Announcement • Jul 07

Fincantieri S.p.A. (BIT:FCT) agreed to acquire 52.60% stake in Next Geosolutions Europe SpA (BIT:NXT) from Marnavi Spa for €410.3 million.

Fincantieri S.p.A. (BIT:FCT) agreed to acquire 52.60% stake in Next Geosolutions Europe SpA (BIT:NXT) from Marnavi Spa for €410.3 million on July 6, 2026. As part of consideration Fincantieri S.p.A. will pay €16.25 per share for 23.75 million ordinary shares and 1.5 million of Class A shares of Next Geosolutions Europe SpA. Should a dividend be declared prior to completion of the Sale and Purchase Agreement, the price per share will be adjusted accordingly by an equivalent amount. The acquisition will be financed through the euro 500 million accelerated bookbuilding (ABB) capital increase successfully completed in February 2026. Concurrently, on the basis of the agreements currently being finalized with the Reinvesting Shareholders, Fincantieri will acquire from the vehicles of certain Reinvesting Shareholders up to 30% of the NextGeo shares held by them representing 4.48 % of NextGeo’s share capital. Following completion of the Sale and Purchase Agreement, Fincantieri, acting in concert with the Reinvesting Shareholders, will launch, either directly or through a specially established vehicle, a mandatory tender offer on all the remaining outstanding ordinary shares of NextGe The transaction is subject to the fulfilment of certain condition precedents, including the receipt of the required approvals from the competent antitrust authorities as well as foreign investment control clearances. The acquisitions are highly accretive to Fincantieri’s financial profile , delivering EPSgrowth of 30% by 2028 and 20% by 2030. Intesa Sanpaolo S.p.A. acted as financial advisor for Fincantieri S.p.A. Studio Legale Cappelli RCCD acted as legal advisor for Fincantieri S.p.A. The Boston Consulting Group Srl acted as due diligence provider for Fincantieri S.p.A. Deloitte Italy S.p.A acted as due diligence provider for Fincantieri S.p.A.

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Fincantieri S.p.A. (BIT:FCT) agreed to acquire 52.60% stake in Next Geosolutions Europe SpA (BIT:NXT) from Marnavi Spa for €410.3 million.

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