CPIPG Communication Concerning Voluntary Offer on NEXT RE Shares – Final Results Announcement

CPI Property Group (société anonyme) 40, rue de la Vallée L-2661 Luxembourg Luxembourg Trade and Companies Register: B 102 254   Press Release – Corporate News   Luxembourg, 20 May 2026   THE DISCLOSURE, PUBLICATION OR DISTRIBUTION OF THIS COMMUNICATION IS PROHIBITED IN OR TO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER COUNTRY WHERE IT WOULD CONSTITUTE A VIOLATION OF THE RELEVANT APPLICABLE REGULATIONS * * * PRESS RELEASE pursuant to Articles 36 and 41(6) of the Regulations adopted by Consob by Resolution No. 11971 of 14 May 1999, as subsequently amended and supplemented (the “Issuers’ Regulations”) FINAL RESULTS OF THE OFFER THE OFFER HAS BECOME EFFECTIVE AND PAYMENT WILL BE MADE ON 22 MAY 2026 * * * Luxembourg, 20 May 2026 – Further to the announcement made on 15 May 2026, CPI Property Group S.A. (the “Offeror”) hereby announces the final results of the voluntary all-share public takeover bid (the “Offer”), launched by the Offeror pursuant to Articles 102 et seq. of Legislative Decree No. 58 of 24 February 1998, as subsequently amended and supplemented (“TUF”), concerning a maximum of 4,413,586 ordinary shares of NEXT RE SIIQ S.p.A. (“Next RE” or the “Issuer”) listed on Euronext Milan, organised and managed by Borsa Italiana S.p.A., as set out in the offer document published on 17 April 2026 (the “Offer Document”). Terms used with a capital letter in this press release, unless otherwise defined, have the same meaning ascribed to them in the Offer Document. Final results at the end of the Acceptance Period Based on the final results communicated by Società per Amministrazioni Fiduciarie “SPAFID” S.p.A., acting as the Intermediary Responsible for Coordinating the Collection of Acceptances, it is hereby announced that, from 20 April 2026 to 15 May 2026 (both dates inclusive), a total of 4,185,510 Listed Shares, representing 19.0034% of the share capital, 38.0050% of the Listed Shares and 94.8324% of the Shares Subject to the Offer, for a total value of €12,556,530. The provisional results of the Offer set out in the Press Release on the Provisional Results of the Offer issued on 15 May 2026 are therefore confirmed. In the period between the Date of the Offer Document and today’s date, the Offeror and the Persons Acting in Concert have not made any purchases of Shares outside the Offer. In light of the foregoing, based on the aforementioned final results of the Offer, the Offeror will hold, as at the Payment Date (i.e. 22 May 2026), a total of:   -  10,746,773 Listed Shares (to which must be added 38,205 Treasury Shares, representing 0.17% of the share capital), equal to approximately 48.793% of the Issuer’s share capital (approximately 48.963% when including the Treasury Shares) and 97.582% of the Listed Shares; -   a total of 21,758,828 Next RE Shares (to which must be added 38,205 Treasury Shares, equal to 0.17% of the share capital), representing approximately 98.791% of the Issuer’s share capital (approximately 98.961% when including the Treasury Shares). Threshold Condition and other Conditions of the Offer Based on the final results of the Offer following the Acceptance Period, the Offeror confirms what was previously announced in the Press Release on the Provisional Results of the Offer issued on 15 May 2026, namely the fulfilment of the Threshold Condition. As regards the remaining Condition of Effectiveness (namely, the MAE Condition), as indicated in the Offer Document, the Offeror announces that this condition has been satisfied. The Offer has therefore become effective. Consideration and Payment Date Payment of the Consideration (i.e., €3.00 for each Listed Share tendered in acceptance of the Offer during the Acceptance Period) will be made, upon the simultaneous transfer of ownership of such Shares to the Offeror, on the Payment Date (i.e., 22 May 2026). Conditions for not reopening the Acceptance Period and legal conditions for the fulfilment of the Purchase Obligation pursuant to Article 108, paragraph 1, of the TUF and the Right of Purchase pursuant to Article 111 of the TUF In light of the final results of the Offer set out above – and as already announced in the Press Release on the Provisional Results of the Offer issued on 15 May 2026 – the Offeror confirms that (i) the Reopening of the Offer Period will not take place, as provided for in Article 40-bis, paragraph 3, letter b) of the Issuers’ Regulations; and (ii) the legal conditions for the exercise of the Purchase Obligation pursuant to Article 108, paragraph 1, of the TUF and the Right of Purchase pursuant to Article 111 of the TUF have been met. Therefore, the Offeror – as stated in the Offer Document – will not restore a free float sufficient to ensure the regular trading of the Shares and, by exercising the Right of Purchase, will also fulfil the Obligation to Purchase pursuant to Article 108, paragraph 1, of the TUF in relation to the remaining 266,281 Listed Shares of the Issuer (of which 38,205 Treasury Shares  not included among the Shares Subject to the Offer), equal to 1.2090% of the Issuer’s share capital (the “Residual Shares”), thereby initiating the Joint Procedure. Pursuant to the provisions of Article 108, paragraph 3, of the TUF, as referred to in Article 111 of the TUF, the Right of Purchase shall be exercised by the Offeror by paying a consideration for each Share equal to the Offer Price (i.e., €3.00). The Joint Procedure The timetable and procedures for the Joint Procedure and Delisting will be announced in accordance with the law via a press release. * * *       For a description of all the terms and conditions of the Offer, please refer to the Offer Document and the press releases relating to the Offer available, inter alia, on the Issuer’s website (www.nextresiiq.it) and the Offeror’s website (www.cpipg.com). * * * Press release issued by CPI Property Group S.A. and distributed by NEXT RE SIIQ S.p.A. at the request of CPI Property Group S.A. * * * WARNING The Offer is being promoted in Italy, as the Listed Shares are listed on Euronext Milan, organized and managed by Borsa Italiana, and is addressed, without distinction and on equal terms, to all shareholders of the Issuer. The Offer will not be promoted or disseminated, directly or indirectly, in the United States of America, Australia, Canada, Japan, or any other country in which the Offer is not permitted without authorization from the competent local authorities or is carried out in violation of rules or regulations (the "Other Countries"), nor using international communication or trade instruments (including, by way of example, the postal network, fax, telex, e-mail, telephone, and the Internet) of the United States of America, Australia, Canada, Japan, or the Other Countries, or any facility of any financial intermediaries in the United States of America, Australia, Canada, Japan, or the Other Countries, or in any other manner. The Offer will be made by publishing the relevant Offer Document, subject to approval by CONSOB. The Offer Document will contain a full description of the terms and conditions of the Offer, including the methods of acceptance. Copies of the Communication, or any portion thereof, as well as copies of any document relating to the Offer (including the Offer Document), are not and shall not be sent, transmitted in any way, or otherwise distributed, directly or indirectly, in the United States of America, Australia, Canada, Japan, or the Other Countries. Anyone who receives the above documents shall not distribute, send, or mail them (either by post or by any other means or instrument of international communication or commerce) in the United States of America, Australia, Canada, Japan, or Other Countries. The Communication, as well as any other document relating to the Offer (including the Offer Document), does not constitute and cannot be interpreted as an offer of financial instruments to persons domiciled and/or resident in the United States of America, Canada, Japan, Australia, or Other Countries. No instrument may be offered or sold in the United States of America, Australia, Canada, Japan or Other Countries without specific authorization in accordance with the applicable provisions of local law in those States or Other Countries or an exemption from those provisions. Participation in the Offer by persons residing in countries other than Italy may be subject to specific obligations or restrictions under laws or regulations. It is the sole responsibility of the recipients of the Offer to comply with such rules and, therefore, before participating in the Offer, to verify their existence and applicability by consulting their advisors. No acceptances of the Offer resulting from solicitation activities carried out in violation of the above restrictions will be accepted. For further information, please contact:   Investor Relations   Moritz Mayer Manager, Capital Markets
m.mayer@cpipg.com       For more on CPI Property Group, visit our website: www.cpipg.com Follow us on X (CPIPG_SA) and LinkedIn