Nota integrativa Bioera S.p.A. sulla relazione degli amministratori riguardo ai provvedimenti ex art. 2446 C.C.

Bioera S.p.A. has provided information on its financial situation and estimated a total net financial requirement of €4.7 million for the group in the 12 months following the assembly. This estimate includes non-financial debts and does not take into account the expected proceeds from the actions to cover the requirement indicated in the balance sheet report as of November 30, 2021. The amount also does not consider potential commitments from possible acquisitions of controlling interests in companies operating in the organic and natural products sector (estimated at no less than €2.5 million) and any amounts that creditors may allocate for subscription and payment of the planned capital increase of €15.0 million in case of undersubscription. The amount also does not consider any cash flows from the sale of shareholdings in controlled and/or affiliated companies. It is believed that the actions to cover Bioera’s financial requirements, as indicated in the aforementioned balance sheet report, are appropriate considering the group’s overall net financial requirement and are reasonably achievable within the next 12 months, aligned with the company’s financial needs. These actions are essential for the continuation of Bioera’s operations, as the lack of a successful outcome could result in significant uncertainties regarding the company’s continuity. The administrators believe that the recapitalization operation delegated to the board of directors can be completed by the end of July 2022. New debt rescheduling agreements have not been formalized at present. In the event of a failure to cover the company’s financial requirement through the aforementioned actions, the administrators estimate that the available financial resources could be exhausted within a maximum of 6-9 months. The company has also implemented a cost reduction strategy, including governance costs, and the extinction of existing financial debts through the proceeds from the planned capital increase would lead to an estimated reduction in financial burdens of approximately €157,000 compared to 2021. The administrators believe that no further valuation impacts can occur on the carrying value of Ki Group Holding S.p.A., as it is no longer under Bioera’s control, and no significant impacts on the carrying value are expected in relation to the proposed sale of the company’s stake in Splendor Investments S.A. Overall, the administrators believe that the proposed actions and measures are in line with the company’s financial needs and will contribute to its operational continuity.

Bioera S p A : Nota integrativa alla Relazione illustrativa degli Amministratori sul primo punto all'Ordine del Giorno in merito ai provvedimenti ex art. 2446 C.C.

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