Verification of the condition precedent to the change of corporate purpose. Information for exercising the right of withdrawal

Growens S.p.A. –GROW (the “Company” or the “Issuer” or “Growens”), a company admitted to trading on the multilateral trading facility Euronext Growth Milan and operating in the cloud marketing technology field, following the press releases issued today on the closing of the Email Service Provider Business, announces that the condition precedent was verified to the change of the corporate purpose introducing typical holding activities, as resolved by the extraordinary general shareholders meeting on 9 March 2023 (the “Statutory Amendment”).

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Contribution of the Email Service Provider business into Contactlab S.p.A. and name change into MailUp S.p.A.

Growens S.p.A. announces that, in execution of the agreement signed with TeamSystem S.p.A. on 2 February 2023 (the “Agreement”), on 7 June 2023 Contactlab’s extraordinary general shareholders meeting resolved, among other things, to (i) increase its share capital for a total amount of Euro 708,309.00 including nominal value and share premium, to be paid-in via the contribution of the Email Service Provider business (the “ESP business” and the ”Capital Increase”) versus the issue of n. 271,428 new shares; and (ii) change its company name in MailUp S.p.A. (“MailUp”).

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Announcement under art. 17 of Euronext Growth Milan Rules: change in relevant investors

Growens S.p.A. announces, according to article 17 of Euronext Growth Milan Issuers Regulations, that they were notified a change in their shareholding by the relevant shareholders Matteo Monfredini, Nazzareno Gorni, Luca Azzali, Matteo Bettoni e Alberto Domenico Miscia, who contributed all the Growens shares they directly owned respectively into five companies they fully own.

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Partial 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 300,000 shares, to BMC Holding B.V., 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 total stake of 4.99% in the Issuer share capital, on which they undertook a lock-up on 710.017 shares (or 4,61% of Growens share capital).

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The Board of Directors appointed Executive Directors and verified the requirements of the Independent Directors Launch of the purchase and disposal of treasury shares program

Growens S.p.A. announced that today the newly appointed Board of Directors met, chaired by Mr. Matteo Monfredini, in order to attribute executive powers, verify regulatory independence requirements for one director and to review certain related parties transactions, as well as determine Directors’ compensations and launch the purchase and disposal of treasury shares program.

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