for US Airforce.
The Business intends to hold element of the proceeds elevated in the course of the IPO to finance possible upcoming merger or acquisition transactions.
In addition, the Funds Boost will allow for the Company to boost the absolutely free float, also in look at of a likely accessibility of the inventory to the STAR Section of Euronext Milan in the medium phrase, and therefore aid its investing, also favoring its steadiness and at the similar time increasing its shareholding construction with Italian and international traders of key standing.
2022 observed the Team obtaining a new income file, with sturdy double-digit development and Group internet cash flow predicted to raise appreciably about the prior fiscal year. In phrases of order ebook, FY2022 also closed at new all-time high stages, and in specific Q4 and the 1st times of 2023 showed important expansion, suggesting a notably positive start out to the year, in line with the growth anticipated for 2023.
Phrases of the transaction
The placement price tag of the shares will be established on completion of the Accelerated Bookbuilding, centered on the standards proven by the Board of Administrators. The auditing firm KPMG has issued its viewpoint on the criteria for deciding the price tag pursuant to Post 2441, paragraph 4, next sentence, of the Civil Code. The Accelerated Bookbuilding system will commence
quickly and may perhaps be finished at any time. The last terms will be immediately communicated to the market place.
As section of the transaction, the Firm created lock-up commitments of 180 days’ duration in line with very best current market observe.
In relationship with the final results of the Accelerated Bookbuilding the newly issued shares will be traded on Euronext Growth Milan and Paris and will have the exact same properties as individuals remarkable, in accordance with relevant regulations and polices
Equita SIM S.p.A. and TP ICAP (Europe) S.A. are acting as Joint World wide Coordinator and Joint Bookrunner of the Accelerated Bookbuilding.
Emintad Italy S.r.l. is performing as economical advisor to the transaction when for legal features RFG is becoming assisted by LCA Studio Legale.

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