TaTaTu S.p.A.: PROPOSAL OF SHARE CAPITAL INCREASE OF TATATU S.P.A.

PRESS RELEASE

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, OR JAPAN

PROPOSAL OF SHARE CAPITAL INCREASE OF TATATU S.P.A.

Rome, 24 May 2023

The Board of Directors of Tatatu S.p.A. (the “Company”) has deemed appropriate to submit to the Shareholders’ Meeting the proposal of share capital increase, with exclusion of the pre-emption right pursuant to Article 2441, paragraph 5, of the Italian Civil Code, offering the newly issued shares for subscription to the shareholder IA Media SA and the third party investors Monaco Mobility Investment SCP, Incorp S.a.r.l. and The Private Office of H.H. Sheikh Mohamed bin Salman bin Abdulla bin Hamad Al-Khalifa or any subsidiary or affiliated company of the latter. The relevant share capital increase (the “Share Capital Increase”) will be paid in cash at the unit price of Euro 5.89 per share, for an amount equal to Euro 40,000,000.00, of which Euro 67,912 to be allocated as par value and Euro 39,932,088 as share premium reserve.

The Share Capital Increase is part of a capitalisation programme of the Company, aimed at providing it significant resources to be used within its development and growth process.

In order to allow the Shareholders’ Meeting to review and evaluate the proposal of the Board of Directors, the Shareholders’ Meeting is convened on 3 July 2023 in single call, at 12:00 p.m., at the office of Notary Public Mr. De Franchis, in Rome, via Barberini 50, to discuss and resolve:

as extraordinary meeting, upon the:

1. proposal of share capital increase of the Company against payment, indivisible and in cash with exclusion of the pre-emption right pursuant to Article 2441, paragraph 5, of the Italian Civil Code, to be offered for subscription to and paid-in by the following companies: IA Media, Monaco Mobility, Incorp S.a.r.l. and Al Khalifa to be executed by issuing by the Company in aggregate no. 7,352,941 ordinary shares, with a par value of Euro 0.01 per share, with regular dividend rights, at a unit price of Euro 5.89 per share, for an amount equal to Euro 40,000,000.00, of which Euro 67,912 to be allocated as par value and Euro 39,932,088 as share premium reserve; the Share Capital Increase is offered for subscription for Euro 20,000,000 to Al Khalifa, for Euro 18,000,000 to IA Media, for Euro 1,000,000 to Monaco Mobility and for Euro 1,000,000 to Incorp S.a.r.l.; amendment of Article 5 of the Company’s Bylaws; inherent and subsequent resolutions;
2. amendments to Articles 24.1 and 26.1 of the Company’s Bylaws relating to the appointment of the Deputy Chairman and the Manager in charge for preparing the Company’s financial reports; inherent and subsequent resolutions.

as ordinary meeting, upon the:

1. ratification of the acquisition of the treasury shares by Tatatu S.p.A. in execution of the “Liquidity Agreement” entered into with Exane S.A. in September 2022; and
2. appointment of two members of the Board of Statutory Auditors following the resignation of a standing statutory auditor and an alternate statutory auditor and determination of the relevant remuneration; inherent and subsequent resolutions.

The Company also announces that Mr. Coletta has assumed the role of standing statutory auditor to replace the resigning statutory auditor Mr. Marco Pianigiani.

***

This press release is available on the Company’s website at https://corporate.tatatu.com/en/press-release.

***

About TaTaTu

TaTaTu is the first entertainment platform based on data sharing economy and circular economy. The company is the first social media platform to reward users with TTU Coins for viewing content and social media activities. Users can post photos and videos, and earn even more TTU Coins when someone likes, comments, views or shares a post or when users invite a friend. Available worldwide in BETA version, TaTaTu offers its community auctions, giving users the chance to win unmissable products and experiences by bidding using TTU Coins. In addition, users can redeem TTU Coins in e-commerce in exchange for products.

The Direct Listing took place on October 19, 2022 through the admission to trading of no. 814,265,232 shares, with a reference price of Euro 2.00, equal to the subscription price of a private placement made prior to listing. Company website www.tatatu.com.

For more information:

Press contacts

H/Advisors Havas Paris for TaTaTu

Aliénor Miens | alienor.miens@havas.com | +33 6 64 32 81 75

Louis Tilquin | louis.tilquin@havas.com | +33 6 02 15 67 69

Investor relations contacts

T.W.I.N for TaTaTu

Mara Di Giorgio | mara@twin.services | +39 335 7737 417