Financial Documents
12/04/2023
Board of Directors' Explanatory Report on the Proposals on the Agenda of the Ordinary Shareholders' Meeting
12/04/2023
Consolidated Financial Statements 2022
12/04/2023
2022 financial year budget
30/06/2022
Consolidated Half-Year Financial Report as at 30 June 2022
18/03/2021
Annual accounts 2021
23/03/2021
Auditor's Report on the Pro Forma Consolidated Financial Statements
12/08/2020
Annual Budget 2020
31/12/2019
Annual Report 2019
Press Release
06/09/2023
YOLO Group strengthens platform competitiveness with two new security certifications
31/08/2023
Opening of the third conversion period of the bond loan named "YOLO GROUP CONVERTIBLE 5% 2022-2025"
04/07/2023
Closing of the second conversion period of the bond loan named “YOLO GROUP CONVERTIBILE 5% 2022-2025”
27/04/2023
The ordinary shareholders' meeting approved the financial statements as at 31st December 2022, decided the allocation of the year's net result and appointed a member of the Board of Directors following co-option
12/04/2023
Publication of the notice of call of the Ordinary General Shareholders' Meeting
03/04/2023
Closing of the first conversion period of the bond loan denominated "YOLO GROUP CONVERTIBILE 5% 2022-2025”
23/03/2023
Approved draft financial statements as at 31st December 2022
22/12/2022
New boost for the phygital model through the acquisition of a Tech Broker specialised in automotive
19/12/2022
Appointment by co-optation of a new Board Member. Corporate events calendar 2023 approve
06/12/2022
Resignation of a member of the Board of Directors
28/09/2022
YOLO financial report as at 30 june 2022 approved revenue growth and results in line with plan
09/09/2022
Notification of change in share capital
02/09/2022
Full exercise of the Greenshoe option
05/08/2022
Corporate events calendar 2022
04/08/2022
YOLO Group S.p.A. notified to CONSOB the KID (Key information Document) relating to the convertible bonds
03/08/2022
YOLO Group S.p.A. admitted to trading on Euronext Growth Milan Pro
29/07/2022
YOLO Group S.p.A. submitted the application for admission to trading on Euronext Growth Milan Pro
18/07/2022
YOLO Group submitted its pre-admission communication to Borsa Italiana for listing on Euronext Growth Milan
Related Party Transactions
There are currently no documents available
IPO / Admission Document
Terms and Conditions
In order to access this website and the admission document, you must read and accept the information below, which you must consider carefully before reading, accessing or otherwise using the information provided below. By accessing this website, you agree to be subject to the terms and conditions set forth below, and any subsequent updates thereto.
The Admission Document in this section of the website (“Admission document“) is an Admission Document on Euronext Growth Milan – professional segment, a multilateral trading system organised and managed by Borsa Italiana S.p.A. (“Euronext Growth Milan PRO”),of shares (“Sharesof Yolo Group S.p.A. (“Company”) and has been drawn up in accordance with the Issuers’ Regulation Euronext Growth Milan (“Euronext Growth Milan Issuers’ Regulation”). The Admission Document and the transaction described therein do not constitute an offer of financial instruments to the public or an admission of financial instruments to a regulated market as defined by Regulation (EU) 2017/1129 of the European Parliament and of the Council, the Consolidated Law on Finance, Consob Regulation No. 11971 of 14 May 1999, as subsequently amended and supplemented, and the equivalent legal and regulatory provisions applicable abroad.
The information contained in this section of the website is disseminated in application of Articles 3 and 26 of the Euronext Growth Milan Issuers’ Regulations.
The following information and the Admission Document are accessible only to persons who: (a) are resident in Italy and are not currently domiciled or otherwise located in the United States of America, Australia, Japan, Canada or any other country in which the dissemination of the Admission Document or such information requires the approval of the competent local authorities or is in violation of local rules or regulations (“Other Countries”); (b) are not “U.S. Persons” as that term is defined in Regulation S of the United States Securities Act of 1933, as amended, nor are they persons acting on their behalf or for their benefit without the existence of a specific registration or exemption to registration provided under the United States Securities Act and applicable law.
A “U.S. Person” as defined above is precluded from accessing and downloading the Admission Document through this website. For no reason and under no circumstances is it allowed to circulate, directly or through third parties, the Admission Document and any other information contained in this section of the website outside Italy, in particular in the United States, in Australia, in Japan, in Canada or in the Other Countries, nor is it allowed to distribute the Admission Document to a “U.S. Person” in the sense indicated above. Failure to do so may result in a violation of the United States Securities Act or applicable law in other jurisdictions. Failure to do so may result in a violation of the United States Securities Act or applicable law in other jurisdictions.
The information contained in this website (or in any other website with which this website has hypertext links) does not constitute an offer, invitation to offer or promotional activity in relation to the Shares to any citizen or entity residing in Canada, Australia, Japan or the United States of America or in any other country in which such acts are not permitted in the absence of specific exemptions or authorisations from the competent authorities. The shares are not, and will not be, registered under the United States Securities Act of 1933, as amended or with any regulatory authority of any state or other jurisdiction of the United States of America and may not be offered or sold in the United States of America or to, or for the account or benefit of, a U.S. Person, as defined above, in the absence of such registration or express exemption from such compliance or in any other country where the offering of shares is restricted under applicable law.
In order to access this web site, the Admission Document and any other information contained in the following pages, I declare under my full responsibility to be a resident of Italy and not to be currently domiciled or located in the United States of America, Australia, Japan, Canada or the Other Countries and not to be a “U.S. Person” as defined in Regulation S of the United States Securities Act of 1933, as amended.
I CONFIRM THAT I HAVE READ AND ACCEPT THE ABOVE CONDITIONS AND CONSENT TO THE DOWNLOAD OF THE PDF
Financial Calendar
| Date | Event |
|---|---|
| 27/09/2023 | Board of Administration |
| 29/04/2023 | Shareholders’ Meetings |
| 27/04/2023 | Shareholders’ Meetings |
| 23/03/2023 | Board of Administration |
| 28/09/2022 | Board of Administration |
Information for shareholders
Share Capital
The share capital of YOLO GROUP S.p.A. is Euro 87,493.00 divided into 8,749,300 ordinary shares with no indication of par value. The Ordinary Shares of YOLO GROUP S.p.A. are admitted to trading on Euronext Growth Milan – professional segment.
| Type | Number of shares | Title |
|---|---|---|
| Ordinary shares | 8.749.300 | IT0005495871 |
Shareholding
The following table illustrates the composition of the shareholding structure, according to the results of the shareholders’ register as well as on the basis of other information available to YOLO GROUP S.p.A.:
| Shareholders | Number of shares | |
|---|---|---|
| Generali Italia S.p.A | 1.307.300 | 15,17% |
| Neva SGR S.p.A | 1.234.900 | 14,11% |
| Primo Ventures SGR S.p.A | 872.300 | 9,97% |
| Simone Ranucci Brandimarte | 746.000 | 8,53% |
| Gianluca De Cobelli | 744.500 | 8,51% |
| Mansutti S.p.A | 680.700 | 7,78% |
| Net Insurance S.p.A | 446.800 | 5,11% |
| Banco di Desio e della Brianza S.p.A | 264.000 | 3,02% |
| CRIF S.p.A | 256.900 | 2,94% |
| Banca Profilo | 132.000 | 1,51% |
| Intesa Sanpaolo Vita S.p.A. | 124.900 | 1,43% |
| Banca di Piacenza Soc. Coop. per Azioni | 124.900 | 1,43% |
| Be The Change S.r.l | 124.900 | 1,43% |
| Market | 1.689.200 | 19,31% |
| Total | 8.749.300 | 100% |
Disclosure obligations of significant shareholders
Pursuant to the Euronext Growth Milan Issuers’ Regulations approved and published by Borsa Italiana and subsequent amendments and additions (the “Euronext Growth Milan Issuers’ Regulations”), any person holding at least 5% of a class of financial instruments of YOLO GROUP S.p.A. admitted to trading on Euronext Growth Milan is a “Significant Shareholder”. The attainment or overcoming of the thresholds of 5%, 10%, 15%, 20%, 25%, 30%, 50%, 66.6% and 90% of the share capital, as well as the reduction below the aforementioned thresholds, constitute, according to the Euronext Growth Milan Issuers Regulation, a “Substantial Change” that must be communicated by the Significant Shareholders to YOLO GROUP S.p.A. within 4 trading days, starting from the day on which the transaction that has led to the Substantial Change was carried out.
Such notice must indicate:
- the identity of the Significant Shareholders involved;
- the date on which YOLO GROUP S.p.A. was informed;
- the date on which the Substantial Change of Shareholdings occurred;
- the price, amount and category of the YOLO GROUP S.p.A. financial instruments involved;
- the nature of the transaction;
- the nature and extent of the Significant Shareholder’s interest in the transaction.
For this purpose, each Significant Shareholder may use the communication forms referred to in the “Transparency Rules” (as defined in the Regulation on Issuers Euronext Growth Milan) with particular regard to the information and communications due from Significant Shareholders. The aforesaid disclosure shall be made by registered letter with return receipt to be sent to the Company at its registered office (Piazza Quattro Novembre 7, 20124 Milan) or by PEC to the Company’s Investor Relations address investor.relations@yolo-group.com.
Consultants
| Società | Role |
|---|---|
| BPER Banca S.p.A. | Joint Global Coordinator, Joint Bookrunner and Specialist |
| EnVent Capital Markets Ltd | Joint Global Coordinator, Joint Bookrunner and Euronext Growth Advisor |
| Deloitte & Touche S.p.A | Auditors |
| Advant Nctm | Legal Consultant of YOLO GroupLegal Consultant of YOLO Group |
| One factory Srl | Financial Advisor |
| Studio Legale Associato Shearman & Sterling | Legal Consultant of Joint Global Coordinators and Joint Bookrunner |
| Studio Franzoia Piona | Tax Consultant |
| Epyon Audit S.r.l. | Auditor for non-accounting data |
| Twister communication group S.r.l | Communication Advisor |
Title Performance
Analyst Coverage
| Società | Analyst | Date | Link to PDF (if any) |
|---|---|---|---|
| Envent | Franco Gaudenti, Luigi Tardella | 26 April 2023 | READ PDF |
| EnVent | Franco Gaudenti, Luigi Tardella | 16 January 2023 | READ PDF |
| EnVent | Franco Gaudenti, Luigi Tardella | 17 October 2022 | READ PDF |
| KT & Partners | Maria Teresa Di Grado, Valentina Zanoni | 12 October 2022 | READ PDF |
Internal Dealing
12/10/2022
Internal Dealing notification model
Contacts IR
Investor Relations Manager
Roberta Pazzini
investor.relations@yolo-group.com
YOLO Group S.p.A. adopts a traditional governance model, characterised by a Board of Directors and a Board of Statutory Auditors appointed by the Shareholders' Meeting. The Group is constantly striving to maintain and strengthen good governance, in line with national best practices, also in order to guarantee a clear and sustainable development strategy, creating value for shareholders and all stakeholders.
Shareholders' Meetings
27/04/2023
Minutes of the Ordinary Shareholders' Meeting of 27 April 2023
12/04/2023
Extract from the Notice of Ordinary General Meeting 27/29 April 2023
12/04/2023
Notice of Ordinary General Meeting 27/29 April 2023
12/04/2023
Proxy Form and Voting Instructions - Ordinary General Meeting of 27/29 April 2023
12/04/2023
Sub-delegation Form and Voting Instructions - Ordinary General Meeting of 27/29 April 2023
Board of Administration
The Board of Directors in office, as of the Date of the Admission Document, composed of 5 members, was appointed by the Shareholders' Meeting of 27 April 2022 and will remain in office until the date of approval of the financial statements as of 31 December 2024.
Presidente del Consiglio di Amministrazione
Simone Ranucci Brandimarte
Chief Executive Office
Gianluca De Cobelli
Administrator
Antonio Concolino
Indipendent Administrator
Roberto Lancellotti
Indipendent Administrator
Maria Giuseppina Marchetti
Administrator
Massimo Tessitore
Board of Auditors
The Board of Statutory Auditors was appointed on 27 April 2022 and remains in office until the date of the Shareholders' Meeting convened to approve the financial statements for the year ending 31 December 2023.
Board of Auditors
Deloitte & Touche S.p.A., with registered office in Milan, via Tortona 25, was appointed to audit the accounts until the date of the Shareholders' Meeting called to approve the financial statements of YOLO S.p.A. as at 31 December 2023.
Documents and Procedures
Statute
Procedure for Disciplining Related Party Transactions
Insider Register Procedure
Priviliged Information Procedure
Internal Dealing Procedure
Procedure for prior opinion of independent EGAs
Regolamento POC
