PRESS RELEASE

PARTICIPATION IN THE PRIVATE PLACEMENT

Ozzano dell'Emilia, 5 November 2019 - Reference is made to the merger by incorporation of GIMA TT S.p.A. ("GIMA TT") into I.M.A. Industria Macchine Automatiche S.p.A. ("IMA" and hereinafter, GIMA TT and IMA, jointly, the "Companies Participating in the Merger"), which took effect on the date hereof ("Merger"). With respect to the former GIMA TT shareholders who were resident in, located in, or otherwise subject to the securities laws of the United States, the Companies Participating in the Merger have structured the issuance and exchange of shares issued by IMA in connection with the Merger ("New Shares") in the following fashion:

  • for any investors who qualify as "qualified institutional buyers" (as defined in Rule 144A under the U.S. Securities Act of 1933 ("Securities Act")) (such investors, "Eligible Investors"), the exchange is a private placement between such Eligible Investor and IMA, so long as such Eligible Investor provides the Companies Participating in the Merger an appropriate declaration of eligibility ("Declaration of Eligibility");
  • for any investors who do not qualify as Eligible Investors (any such U.S. holder of GIMA TT shares, "Ineligible Holder"), Companies Participating in the Merger have set up a "vendor placement" arrangement ("Vendor Placement").

Pursuant to a review of the Declaration of Eligibility, Companies Participating in the Merger have received acknowledgements for participation in the private placement from Eligible Investors for more than 500,000 IMA shares post-Merger.

Therefore, based on internal confirmations by Companies Participating in the Merger, it is expected that the number of shares subject to the Vendor Placement will be less than 0.2% of the total share capital of IMA post-Merger. Therefore, pursuant to the Vendor Placement structure, such shares held by former GIMA TT shareholders who were resident in, located in, or otherwise subject to the securities laws of the United States and who were Ineligible Holders are to be delivered to, and subsequently sold on the market, by Equita SIM S.p.A., acting as selling agent. The net proceeds, if any, of any such sale will be distributed to the Ineligible Holders in accordance with their entitlement under the Exchange Ratio.

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Founded in 1961, IMA is a world leader in the design and manufacture of automatic machines for the processing and packaging of pharmaceuticals, cosmetics, food, tea and coffee. The Group has approximately 6,000 employees, of which approximately 2,400 abroad, and has 45 production plants in Italy, Germany, Switzerland, the United Kingdom, the United States, India, Malaysia, China and Argentina. IMA has an extensive sales network consisting of 29 branches with sales and service in Italy, France, Switzerland, the United Kingdom, Germany, Austria, Spain, Poland, Israel, Russia, the United States, India, China, Malaysia, Thailand and Brazil, representative offices in Central and Eastern European countries and more than 50 agencies covering a total of approximately 80 countries. IMA S.p.A. has been listed on the Italian Stock Exchange since 1995 and in the STAR segment since 2001. The following industrial companies are part of the Group: Atop S.p.A., Benhil GmbH, Ciemme S.r.l., Co.ma.di.s. S.p.A., Corazza S.p.A., Delta Systems & Automation Inc., Eurosicma S.p.A., Eurotekna S.r.l., Gima S.p.A., G.S. Coating Technologies S.r.l., Hassia Packaging Pvt. Ltd., Ilapak International SA, Ilapak Italia S.p.A. Ilapak (Beijing) Packaging Machinery Co. Ltd. IMA Automation Malaysia Sdn. Bhd., IMA Automation USA Inc., IMA Life North America Inc., IMA Life (Beijing) Pharmaceutical Systems Co. Ltd., IMA Life (Shanghai) Pharmaceutical Machinery Co. Ltd., IMA MAI S.A., IMA Medtech Switzerland S.A., IMA North America Inc., IMA-PGIndia Pvt. IMA Swiftpack Ltd., Mapster S.r.l., Perfect Pack S.r.l., Petroncini Impianti S.p.A., PharmaSiena Service S.r.l., Revisioni Industriali S.r.l., Spreafico Automation S.r.l., Tecmar S.A., Teknoweb Converting S.r.l., Telerobot S.p.A., Tissue Machinery Company S.p.A., Valley Tissue Packaging Inc.

For more information:

Andrea Baldani - Investor Relator - tel. 051 783111 - e-mail:baldania@ima.it

Maria Antonia Mantovani - Press Office - tel. 051 783283 - e-mail:antonia.mantovani@ima.it www.ima.it(Investor Relations section)

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IMA - Industria Macchine Automatiche S.p.A. published this content on 05 November 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 November 2019 14:04:06 UTC