Comunicato Stampa Press Release

EXTRAORDINARY SHAREHOLDERS' MEETING OF AEDES SIIQ S.P.A.

  • APPROVED THE PROPOSED PAYMENT CAPITAL INCREASE, DIVISIBLE, TO BE OFFERED TO THE SHAREHOLDERS FOR EURO 50 MILLION
  • AUGUSTO S.P.A., MAYOR SHAREHOLDER OF THE COMPANY, HAS UNDERTAKEN TO SUBSCRIBE THE CAPITAL INCREASE SHARE OF ITS RELEVANCE (EQUAL TO 51.124%)

Milan, 10 September 2019 - Following the press releases issued on 1 July 2019 and on 24 July 2019, it is announced that the extraordinary Shareholders' Meeting of Aedes SIIQ S.p.A. (MTA: AED.MI) met today in single call under the chairmanship of Carlo A. Puri Negri and approved:

the proposed paid capital increase, in divisible form, for a maximum amount of Euro 50 million, including the share premium, through the issue of new ordinary shares with no nominal value and possessing regular rights like those in circulation and regular entitlement, to be offered as an option to the Company's Shareholders pursuant to art. 2441, first, second and third paragraphs of the Civil Code, in proportion to the number of shares held (the "Capital Increase").

The Shareholders' Meeting also granted the Board of Directors the greatest powers to determine the timing for the execution of the Capital Increase resolution, in particular for the start of the optional offer, as well as the subsequent offer on the stock exchange of rights that may have been unopted at the end of the subscription period, in compliance with the deadline set by the shareholders' meeting, i .e. on 30 April 2020, as well as to define (close to the beginning of the offer):

  1. the subscription price of the newly issued shares and, therefore, the portion of the subscription price to be allocated to the share premium reserve; it is envisaged that the unit price will be determined taking into account, among other things, the market conditions in general and the trend in prices and volumes of the Company's shares, expressed by the share on the stock exchange, as well as the economic and financial performance and financial position of the Company and considering market practices and current methods for similar transactions;
  2. as a result of the provisions under (i), the maximum number of newly issued shares as well as the assignment ratio in option, proceeding, if necessary, to the appropriate rounding of the number of shares.

The Capital Increase is aimed at financing investments provided for in the 2019-2024 Business Plan (for more information on this, see the press release of 1 July 2019, to the Report of the Board of Directors published on 6 August 2019 and to the Notes of the Report of the Board of Directors published on 7 September 2019).

Subject to the approval of the Share Capital Increase by the Shareholders' Meeting and the release of the necessary authorizations from the Competent Authorities, it is envisaged that the period of offer in option to the shareholders of the newly issued shares arising from the Capital Increase may be completed in the autumn 2019.

Augusto S.p.A., the majority shareholder of the Company (" Augusto") undertook to underwrite its full portion of the relative Capital Increase, equal to 51.124% (for approximately Euro 25.6 million). The commitment can also be fulfilled by Augusto through the principal credit deriving from the shareholders' loan of a maximum of Euro 10 million which Augusto granted to Aedes on June 28, 2019.

With regard to the residual part with respect to the share of newly issued shares deriving from the Capital Increase subject to commitment by Augusto, the establishment of a guarantee and / or placement consortia are not envisaged.

Effect on warrants

Please note that Aedes has issued n. 86,953,470 warrants named "Aedes SIIQ S.p.A. 2018-2020 ", listed on the Mercato Telematico Azionario organized and managed by Borsa Italiana S.p.A. and exercisable until 7 July 2020 (the "Warrants").

Pursuant to the Warrant Regulations, in the event of the approval and execution of the Capital Increase, the exercise price of the Warrants will decrease in accordance with the formula set out in art. 3 of the Regulation, while the number of conversion shares will remain unchanged. In accordance with art. 3, after the Capital Increase, the exercise price will be determined with the application of the formula provided for therein.

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LEGAL NOTES

This communication and the information contained herein does not contain or constitute an offer of securities for sale, or solicitation of an offer to purchase or subscribe for securities, in the United States, Australia, Canada or Japan or any other jurisdiction where such an offer or solicitation would require the approval of local authorities or otherwise be unlawful (the "Other Countries"). Any public offering will be conducted in Italy pursuant to a prospectus, duly authorized by Consob in accordance with applicable regulations.

Neither this document nor any part of it nor the fact of its distribution may form the basis of, or be relied on in connection with, any contract or investment decision in relation thereto. The securities referred to herein have not been registered and will not be registered in the United States under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or pursuant to the corresponding regulations in force in the Other Countries. The securities may not be offered or sold in the United States unless such securities are

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registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available. Aedes SIIQ S.p.A. does not intend to register any portion of any offering in the United States. This publication constitutes neither an offer to sell nor a solicitation to buy or subscribe for securities. This communication has been prepared on the basis that any offer of securities in any Member State of the

European Economic Area ("EEA") which has implemented the Prospectus Regulation (each, a "Relevant Member State"), will be made on the basis of a prospectus approved by the competent authority and published in accordance with the Prospectus Regulation (the "Permitted Public Offer") and/or pursuant to

an exemption under the Prospectus Regulation from the requirement to publish a prospectus for offers of securities.

Accordingly, any person making or intending to make any offer of securities in a Relevant Member State other than the Permitted Public Offer, may only do so in circumstances in which no obligation arises for the Company to publish a prospectus pursuant to Article 3 of the Prospectus Regulation or supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer.

The expression "Prospectus Regulation" means Regulation 2017/1129 (this Regulation and amendments

together with any implementing measures). This document is an advertisement and is not a prospectus for the purposes of the Prospectus Regulation. A prospectus prepared pursuant to the Prospectus Regulation will be published in the future. Investors should not subscribe for any securities referred to in this document except on the basis of information contained in any prospectus.

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The summary statement of the votes containing the number of shares represented in the Shareholders' Meeting and the shares for which the vote was expressed, the percentage of capital that these shares represented, as well as the number of votes in favor and against the resolutions and the number of abstentions, will be made available on the Company's website under the terms established by current legislation.

The minutes of the Shareholders' Meeting will be made available to the public in the manner and within the time limits established by current legislation.

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Aedes SIIQ S.p.A.

Aedes SIIQ (MTA:AED) was created and at the same time is listed on the MTA Market of the Italian Stock Exchange, following the partial proportional demerger of Restart (a company founded in 1905 and listed on the Italian Stock Exchange since 1924) on 28 December 2018. Aedes SIIQ owns a real estate rent portfolio and development for rent portfolio in line with the strategy of a REIT with commercial purpose (Retail and Office).

For further information: www.aedes-siiq.com

Investor Relations

Aedes SIIQ S.p.A.

Tel. +39 02 6243.1

investor.relations@aedes-siiq.com

Silvia Di Rosa CDR Communication

Cell. +39 335 7864209

silvia.dirosa@cdr-communication.it

Ufficio Stampa

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Lorenzo Morelli

Tel. +39

02

6243.1

l.morelli@aedes-siiq.com

Studio Noris Morano

Tel. +39

02

76004736-45

norismorano@studionorismorano.com

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Aedes SIIQ S.p.A. published this content on 10 September 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 September 2019 12:41:05 UTC