Equita management renews shareholders' agreement

Managers renew their partnership to ensure stable governance

Simultaneously to the subscription of the new Shareholders’ Agreement – which will enter into force following the maturity of the First Shareholders’ Agreement-Bis – subscribers have terminated the Fourth Shareholders’ Agreement

Milan, 10 February 2022 - Equita, the leading independent investment bank in Italy, today announces that 27 managers and employees have subscribed to a new shareholders’ agreement (so called “Patto Parasociale Equita Group” or the “Agreement”). The Agreement confirms the commitment of managers – who are also shareholders – to ensure stable governance and who have successfully led the investment bank for years. The Agreement will enter into force the day after the termination date of the First Shareholders’ Agreement-Bis (July 31st, 2022) and its maturity is set to March 31st, 2025.

The Agreement will include all ordinary shares of Equita Group S.p.A. (“Equita” or the “Company” and, together with its subsidiaries, the “Group”) owned by subscribers of the Agreement, directly and/or indirectly, from time to time. As of today, subscribers represent 45.5% of the share capital (22,857,734 ordinary shares of the Company) and 60.6% of the shareholders' meeting voting rights.

With the Agreement the management confirms its commitment to the Group and reinforces the idea of partnership that has always distinguished it on the market and that has allowed Equita to successfully grow over the years.

Under the new Agreement, each party:

• Has committed to exercise – with reference to the shares owned under the Agreement, from time to time – individual voting rights in accordance with the will expressed by the majority of the votes of the participants to the Agreement, on matters like the approval of the financial statements, the appointment of management and control bodies and on extraordinary transactions requiring the approval of the shareholders’ meeting;
• Has lock-up provisions, depending on the age of the subscriber of the Agreement;
• Has call options, under specific terms and conditions, on ordinary shares of the Company held by other subscribers of the Agreement and subject to any “adverse event”[1].

Subscription of the Agreement occurred upon the simultaneous termination of the Fourth Shareholders’ Agreement which governed how participants could potentially sell ordinary shares of the Company.

For more details on the Agreement and on the termination of the Fourth Shareholders' Agreement, please refer to the information made available on the Equita website www.equita.eu (Corporate Governance section, Shareholders’ Agreements area).