April 12Th 2021 Cleansing Statement
NEXI S.P.A. Corso Sempione 55 20149, Milan Italy PRESS RELEASE Milan (Italy)—April 12, 2021 Nexi S.p.A., a società per azioni incorporated under the laws of Italy (“Nexi” or the “Issuer”), announced today that it it intends to offer approximately €2,100 million in aggregate principal amount of unsecured Senior Notes consisting of Senior Notes due 2026 and Senior Notes due 2029 (collectively, the “Notes”). In connection with the offering of the Notes, the Issuer disclosed certain information, including certain pro forma financial information and non-GAAP financial information of the Issuer, Nets Topco 2 S.à r.l. and its subsidiaries and SIA S.p.A. and its subsidiaries as of and for the years ended December 31, 2020 and 2019, to prospective holders of the Notes. A copy of such information is hereby disclosed to the Issuer’s shareholders and to the holders of the Issuer’s existing indebtedness and is attached hereto as Exhibit A (the “Information Release”). The Notes will be offered only to non-U.S. persons outside the United States in connection with offshore transactions complying with Regulation S under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The Notes have not been registered under the Securities Act, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities or blue sky laws and foreign securities laws. **************** This announcement contains information that prior to its disclosure may have constituted inside information under European Union Regulation 596/2014 on market abuse.
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