Relatech S.p.A. (BIT:RLT) signed a binding agreement to acquire Dialog Sistemi Srl from Francesco Fantuzzi and others on May 13, 2021. The acquisition will occur in two tranches of 60% and 40%. The operation, aimed at the acquisition of 100% of the capital to be carried out in two tranches, provides for a consideration of approximately ?0.67 million for 60% of the capital. On May 21, 2021, Relatech announces the closing of the acquisition of 60% of the share capital of Dialog Sistemi S.r.l. This sum will be paid, upon the occurrence of specific conditions precedent, in cash for approximately ?0.44 million and through an in-kind component through the sale of a total of no. 73,134 Relatech treasury shares conventionally valued at an amount of ?3.20 each. Following the approval of the financial statements at December 31, 2022 of Dialog a further sum will be paid by Relatech in favor of the selling shareholders equal to a total of ?0.25 million, increased by the yield of 3.75% on an annual basis, with effect from the closing of the first tranche and until completion of the closing relating to the second tranche. The remaining 40% will be acquired by 2024 for a consideration that will be determined by applying specific formulas based, inter alia, on the EBITDA and NFP values of Dialog. As of December 31, 2021 Dialog Sistemi Srl repoerted sales revenues of approximately ?1.12 million with an EBITDA of approximately ?0.15 million. As on May 21, 2021, Relatech S.p.A. (BIT:RLT) acquired 60% stake in Dialog Sistemi Srl from Francesco Fantuzzi and others. Luca Marco Bizzozero of Ballabio Studio and  Giovanni Prearo of Prearo ? Esposito acted as legal advisors to Dialog Sistemi s.r.l. Silvia Bordi and Alessandro Merenda of Gianni, Origoni, Grippo, Cappelli & Partners acted as legal advisors to Relatech S.p.A.

Relatech S.p.A. (BIT:RLT) completed the acquisition of Dialog Sistemi Srl from Francesco Fantuzzi and others on April 18, 2024. This is to acquire remaining 40% of the share capital of Dialog Sistemi S.r.l The total consideration - determined by applying specific formulas based on Dialog Sistemi's EBITDA and NFP values as of December 31, 2023 is of ?1.153 million fully paid today to the previous minority shareholders, Alessandro Greco, Adriano Giovanni Caffarri and Dialog S.r.l. Management Consulting & Business Management Systems. Finally, by virtue of the previously signed agreements, within 30 days from today's date Relatech will be required to pay in cash in favor of the first selling shareholders - as a deferred price for the purchase of 60% of Dialog Sistemi's share capital - the amount of ?0.245 million Euros increased by the yield of 3.75% on an annual basis with effect from May 21, 2021 (i.e., the date of the "first closing") until the date of actual payment.