Relatech S.p.A. (BIT:RLT) signed a binding agreement to acquire Dialog Sistemi Srl from Francesco Fantuzzi and others on May 13, 2021. The acquisition will occur in two tranches of 60% and 40%. The operation, aimed at the acquisition of 100% of the capital to be carried out in two tranches, provides for a consideration of approximately EUR 0.67 million for 60% of the capital.

On May 21, 2021, Relatech announces the closing of the acquisition of 60% of the share capital of Dialog Sistemi S.r.l. This sum will be paid, upon the occurrence of specific conditions precedent, in cash for approximately EUR 0.44 million and through an in-kind component through the sale of a total of no. 73,134 Relatech treasury shares conventionally valued at an amount of EUR 3.20 each. Following the approval of the financial statements at December 31, 2022 of Dialog a further sum will be paid by Relatech in favor of the selling shareholders equal to a total of EUR 0.25 million, increased by the yield of 3.75% on an annual basis, with effect from the closing of the first tranche and until completion of the closing relating to the second tranche.

The remaining 40% will be acquired by 2024 for a consideration that will be determined by applying specific formulas based, inter alia, on the EBITDA and NFP values of Dialog. As of December 31, 2021 Dialog Sistemi Srl repoerted sales revenues of approximately EUR 1.12 million with an EBITDA of approximately Euro 0.15 million. As on May 21, 2021, Relatech S.p.A. (BIT:RLT) acquired 60% stake in Dialog Sistemi Srl from Francesco Fantuzzi and others.

Luca Marco Bizzozero of Ballabio Studio and  Giovanni Prearo of Prearo – Esposito acted as legal advisors to Dialog Sistemi s.r.l. Silvia Bordi and Alessandro Merenda of Gianni, Origoni, Grippo, Cappelli & Partners acted as legal advisors to Relatech S.p.A.