2023

Consob approval of the offer document concerning the partial voluntary tender offer promoted by Growens S.p.A. on its own shares

With reference to the offer document (the “Offer Document”) filed with Consob on 9 October, 2023 concerning the partial voluntary tender offer (the “Offer”) pursuant to articles 102 and following of the Legislative Decree 58/98, as subsequently amended and supplemented (“TUF”), promoted by Growens on no. 2.647.058 of its own shares, Growens S.p.A. –ticker GROW (the “Company” or the “Issuer” or “Growens”), a company admitted to trading on Euronext Growth Milan, hereby announces that today Consob, with resolution no. 22870, approved the Offer Document, pursuant to article 102, paragraph 4, of the TUF.

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Notice pursuant to Article 37-ter, paragraph 3, of the Issuers Regulation concerning the voluntary partial tender offer promoted by Growens S.p.A. on its own shares

Growens S.p.A. announces that today it has submitted to the National Commission for Companies and the Stock Exchange (“Consob”), pursuant to and for the purposes of Article 102, paragraph 3, of Legislative Decree 58/98, as subsequently amended and supplemented (“TUF”), and Article 37-ter of the Consob Regulation No. 11971/99, as subsequently amended and supplemented (the “Issuers Regulation”), the offer document (the “Offer Document”) intended for publication, concerning the voluntary partial tender offer pursuant to Article 102 of TUF, promoted by Growens on a maximum of 2,647,058 of its own shares (the “Offer”).”

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Growens announces the sale of Datatrics to Dutch group Spotler (via its subsidiary Squeezely) for a total consideration of 1.66M Euro

Growens S.p.A. announces the signing of a binding agreement (the “Agreement”) for the sale of 100% of the share capital of Dutch-incorporated subsidiary Datatrics BV (“Datatrics”) to Squeezely BV (“Squeezely” or the ”Purchaser”), a subsidiary of Spotler group, prime player in the marketing automation field in the Netherlands and UK, for a total consideration of 1.66 million Euro (the ”Transaction”).

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Voluntary partial tender offer on Growens shares launched by Growens S.p.A.

Growens S.p.A. announces, pursuant to and for the purposes of Art. 102, paragraph 1, of the TUF and Art. 37 of the Issuers Regulation, as well as Art. 17 MAR, its decision to launch a voluntary partial tender offer in accordance with Art. 102 TUF (the “Offer”). The Offer targets a maximum of 2,647,058 own ordinary shares of Growens, with no stated nominal value, fully paid-up, representing approximately 17.2% of the share capital (the “Shares Subject to the Offer”). These shares are traded on Euronext Growth Milan, a multilateral trading facility organized and managed by Borsa Italiana S.p.A.

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Lock-up waiver for Datatrics’ sellers

Growens S.p.A. announces that they granted a waiver to the lock-up on a total amount of 410,017 shares, to INBETA Holding B.V. (personal holding of Mr. B.S.C. Nieland), Houses of Stone B.V. (personal holding of Mr. C. Caunter), Binq Management B.V. (personal holding of Mr. M.C. Klingeman), collectively Datatrics’ sellers, who, following the 2018 acquisition and subsequent amendments and integrations, hold a stake in the Issuer share capital, on which they undertook a lock-up on 410.017 shares (or 2,66% of Growens share capital).

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