BasicNet S p A : PRESS RELEASE / BasicNet S.p.A.Shareholders’ Meeting

BasicNet S.p.A. Shareholders' Meeting:

• 2021 Separate Financial Statements approved.
• Dividend of Euro 0.12 per share.
• Board of Directors and its Chairman appointed.
• Board of Statutory Auditors and its Chairman appointed.
• Group Remuneration Policy Report approved.
• Share buy-back and utilisation plan authorised.

Board of Directors:

• Vice Chairmen of the Board of Directors Alessandro Boglione and Lorenzo Boglione appointed.
• Chief Executive Officer Federico Trono appointed.

Turin, April 13, 2022 - The Shareholders' Meeting of BasicNet S.p.A., chaired today by Marco Boglione, approved the 2021 Separate Financial Statements and the distribution of a dividend of Euro 6.1 million, corresponding to Euro 0.12 gross for each outstanding share. The dividend, concerning coupon No. 15, will be paid from April 27, 2022, with record date of April 26, 2022 and coupon date of April 25, 2022.

On the sidelines of the Shareholders' Meeting, Marco Boglione, Chairman and Founder of BasicNet S.p.A. said: "The agility of a young, competent, creative, ambitious, tenacious, and continuously renewed team, leading an enterprise driven by a flexible and modular business model that enables to easily react to market fluctuations, has allowed the Group to navigate through the storm, self-financing organic growth and strengthening its capital base."

The Shareholders' Meeting also:

• appointed for three years the new Board of Directors, comprising 14 Directors, electing:
  • from the slate filed by the shareholder BasicWorld S.r.l., which holds 20,206,065 shares, equal to 33.128% of the share capital, 13 Directors, as: Marco Boglione - Chairman, Alessandro Boglione, Lorenzo Boglione, Maria Boglione, Veerle Bouckaert, Piera Braja, Independent Director, Paola Bruschi, Cristiano Fiorio, Independent Director, Monica Gamberoni, Francesco Genovese, Daniela Ovazza, Carlo Pavesio and Federico Trono.
  • from the slate filed by Helikon Investments Limited on behalf of Helikon Long Short Equity Fund Master ICA, holding in total 6,639,642 shares (equal to 10.886% of the share capital), an Independent Director, as Francesco Calvo

• appointed for three years the new Board of Statutory Auditors and its Chairman, electing:

• from the slate filed by the shareholder BasicWorld S.r.l., which holds 20,206,065 shares, equal to 33.128% of the share capital, Alberto Pession and Gianna Luzzati - Statutory Auditors and Simonetta Mattei - Alternate Auditor;
• from the slate filed by Helikon Investments Limited on behalf of Helikon Long Short Equity Fund Mater ICA, holding in total 6,639,642 shares (equal to 10.886% of the share capital), Ugo Palumbo, the Chairman of the Board of Statutory Auditors and Riccardo Garbagnati - Alternate Auditor.

The profiles of the members of the Corporate Boards are available in the Corporate Governance section of the website www.basicnet.com.

In terms of the shareholdings of Directors, the information contained in the Remuneration Report published on the website www.basicnet.com was confirmed, and reference should be made thereto.

The Shareholders' Meeting also:

• approved the granting of the right of the Chairman of the Board of Directors to receive a post-employment benefit of Euro 1.5 million;
• approved section 1 of the Remuneration Policy of the company as per Article 123-ter of the Consolidated Finance Act;
• voted in favour of section II of the Remuneration Policy of the Company as per Article 123-ter of the Consolidated Finance Act;
• approved the authorisation to purchase and utilise treasury shares. The programme permits the purchase of treasury shares for a maximum Euro 14 million and a maximum number which, considering shares already held by the Company, does not exceed the statutory limits, for a period running from today's Shareholders' Meeting until the Shareholders' Meeting for the approval of the 2022 Annual Accounts. The authorisation for the utilisation of treasury shares is without time limit.

The Board of Directors, which met following the Shareholders' Meeting:

• appointed the Vice Chairmen of the Board of Directors Alessandro Boglione and Lorenzo Boglione;
• appointed Federico Trono as the Chief Executive Officer;
• ascertained the independence of the Directors: Piera Braja, Cristiano Fiorio, and Francesco Calvo and noted the fulfilment of the independence requirements for the members of the Board of Statutory Auditors, with regards to the requirements established by Article 148, paragraph 3 of the CFA and the Corporate Governance Code;
• appointed as members of the Remuneration Committee: the Non-Executive Director Carlo Pavesio, as Chairman, the Non-Executive and Independent Directors Piera Braja and Francesco Calvo and the Non-Executive Director Daniela Ovazza;
• appointed as members of the Control and Risks and Related Parties Committee, the Independent Directors Piera Braja as Chairman, Cristiano Fiorio and Francesco Calvo;
• appointed the Director Paola Bruschi as the Executive Officer for Financial Reporting;

Conclusion of the treasury share buy-back plan authorised by the Shareholders' Meeting of April 8, 2021

With today's Shareholders' Meeting, the treasury share buy-back plan approved by the Shareholders' Meeting of April 8, 2021 concludes, whose commencement was communicated to the market on the same date. Based on this authorisation, the Company acquired 1,580,000 shares, equal to 2.59% of the Share Capital, at an average price of Euro 5.145 for a total outlay of Euro 8,128,440. BasicNet today holds a total of 10,180,000 treasury shares (16,69% of the Share Capital), for a total investment of over Euro 33 million.

"Kappa" project

The new Board was presented with a corporate reorganisation project to bring under the direct control of BasicNet all of the individual brand-owning companies. The project, which does not entail any change in the Group's ownership structure or equity structure, is designed to enable a better focus on each brand.

Filing of documentation

The 2021 Separate and Consolidated Financial Statements, in addition to the further documentation required by Article 77 of Consob Resolution No. 11971 of May 14, 1999, were filed at the registered office in Turin, Largo Maurizio Vitale, 1, and made available to the public on the website www.basicnet.com, and on the authorised storage website www.1info.it.

The minutes of the Shareholders' Meeting will be made available to the public through the same means and in accordance with law.