Takeover Bid

SICIT Group S.p.A documents

10 June 2021 – Statement in relation to the voluntary tender offer on the entirety of the capital launched by Circular Bidco S.p.A.

Circular BidCo S.p.A. documents

27 July 2021 – Final results following the reopening of the terms of the voluntary public tender offer on all the ordinary shares of Sicit Group S.p.A., launched by Circular BidCo S.p.A. Revocation from listing of the shares of SICIT Group S.p.A. as of Thursday August 5, 2021

24 July 2021 – Reopening of the terms. Provisional results of the voluntary public tender offer on all the ordinary shares of Sicit Group S.p.A., launched by Circular BidCo S.p.A. following the Reopening of the Terms

21 July 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of SICIT Group S.p.A.: purchase of 6,000 shares of SICIT Group S.p.A., in exchange for a consideration equal to Euro 16.80 per share

20 July 2021 – Voluntary tender offer launched by Circular BidCo S.p.A.
on all of the ordinary shares of SICIT Group S.p.A.: purchase of 65,000 shares of SICIT Group S.p.A., in exchange for a consideration equal to Euro 16.80 per share

19 July 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of SICIT Group S.p.A.: purchase of 217,500 shares of SICIT Group S.p.A., in exchange for a consideration equal to Euro 16.80 per share

15 July 2021 – Final results of the Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of SICIT Group S.p.A. and Reopening of the terms

14 July 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of SICIT Group S.p.A.: purchase of 398,752 shares of SICIT Group S.p.A., in exchange for a consideration equal to Euro 16.80 per share

14 July 2021 – 14 July 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of SICIT Group S.p.A. Fulfilment of the MAC Condition and the Charges Conditions – Errata corrige

14 July 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of SICIT Group S.p.A. Fulfilment of the MAC Condition and the Charges Conditions

12 July 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of SICIT Group S.p.A.: purchase of 476.536 shares of SICIT Group S.p.A., in exchange for a consideration equal to Euro 16.80 per share

11 July 2021 – Provisional results of the totalitarian voluntary public tender offer promoted by Circular BidCo S.p.A. on ordinary shares of Sicit Group S.p.A.

6 July 2021 – Notice of consideration increase, extension of acceptance period and new payment date

4 June 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of Sicit Group S.p.A.

Scheda di adesione all’offerta pubblica di acquisto volontaria totalitaria (Italian only)

Documento di offerta pubblica di acquisto volontaria totalitaria avente ad oggetto azioni ordinarie di Sicit Group S.p.A (Italian only)

28 May 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of Sicit Group S.p.A.

Informazioni essenziali ex art. 122 TUF dell’Accordo Quadro tra Neuberger Berman Renaissance Partners Holding S.à r.l., Galileo Otto S.à r.l., Circular HoldCo S.p.A., Circular BidCo S.p.A. e Intesa Holding S.p.A. (Italian only)

Informazioni essenziali ex art. 122 TUF del Patto Parasociale tra Neuberger Berman Renaissance Partners Holding S.à r.l., Galileo Otto S.à r.l., e Intesa Holding S.p.A. (Italian only)

Estratto dell’Accordo Quadro tra Neuberger Berman Renaissance Partners Holding S.à r.l., Galileo Otto S.à r.l., Circular HoldCo S.p.A., Circular BidCo S.p.A. e Intesa Holding S.p.A. (Italian only)

14 May 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all of the ordinary shares of Sicit Group S.p.A.

10 May 2021 – Expression of interest of Syngenta Group for Sicit: Intesa Holding press release

6 May 2021 – Voluntary tender offer launched by Circular BidCo S.p.A. on all the ordinary shares of Sicit Group S.p.A.

21 April 2021 – Informazioni essenziali ex art. 122 TUF del Term sheet tra Intesa Holding S.p.A. e Neuberger Berman Renaissance Partners Holding S.à r.l. (Italian Only)

21 April 2021 – Extract from the Shareholders Agreement between Intesa Holding S.p.A. and Neuberger Berman Renaissance Partners Holding S.à r.l. (Italian Only)

Press release about Circular BidCo’s takeover bid

Please find below important information in relation to the voluntary tender offer (the "Offer") for all the ordinary shares (the "Shares") of Sicit Group S.p.A. (the "Issuer") launched by Circular BidCo S.p.A. with a sole shareholder (the "Offeror"), pursuant to Articles 102 and 106, paragraph 4, of Legislative Decree 58/1998 ("TUF") and announced on April 16, 2021. The Offer is launched exclusively in Italy and is addressed, on equal terms, to all the holders of the Shares and will be launched on the Italian market, only market in which the Shares are listed. The Offer is not and will not be launched in the United States of America (i.e. it will not be addressed to U.S. Persons, as defined by the U.S. Securities Act of 1933 as amended), Canada, Japan and Australia or any other jurisdiction where launching the Offer would not be allowed without the authorization of the competent authorities or without any other requirements to be complied with by the Offeror (such jurisdictions, including the United States of America, Canada, Japan and Australia, collectively the “Excluded Countries”), neither by using national or international communication or trade tools of the Excluded Countries (including, but not limited to, the postal network, fax, telefax, e-mail, telephone and internet), nor through any structure of any Excluded Countries’ financial intermediaries nor in any other way. No document that the Offeror will issue in relation to the Offer is and shall be, in whole or in part, sent, nor in any way distributed, directly or indirectly, in the Excluded Countries. Anyone receiving the above documents shall not distribute, send or mail them (neither by post nor by any other means or instrument of communication or commerce) in the Excluded Countries. Any tenders in the Offer resulting from solicitation activities carried out in violation of the above limitations will not be accepted. Acceptance of the Offer by persons residing in countries other than Italy may be subject to specific obligations or restrictions provided for by law or regulations. It is the sole responsibility of the recipients of the Offer to comply with such rules and, therefore, before accepting the Offer, to verify its existence and applicability by contacting their consultants. The Offeror shall not be held liable for the violation by any person of any of the aforesaid restrictions. Anyone who intends to access this section of the website and view the offer document and the other documents published therein must read carefully and be fully aware of the information contained therein. Prior to the commencement of the Offer Period, in accordance with applicable law, the Offeror will publish the offer document, which shareholders of the Issuer should carefully review. The offer document, the documents and the information contained in this section of the website, do not constitute and shall not be construed as an offer of financial instruments addressed to residents in the Excluded Countries.

* * * * * * By selecting the "I ACCEPT" "button" you represent and warrant that you are not a U.S. Person and that you are not physically located in and do not reside in the Excluded Countries, and that you have read, understood and fully accept and agree to abide by all of the above limitations.