Euronext: Bestbe Holding cede RR Brand e HRD Training Group

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Bestbe Holding SpA has completed the sale of its 100% stake in its subsidiaries RR Brand Srl and HRD Training Group Srl pursuant to the new agreement concluded on 8 August 2024 with Believe Srl, as well as with Messrs. Luigi Stefano Cuttica, Irene Cioni and Lorenzo Marconi, former directors of the company.

The details of the operation

In particular, BBH has divested:
(i) to Believe the total shareholding held by BBH in RR Brand Srl at a total price of €400,000.00, paid by Believe through the simultaneous pro soluto transfer to BBH of the credit of the same amount claimed by Believe against Ubilot by reason of the separate transfer to Ubilot of the total shareholding held by Believe in BBH (equal to 437,571,385 BBH shares – it should be noted that as a result of this transfer Ubilot communicated to BBH that it held a total of 1,077,170,940 BBH shares equal to 74.209% of the Company’s capital), which took place on 5 September last;

(ii) to RR Brand Srl (which in the meantime has become a wholly-owned subsidiary of Believe) the total shareholding held by BBH in HRD Training Group Srl at a total price of €2,046,750.77, simultaneously paid by RR Brand Srl through compensation with the credit of the same amount claimed by the latter against BBH.

As a result of the above, the execution of the new agreement has been perfected and Believe, HRD Training Group Srl and RR Brand Srl have confirmed to BBH that they no longer have any claims whatsoever against BBH, waiving any other reason for their credit against BBH.

As a result of these disposals, the HRD Companies have left the BBH Group and the overall redefinition of the company’s existing debt relationships with Believe and the former directors has been completed, which produces the effect of a reduction in BBH’s overall indebtedness equal to Euro 2,334,768.38.

The Company will proceed to publish by 12 September the information document drawn up pursuant to the “Regulation containing provisions on transactions with related parties” adopted by Consob with resolution no. 17221 of 12 March 2010 and subsequent amendments (the “RPT Regulation”) and the “Procedure relating to transactions with related parties” approved by the Board of Directors of the Company on 24 June 2021 (the “RPT Procedure”) relating to the decision of the Board of Directors of BBH on 5 September to waive the residual condition precedent of the new agreement that had been set in the exclusive interest of the company (i.e. approval of the financial statements of BBH as of 31.12.2023 in continuity by 22.10.2024), in order to be able to proceed with the early execution of the
overall operation referred to in the new agreement.

The declaration of the manager responsible for preparing the company’s accounting documents

The manager responsible for preparing the company’s accounting documents, Dr. Filippo Aragone,
declares, pursuant to paragraph 2 of art. 154-bis of the Consolidated Law on Finance, that the information
accounting information contained in this press release corresponds to the documentary evidence, books and
accounting records.

Euronext: Bestbe Holding cede RR Brand e HRD Training Group

Bestbe Holding: company profile

Bestbe Holding is a holding company listed on the main market (Euronext Milan) of
Italian Stock Exchange specializing in investments in small and medium-sized companies with high potential that
contribute to sustainability, improved lifestyle and increased capacity
of the individual.

Bestbe Holding intends to implement a sustainable finance modelthat is, a strategy of
investment oriented towards the medium-long term which, in the evaluation of companies, integrates
financial analysis with environmental, social and good governance analysis, in order to create value for
stakeholders and for society as a whole.

The company favors investments in the service sector and in innovative companies, characterized by excellent growth prospects. In particular, in the selection of investments, priority is given to companies that contribute to the development of sustainability, guaranteeing production and consumption models that respect this value, as well as promoting the well-being and health of the person also in the workplace.

For further information: Investor Relator Office, Tel. 02/36706570 – [email protected]

Specialist and Corporate Broker: Banca Finnat Euramerica SpA Piazza del Gesù, 49 |
00186 Rome, Dr. Lorenzo Scimia.

(Source: press release)

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