Footwear Manufacturing Company in San Giovanni Ilarione (VR)

Stil Tre S.r.l., with registered office in San Giovanni Ilarione (VR), Viale dell’Industria no. 2, VAT No. 02906120239, registered with the Verona Companies Register no. 00598420073, represented by the Chairman of the Board of Directors Dr. Stefano Danese
 

WHEREAS:
 

1. the company is currently involved in a corporate crisis management process במסגרת which a negotiated settlement procedure pursuant to

Art. 12 of the CCII has been initiated;

2. Stil Tre S.r.l. owns a business complex operating in the sector of footwear manufacturing for third parties, located in San Giovanni Ilarione (VR), Viale dell’Industria no. 2, including tangible and intangible assets, contractual relationships and goodwill, as well as the property instrumental to the exercise of the activity;

3. this procedure for collecting expressions of interest and/or offers concerns a compendium articulated into two distinct and mutually autonomous components:

(i) the operating business and (ii) the instrumental real estate complex (iii) individual assets and rights included in the business compendium, including trademarks, intangible assets and specific legal relationships, where capable of autonomous enhancement;

4. in particular:

a) the business is an organized and functioning production structure, active for over 30 years in third-party footwear manufacturing, with experience in the mid-to-high segment and in the production of sneakers, characterized by:

• consolidated technical and industrial know-how;

• trademarks and distinctive signs used in the activity;

• specialized workforce;

• ability to manage the entire production cycle (prototyping, cutting, stitching,

assembly and finishing);

• integration between in-house processing and outsourcing;

• plants, machinery and equipment suitable for production;

• production organization, goodwill and operating relationships; with an estimated production capacity of about 480 pairs/day, up to 100,000 pairs/year; the business is currently operating under a business lease arrangement, a circumstance that has ensured continuity of operations and preservation of industrial value, which is mainly linked to operational continuity, organized production capacity and know-how;

b) the real estate compendium, owned by the Company, consists of an autonomous and functional industrial complex located in San Giovanni Ilarione (VR), Viale dell’Industria no. 2, including:

• production warehouse of approximately 1,600 sqm;

• office building of approximately 540 sqm over multiple levels;

• external areas and appurtenances functional to the activity;

the complex is in good condition, is immediately usable for production or logistics activities and represents an asset that can be enhanced independently, even regardless of the business activity;

5. on 10 December 2025 a business lease agreement currently in force was executed, aimed at business continuity and preservation of the

value of the compendium;

6. said agreement provides, among other things, that, in the event of award to third parties through a competitive procedure, it shall be deemed terminated by operation of law, with an obligation on the lessee to transfer without delay the availability of the business to the successful bidder;

7. the company intends to ensure maximum transparency and openness to the market, encouraging the participation of potentially interested parties;

8. appraisals relating to both the property and the business, as well as other business assets, are available to potential bidders. These may be made

available to interested parties in a dedicated Virtual Dataroom, upon execution of a specific confidentiality agreement;

9. Stil Tre S.r.l. is available to consider:

• the sale as a single lot of the business and the property;

• the separate sale of the individual components;

• the transfer of the business and goodwill separately from the property, with the purchaser undertaking to relocate the activity to another site.
 

INVITES
 

all interested parties to submit expressions of interest and/or offers, with reference

to the following possible transactions:

1. Purchase of the unitary compendium (business + property)

2. Purchase of the business only

3. Purchase of the property only

4. Purchase of individual business assets, including intangible assets (such as trademarks), contractual

relationships or other elements of the compendium

GENERAL CONDITIONS
 

• In the event of multiple comparable offers, a competitive procedure may be called among the bidders

• The company reserves the right to make any assessment regarding:

- the structure of the transaction

- the comparability of the offers

- safeguarding business continuity and the interests of creditors

• The Company reserves the right to consider offers concerning individual assets or branches of the business compendium, also depending on their compatibility with business continuity and with the best satisfaction of creditors

DEADLINES AND SUBMISSION METHODS
 

Expressions of interest and/or offers must be received no later than 12:00 noon on 11 June 2026, under penalty of exclusion.
 

Offers must be sent exclusively by:

• certified e-mail (PEC) to the following address: [email protected]

or, alternatively

• dedicated e-mail: [email protected]

with the following subject line:

"Offer – Stil Tre S.r.l. Procedure"

The documentation must be sent in PDF format and digitally signed (where applicable) or with handwritten signature accompanied by an identity document.

Offers must be made in writing, complete in all parts and be irrevocable for a period of 12 (twelve) months from the date of submission, and must include:

• full identification of the bidder;

• subject of the offer (business / property / both);

• proposed consideration and any allocation thereof;

• indication of the method of settlement of the debt for severance pay (TFR);

• conditions and timelines for execution;

• any guarantees.

A deposit or additional documentation may be requested.

AVAILABLE DOCUMENTATION (DATA ROOM)

The documentation relating to the business and real estate compendium is made available upon

request, subject to execution of a specific NDA;

Within the folder, the following may be consulted, by way of example:

• valuation reports of the real estate compendium

• appraisals relating to the business complex

• the business lease agreement currently in force

• further useful technical and informative documentation

Interested parties are required to review the documentation for the purposes of formulating their expressions of interest and/or offers.

The documentation is made available in the factual and legal condition in which it is found, without any warranty, express or implied, on the part of the Company.

The appraisals and available documentation are for information purposes only; interested parties are required to carry out independently any checks and evaluations (due diligence), and may not rely on them for the purpose of any claims against the Company.

For viewing the business and the property

Stefano Danese

+39 348 8002721

[email protected]

For legal and procedural information

Atty. Alessandro Dalla Sega

[email protected]

FURTHER INFORMATION

• The business is currently operated under a lease arrangement, a circumstance that must be taken into account by bidders

• The sale may take place within a competitive procedure in compliance with the principles of:

o transparency

o equal treatment

o maximization of value

RESERVATION

This notice:

• does not constitute an offer to the public nor a contractual proposal

• does not entail obligations for the company

• is intended exclusively to collect interest from the market