PRESS RELEASE

APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS AND

THE DRAFT FINANCIAL STATEMENTS FOR THE YEAR ENDING 31 DECEMBER 2021

COMBINED ASSETS UNDER MANAGEMENT AT EUR 26.5 BILLION (+11%)

AND GROUP NET PROFIT OF EUR 23.8 MILLION (+16%)

POSITIVE CONSOLIDATED NET FINANCIAL POSITION

AT EUR 136 MILLION

PROPOSAL FOR DISTRIBUTION OF AN

EXTRAORDINARY DIVIDEND OF 0.10 EURO PER SHARE

Milan, 11 March 2022 - The Board of Directors of DeA Capital S.p.A. (the "Company" or "DeA Capital"), met today, under the chairmanship of Lorenzo Pellicioli, to examine and approve, among other things, the Group's Consolidated Financial Statements and the Parent Company's Draft Financial Statements to 31 December 2021.

Paolo Ceretti, CEO of the DeA Capital Group, stated: "In 2021 we achieved very positive results, continuing the growth trend we have been experiencing for several years now. It is evident that the recent tensions linked to the war in Ukraine are creating a very complicated picture, the scope of which is still unclear. However, we are convinced that we can cope with even the most negative scenarios - as we did during the most acute phases of the Covid-19 emergency - thanks to our excellent management teams, the quality of the assets in our portfolio and the strength of our balance sheet. In this context, we therefore recommended confirmation of the significant dividend already guaranteed last year. At the Alternative Asset Management Platform level, we will continue to focus on launching new products and further growing our international business, with our usual approach of being responsible, active, disciplined and structurally oriented investors who create value over the long term".

CONSOLIDATED RESULTS AS AT 31 DECEMBER 2021

  • At 31 December 2021, Combined Assets Under Management amounted to approximately EUR 26,500 million, an increase of 11% compared to 31 December 2020 (including the assets attributable to Quaestio Capital SGR):
  1. Real Estate = EUR 12,082 million (+16%) o Credit = EUR 3,185 million (-3%)
    o Private Equity = EUR 2,406 million (+9%)
    o Multi-asset /Multi-manager Solutions = EUR 8,803 million (+12%)

Note that Combined Assets Under Management are defined as assets managed by the asset management companies in which the Group holds an absolute or relative (not consolidated) majority interest, as well as the corresponding amounts recorded by the international subsidiaries. Total commitments are considered for private equity funds.

  • Group net profit of EUR 23.8 million, up from EUR 20.4 million at 31 December 2020, thanks to the contribution of both the Alternative Asset Management platform and the Investment Portfolio.
  • Positive consolidated net financial position of EUR 135.9 million (of which EUR 98.2 million attributable to Holdings), compared to the "adjusted" figure (for the distribution of

DeA Capital S.p.A., Registered Office in Milan, Via Brera 21, 20121 Milan - Italy, tel. +39 02 6249951, fax +39 02 62499599 Controlled and coordinated by De Agostini S.p.A., Registered Office in Novara, Via G. da Verrazano 15, 28100 Novara - Italy

Authorised share capital of EUR 266,612,100, fully paid up - Tax Code and Registration in the Milan Companies Register no. 07918170015. Member of the "B&D Holding VAT Group", VAT No 02611940038, Milan Economic and Administrative Index No 1833926

the extraordinary dividend of EUR 26.1 million in May 2021) of EUR 99.9 million recorded at the end of 2020. The result was mainly due to the operating cash flow of the Alternative Asset Management platform and the disposal of the remaining indirect shareholding in Migros (EUR +19.5 million).

The Annual Financial Report as at 31 December 2021, accompanied by the relevant documentation, will be made available to the public on Wednesday 30 March 2022, at the registered office, on the authorised storage mechanism 1info (www.1info.it) and on the site https://www.deacapital.com/category/investor/bilanci-e-relazioni/.

SIGNIFICANT FACTS

Despite the complex framework induced by the spread of COVID-19, during 2021 the Group continued the Platform development activities in all business segments.

More specifically, in the Real Estate segment, new initiatives for Assets Under Management totalling approximately EUR 1,900 million have been finalised.

As part of the Credit sector, new assets of approximately EUR 33 million were contributed to the CCR II fund, bringing its total size up to approximately EUR 700 million.

In the Private Equity sector, new AUM was raised to approximately EUR 200 million, mainly due to:

  • an investment advisory mandate for the selection of closed-end funds in the Infrastructure sector, on a pool of funds of approximately EUR 130 million;
  • new closings of the IDeA Agro and Sustainable Development funds, for EUR 28 million (bringing the total to EUR 110 million) and EUR 21 million (bringing the total to EUR 91 million), respectively.

It should also be noted that on 5 August 2021, the following agreement was signed between DeA Capital, De Agostini S.p.A., DeA Capital Real Estate SGR ("DeA Capital RE"), CPI Property Group and the latter's subsidiary, Next Re SIIQ ("Next RE", fka as Nova RE), a strategic agreement aimed at defining a potential partnership in real estate in Italy ("Framework Agreement").

In particular, the Framework Agreement provides for the creation of a partnership in the Italian real estate market, including through the assignment by Next RE to DeA Capital RE of the role of advisor for the provision of certain asset advisory services to Next RE.

For details of the Framework Agreement governing, inter alia, the terms, conditions and methods of implementation of the partnership, please refer to the press release of 5 August 2021 available on the DeA Capital website.

PROPOSAL FOR PARTIAL DISTRIBUTION OF THE SHARE PREMIUM RESERVE

The DeA Capital S.p.A. Financial Statements for the year ended 31 December 2021 show a profit of EUR 28.4 million (compared to EUR 25.4 million in 2020).

The Board of Directors resolved to propose to the Shareholders' Meeting to (i) carry forward, as a full coverage of previous losses, a portion of the profit amounting to EUR 8.3 million and

  1. set up an unavailable reserve pursuant to Article 6 of Legislative Decree 38/2005 (the "IAS Decree") for the remaining portion of the profit.

DeA Capital S.p.A., Registered Office in Milan, Via Brera 21, 20121 Milan - Italy, tel. +39 02 6249951, fax +39 02 62499599 Controlled and coordinated by De Agostini S.p.A., Registered Office in Novara, Via G. da Verrazano 15, 28100 Novara - Italy

Authorised share capital of EUR 266,612,100, fully paid up - Tax Code and Registration in the Milan Companies Register no. 07918170015. Member of the "B&D Holding VAT Group", VAT No 02611940038, Milan Economic and Administrative Index No 1833926

Furthermore, the Board of Directors resolved to submit for approval to the Shareholders' Meeting the partial distribution of the Share Premium Reserve in the amount of 0.10 Euro per share, as an Extraordinary Dividend. The scheduled date for the detachment is 23/5/2022, the record date is 24/5/2022 and the payment on 25/5/2022.

SHARE BUY-BACK PLAN

The Board of Directors also resolved to submit to the Shareholders' Meeting for approval a new plan for the purchase and disposal ("buy-back") of DeA Capital shares in accordance with the terms and conditions determined by the Shareholders' Meeting, to replace the plan previously approved by the Shareholders' Meeting on 20 April 2021 and expiring with the approval of the Annual Financial Statements for the year ending 31 December 2021.

The new plan will include, amongst other things, the following aims: (i) the acquisition of treasury shares to be used for extraordinary transactions and the share incentive plans, (ii) offer to the shareholders of an additional instrument for monetisation of their investment (iii) support of the liquidity of the financial instruments issued, (iv) usage of excess liquidity. The disposal of treasury shares may also take place to initiate trading activities.

The proposal provides for the authorisation of the purchase, on one or more occasions, of 53,322,420 ordinary shares or such other number as will represent 20% of the share capital; it also provides that:

  1. the authorisation to make the purchases is granted for the period between the date of the Shareholders' Meeting authorisation and the date of the Shareholders' Meeting to be called to approve the Financial Statements as of 31 December 2022 (without

prejudice, in any case, to the maximum duration established by law), while the authorisation to dispose of the shares purchased is granted without time limits;

  1. transactions for the purchase may be carried out in any of the ways permitted by the legislation, including the regulations in force, to be identified from time to time at the

discretion of the Board of Directors;

  1. the unit price for the purchase of the shares will be set on a case-by-case basis for each single transaction, without prejudice to the fact that the price must not be more than 20% above or below the share's reference price on the trading day prior to each purchase.

The number of treasury shares in the portfolio as at today's date is 5,734,546, corresponding to 2.2% of the share capital.

PERFORMANCE SHARE PLAN 2022-2024

The Board of Directors resolved to submit to the Shareholders' Meeting for approval a performance share plan reserved for certain employees and/or directors of DeA Capital, its subsidiaries and the Parent Company De Agostini S.p.A., pursuant to art. 114-bis of Legislative Decree No. 58 of 24 February 1998 ("TUF" or "Consolidated Finance Law").

The 2022-2024 Performance Share Plan ("PSP Plan") provides for the free assignment of a maximum of 2,000,000 units to the beneficiaries, who will be identified by the Board of Directors among the individuals vested with relevant functions with reference to the activity carried out by the Company. Subject to the achievement of the objectives and the fulfilment of the conditions set out in the PSP Plan, the units will grant the holder the right to convert the units into ordinary DeA Capital S.p.A. shares, at the rate of 1 share for each unit held, upon expiry of the vesting period.

DeA Capital S.p.A., Registered Office in Milan, Via Brera 21, 20121 Milan - Italy, tel. +39 02 6249951, fax +39 02 62499599 Controlled and coordinated by De Agostini S.p.A., Registered Office in Novara, Via G. da Verrazano 15, 28100 Novara - Italy

Authorised share capital of EUR 266,612,100, fully paid up - Tax Code and Registration in the Milan Companies Register no. 07918170015. Member of the "B&D Holding VAT Group", VAT No 02611940038, Milan Economic and Administrative Index No 1833926

The objective of the PSP Plan is to focus the attention of beneficiaries on factors of strategic interest to the Company and on improving company performance, as well as to foster their loyalty and align the interests of management with the creation of value. The PSP Plan also aims to ensure a competitive overall remuneration level.

For a detailed description of the proposed resolution to adopt the PSP Plan, the beneficiaries and the terms and conditions of the PSP Plan, please refer to the information document prepared by the Board of Directors which will be published pursuant to Article 84-bis of the Issuers' Regulations and Annex 3A of the Issuers' Regulations and made available to the public at the Company's registered office and on the website www.deacapital.com, in the Governance

  • Incentive Plans section, as well as with the additional procedures provided for by law and by the regulations in force, for the entire duration of the plan itself.

With regard to existing share-based compensation plans, the relevant information documents are available on the site www.deacapital.com, in the Governance - Incentive Plans section.

STOCK GRANT PLAN FOR THE CEO

The Board of Directors has decided to submit to the Shareholders' Meeting for approval a plan for the free allocation of DeA Capital ordinary shares reserved for the Company's CEO, known as the "DeA Capital 2022-2024Equity Plan for the CEO" (the "CEO Plan").

The structure of the Plan provides for the free allocation to the beneficiary of a maximum of 2,000,000 shares, at the end of the vesting period and subject to the achievement of the objectives and the fulfilment of the conditions set out in the AD Plan, including: (i) the maintenance of the ownership of 2,000,000 shares of the Company already held by the beneficiary until the end of the vesting period of the Plan; (ii) the achievement of a minimum target increase in the value of the shares (Total Shareholder Return) equal to 15% at the end of the three-year vesting period that will end on the date of approval of the financial statements of the Company at 31 December 2024; (iii) the maintenance of the office of Chief Executive Officer until the end of the term of office with the loss, therefore, of all rights in the event of termination of the relationship for revocation for just cause before that date.

Other provisions of the CEO plan include: (i) the allocation of additional free shares on the basis of a mechanism that will take into account the dividends distributed over the three-year period (so-calleddividend equivalent); (ii) the provision of minimum holding commitments on the part of the beneficiary on 20% of the bonus shares and additional shares until the end of the beneficiary's directorship; and (iii) claw back provisions.

The CEO Plan pursues the objective of the growth in the value of the Company's shares while aligning, through an incentive instrument which is added to the additional compensation attributable to the CEO as a whole, the economic interest of the beneficiary with the interests of the shareholders in a long term.

It is envisaged that any shares allocated under the CEO Plan will come from treasury shares held by the Company or from any increase in capital.

Furthermore, today the Board of Directors resolved to submit to the Shareholders' Meeting for approval certain amendments to the 2019-2021 stock plan for the Chief Executive Officer approved by the Shareholders' Meeting of 18 April 2019 (the "2019-2021 Stock Grant Plan").

For further information on the CEO Plan and the proposed amendments to the 2019-2021 Stock Grant Plan, please refer to the relevant disclosure documents prepared by the Board of Directors and which will be published pursuant to Article 84-bis of the Issuers' Regulations and Annex 3A to the Issuers' Regulations and made available to the public at the Company's

DeA Capital S.p.A., Registered Office in Milan, Via Brera 21, 20121 Milan - Italy, tel. +39 02 6249951, fax +39 02 62499599 Controlled and coordinated by De Agostini S.p.A., Registered Office in Novara, Via G. da Verrazano 15, 28100 Novara - Italy

Authorised share capital of EUR 266,612,100, fully paid up - Tax Code and Registration in the Milan Companies Register no. 07918170015. Member of the "B&D Holding VAT Group", VAT No 02611940038, Milan Economic and Administrative Index No 1833926

registered office and on the website www.deacapital.com, in the Governance - Incentive Plans section, as well as with the additional procedures provided for by the law and the regulations in force, for the entire duration of the plans.

REPORT ON REMUNERATION POLICY AND FEES PAID

Following the favourable opinion of the Remuneration and Appointments Committee, the Board of Directors examined and approved the Report on remuneration policy and fees paid prepared pursuant to Article 123-ter of the Consolidated Finance Law (TUF). Section I entitled "Remuneration Policy" - illustrating the remuneration policy of directors, statutory auditors and key management personnel of the Company - will be submitted to a binding vote of the Shareholders' Meeting pursuant to Article 123-ter, paragraph 3-ter, of the Consolidated Finance Law (TUF), while Section II entitled "2021 Compensation" - which details the items comprising the remuneration of the aforementioned persons and the fees to be paid them during 2021 - will be submitted to the advisory vote of the Shareholders' Meeting pursuant to Article 123-ter, paragraph 6, of the Consolidated Finance Law (TUF).

CORPORATE GOVERNANCE

With regard to Governance, the Board approved the "Report on Corporate Governance and Ownership Structure for the 2021 financial year", prepared pursuant to Article 123-bis of the Consolidated Finance Law (TUF). The Board of Directors also confirmed, as in previous years, the Company's adherence to the Corporate Governance Code for Listed Companies, published by the Corporate Governance Committee promoted by Borsa Italiana.

ESG COMMITTEE

Beginning in 2019, the DeA Capital Group has started to define a framework relating to ESG issues aimed at rationalising and integrating into a uniform framework the initiatives/criteria for managing the various strands of Alternative Asset Management business in which it operates. In this context, the Board of Directors has decided on the appointments of members of an ESG Committee composed of the following members: Enrico Testa, as Chairman; Alessandra Patera, Group ESG Manager; Emanuele Caniggia, Managing Director of DeA Capital RE; Gianandrea Perco Managing Director of DeA Capital Alternative Funds SGR S.p.A. and Manolo Santilli General Manager of DeA Capital.

The Committee shall carry out functions of support amongst others in the field of ESG.

CALLING OF THE SHAREHOLDERS' MEETING

Lastly, the Board of Directors has granted a mandate to the Chairman of the Board of Directors and to the Chief Executive Officer, severally, to convene the Shareholders' Meeting, which will be held exclusively by electronic means, on 21 April 2022, on first call, and on 22 April 2022, on second call, determining the time and the agenda, in accordance with the Board's resolution.

The Shareholders' Meeting will be called to vote on: (i) approval of the Company's Financial Statements as at 31 December 2021 and proposal for the distribution of 0.10 euro per share from the Share Premium Reserve as an Extraordinary Dividend; presentation of the Consolidated Financial Statements of the Group headed by the Company as at 31 December 2021; (ii) appointment of the Board of Directors and of the Chairman, after determining the number of its members; determination of the duration of the Board of Directors' term of office

DeA Capital S.p.A., Registered Office in Milan, Via Brera 21, 20121 Milan - Italy, tel. +39 02 6249951, fax +39 02 62499599 Controlled and coordinated by De Agostini S.p.A., Registered Office in Novara, Via G. da Verrazano 15, 28100 Novara - Italy

Authorised share capital of EUR 266,612,100, fully paid up - Tax Code and Registration in the Milan Companies Register no. 07918170015. Member of the "B&D Holding VAT Group", VAT No 02611940038, Milan Economic and Administrative Index No 1833926

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DEA Capital S.p.A. published this content on 11 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 March 2022 14:39:02 UTC.