NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW.

Sale of Campari shares by certain employees, following the simultaneous exercise of stock options, via a block trade transaction

Milan, May 12th, 2021-DavideCampari-Milano N.V. ('Campari') announces that an amount of 3,756,833 Campari shares ('Shares'), which will be purchased by 31 stock option beneficiaries ('Relevant Beneficiaries') following the exercise of stock options in accordance with the terms and conditions of the applicable Campari Stock Options Regulation, will be simultaneously sold by the Relevant Beneficiaries via a block trade.

The relevant stock option plan is part of an ongoing long-term incentive plan consisting of multiple rolling grants. The relevant stock option plan was approved by Campari shareholders' meeting held on April 29th, 2016.

In particular, under this 2016 plan, on May 11th, 2016, stock options were assigned with (i) a five year vesting period, (ii) a subsequent two-year exercise period and (iii) a strike price equal to EUR 4.28 (each option entitling the beneficiary to purchase one Campari share). Currently, net of certain early exercises and cancellations (due to early retirements or employment terminations), the outstanding stock options assigned in 2016 are equal to 11,717,577 (inclusive of the above 3,756,833 options) and were distributed across 156 beneficiaries (inclusive of the Relevant Beneficiaries).

In order to ensure an orderly process for the sale of the Shares by the Relevant Beneficiaries (corresponding to approx. 0.3% of Campari's share capital), the transaction will be fully implemented through a block trade with Goldman Sachs International that will then launch the distribution of the Shares to institutional investors only.

Amongst the Relevant Beneficiaries, Robert Kunze-Concewitz, CEO of Campari Group, will exercise 1,166,860 options (corresponding to approximately 25% of the overall amount of all his grants) and will sell the resulting 1,166,860 Campari shares; Paolo Marchesini, CFO of Campari Group, will exercise 816,802 stock options (corresponding to approximately 23% of the overall amount of all his grants) and will sell the resulting 816,802 Campari shares.

As of today, Robert Kunze-Concewitz continues to own 500,170 Campari shares, that are not part of this transaction, and which, at the current share price of €10.16, correspond to approx. five times his annual gross fixed remuneration.

The terms of the stock option exercise and the Share sale transactions will be disclosed upon their completion pursuant to applicable laws and regulations.

FOR FURTHER INFORMATION

Investor Relations

Chiara Garavini

Tel. +39 02 6225330

Email: chiara.garavini@campari.com

Corporate Communications

Enrico Bocedi

Tel. +39 02 6225680

Email: enrico.bocedi@campari.com

https://www.camparigroup.com/en/page/investors

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This announcement is not for publication, distribution or release, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Canada, South Africa, Australia or Japan or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein comes must inform themselves about and observe any such restriction and must not under any circumstances forward this announcement to any other person. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States without registration thereunder or pursuant to an available exemption therefrom. Neither this announcement nor the information contained herein constitutes or forms part of an offer to sell, or the solicitation of an offer to buy, securities in the United States. There will be no public offer of any securities in the United States or in any other jurisdiction.

In any member state of the European Economic Area, this announcement and any offer if made subsequently is, and will be, directed only at persons who are 'qualified investors' within the meaning of Article 2(e) of Regulation (EU) 2017/1129 and amendments thereto.

In the United Kingdom, this announcement is only being distributed to and is directed at 'qualified investors' within the meaning of Article 2(e) of Regulation (EU) 2017/1129, as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, (a) having professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act (Financial Promotion) Order 2005, as amended (the 'Order');

  1. who are high net worth entities described in Article 49(2) (a) to (d) of the Order; or (c) other persons to whom they may lawfully be communicated (all such persons together being referred to as 'Relevant Persons'). Any investment or investment activity to which this announcement relates will only be available to and will only be engaged in with Relevant Persons. Any person who is not a Relevant Person should not act or rely on this announcement or any of its contents.

Goldman Sachs ('Sole Bookrunner') is acting on behalf of the Relevant Beneficiaries only and no one else in connection with the offering of the Shares.

In connection with the offering of the Shares, the Sole Bookrunner and any of its affiliates acting as an investor for its own account may take up as a proprietary position any Shares and in that capacity, may retain, purchase or sell for their own account such Shares. In addition, the Sole Bookrunner or its affiliates may enter into financing arrangements and swaps with investors in connection with which the Sole Bookrunner or its affiliates may from time to time acquire, hold or dispose of the Shares. The Sole Bookrunner does not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. This announcement does not purport to identify or suggest the risks (direct or indirect) which may be associated with an investment in the Shares. Any investment decision in connection with the securities must be made solely on the basis of all publicly available information relating to Campari and the Shares (which has not been independently verified by the Sole Bookrunner).

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Davide Campari - Milano NV published this content on 12 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 May 2021 16:35:02 UTC.