Gruppo MutuiOnline S.p.A.

03/29/2018 | Press release | Distributed by Public on 03/29/2018 10:54

Gruppo MutuiOnline enters Leasing & Renting BPO partnering up with Finanziaria Internazionale through the acquisition of 50% of Agenzia Italia

Milano, 29 March 2018

The information contained herein is not for publication or distribution in the United States. These materials are not an offer of securities for sale in the United States. The securities may not be offered or sold in the United States absent registration with the U.S. Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. Any public offering of the company's securities to be made in the United States will be made by means of a prospectus that may be obtained from the company and that will contain detailed information about the company and its management, including financial statements.

COMUNICATOSTAMPA

GRUPPOMUTUIONLINE ENTERSLEASING& RENTINGBPOPARTNERING UP WITHFINANZIARIAINTERNAZIONALE THROUGH THE ACQUISITION OF50%OFAGENZIAITALIA.

Gruppo MutuiOnline extends the activities of its BPO Division to administration services for the leasing and vehicle renting industries, with today's signing of a binding agreement for the acquisition, with governance rights allowing a full consolidation in the Group results, of a shareholding of 50% of Agenzia Italia S.p.A., a company with a leadership position in its field, historically controlled by Finanziaria Internazionale.

The transaction aims at creating a sound strategic partnership in specific business processing outsourcing services for financial institutions. The two shareholders, traditionally leaders in contiguous sectors, join their forces to further strengthen the position of Agenzia Italia and to pursue new growth opportunities. Daniele Da Lozzo, who entrepreneurially managed and grew Agenzia Italia over the years, will continue to lead the company as Chairman and CEO.

Agenzia Italia was founded in 1986 and now operates with a team of around 300 employees and, thanks to its constant focus on innovation, organizational improvement with a lean approach and state-of-the-art IT systems, manages more than 500.000 files per year for the most important Italian and international leasing and vehicle renting operators.

The total price agreed for the acquisition of 50% of the ordinary share capital of Agenzia Italia is equal to Euro 25 million and will be entirely paid at closing, with financial resources already available to the buyer. At the end of 2017, the financial position of Agenzia Italia showed a net debt of Euro 7,2 million. In 2017, Agenzia Italia generated a production value of Euro 26,1 million with an EBIT of Euro 5,4 million.

The closing of the transaction is expected to occur by the end of April 2018.

The remaining 50% held by Finanziaria Internazionale is subject to reciprocal put/call options, whose exercise is linked to the potential occurrence of specific agreed events, within five years from the closing.

Alessandro Fracassi, CEO of Gruppo MutuiOnline and Head of the BPO Division comments: "This partnership is an important step in our strategy to build the Italian leader in BPO services for financial institutions. We built this transaction on our longstanding relationship with Finanziaria Internazionale and our high

Gruppo MutuiOnline S.p.A. (in breve Gruppo MOL S.p.A. o MOL Holding S.p.A.)

Sede Legale: Via F. Casati, 1/A - 20124 Milano, Italy

Sede Operativa: Via Desenzano, 2 - 20146 Milano, Italy

Tel +39.02.8344.1 - Fax +39.02.91.39.08.63 - internet:www.gruppomol.it

C.F. e P.I. 05072190969 - REA 1794425 - CCIAA 05072190969

Capitale Sociale Euro 1.012.354,01 Interamente Versato

respect for the managerial and entrepreneurial skills of Daniele Da Lozzo. Agenzia Italia represents an ideal add-on for our BPO Division: a leader in its reference market, which offers outsourcing services for complex and critical processes, leveraging know-how and technology to improve the qualitative and quantitative performance of its clients. We will immediately start to work, together with the management of Agenzia Italia and with Finanziaria Internazionale, towards the creation of commercial synergies and the sharing of best practices."

According toEnrico Marchi, Chairman of Finanziaria Internazionale,"We believe that Gruppo MutuiOnline is the perfect partner for us. For many years we have been sharing the same values, objectives and in-depth knowledge of the business process outsourcing industry, as well as a sound management culture. I am certain that all this will contribute to the development and growth of Agenzia Italia."

Daniele Da Lozzo, Chairman and CEO of Agenzia Italia, concludes:"The partnership with Gruppo MutuiOnline goes towards a strengthening of the competitive position of our company thanks to the sharing of strategic and operational competences and know-how with a sound industry leader. We confirm and renew, stronger together, our commitment for the development of ever better solutions for our customers, keeping the same approach of mutual trust and partnership that distinguished us in more than 30 years of activity, investing in technological and organizational innovation as well as in our people to provide the best possible service to our clients."

Advisors for the transaction:

Gruppo MutuiOnline has been assisted by BE Partner as financial advisor, as well as by Studio Gattai, Minoli, Agostinelli & Partners and Studio Morpurgo as legal advisors.

Finanziaria Internazionale has been assisted by Studio Gianni, Origoni, Grippo, Cappelli & Partners as legal advisor.

Gruppo MutuiOnline S.p.A., a company listed on the STAR segment of the Italian Stock Exchange, is the holding company of a group of firms operating in online broking of financial products with an aggregator model (main web sites: MutuiOnline.it and Segugio.it) and in the outsourcing of complex processes for the financial services industry in the Italian market.

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