Nexi Enters into a Long‐Term Strategic Agreement with BPER Banca And Banco Di Sardegna Regarding the Merchant Acquiring Business

Nexi S.p.A. (“Nexi”) informs that today entered into a long‐term strategic partnership with BPER Banca S.p.A. (“BPER Banca”) and Banco di Sardegna S.p.A. (“Banco di Sardegna”) by transferring BPER and Banco di Sardegna’s merchant acquiring and POS management businesses to Nexi Payments S.p.A. At the same time, Nexi will buy the full ownership in Numera Sistemi e Informatica S.p.A. (“Numera”) from Banco di Sardegna, subject to the prior carve‐out from Numera of business activities not related to POS management and support (overall the “Transaction”). The consideration for the Transaction is equal to 318 €M, plus a potential deferred component up to 66 €M subject to the achievement of certain economic and qualitative targets.

In 2021 the merchant acquiring business generated a total value of transactions of approximately 13€B through a network of more than 110,000 merchants and approximately 150,000 POS.

The Transaction strengthens the relationship between Nexi and its long‐term partner BPER, which will be able to adopt the technological solutions and the innovative services developed by Nexi while maintaining an economic exposure to the business itself for the entire duration of the agreement. The payment system activities of Numera will also be enhanced, recognizing the strategic role that the company represents as centre of excellence in the region in which it operates. The closing of the Transaction is expected in the second half of 2022 and is subject to the necessary authorizations from the competent Authorities.

On this transaction, Nexi was assisted by Mediobanca and Rothschild & Co as financial advisors, from Bonelli Erede as lead counsel for the legal aspects of the transaction, from Legance and from KPMG for financial and fiscal due diligence.