Successful conclusion of the subscription period of the Rights issue

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APPROXIMATELY 99.2% OF THE TOTAL NUMBER OF SHARES OFFERED HAVE BEEN SUBSCRIBED, AMOUNTING TO APPROXIMATELY EURO 396 MILLION AT THE END OF THE SUBSCRIPTION PERIOD

Trieste, 11 July 2024 - Fincantieri S.p.A. ("Fincantieri" or the "Company") announces the successful conclusion, on today’s date, of the Subscription Period (as defined below) for Fincantieri's shareholders of the maximum of no. 152.419.410 newly issued ordinary shares of Fincantieri (the "New Shares") - paired free of charge with the same number of "2024-2026 Fincantieri Warrants" (the "Warrants") - resulting from the rights issue resolved on 11 June 2024 (with corresponding final terms and conditions set on 20 June 2024) by the Board of Directors of Fincantieri for a maximum total amount of approximately Euro 400 million (the "Rights Issue"), in execution of the mandate granted by the extraordinary shareholders' meeting of Fincantieri on the same date.

During the subscription period (the "Subscription Period"), started on 24 June 2024 and ended today, 11 July 2024, no. 167,996,020 pre-emption rights for the subscription of no. 151,196,418 New Shares, representing approximately 99.2% of the total New Shares offered, for a total countervalue of Euro 396,134,615.16 have been exercised. Concurrently, no. 151,196,418 Warrants were awarded free of charge.

The majority shareholder CDP Equity S.p.A., in execution of the subscription commitment undertaken on 9 May 2024 for its portion of the Rights Issue, subscribed no. 109,094,724 New Shares for a total consideration of Euro 285,828,176.88.

The remaining no. 1,358,880 pre-emption rights not exercised during the Subscription Period (the "Unexercised Rights"), which entitle to subscribe a maximum number of 1,222,992 New Shares, equal to approximately 0.8% of the total New Shares offered, for a total countervalue of Euro 3,204,239.04, will be offered by Fincantieri on the Italian Stock Exchange, pursuant to article 2441, paragraph 3, of the Italian Civil Code, on 15 July 2024 and 16 July 2024, unless, in the event of the sale of the entirety of the Unexercised Rights, the offer closes early (the "Rights Auction").  Mediobanca – Banca di Credito Finanziario S.p.A. will coordinate the Rights Auction of the Unexercised Rights that will be offered on Euronext Milan, a regulated market organized and managed by Borsa Italiana S.p.A. ("Euronext Milan"), with ISIN code IT0005599896.

On the trading session of 15 July 2024, the entire quantity of the Unexercised Rights will be offered and on the trading session of 16 July 2024 any Unexercised Right not placed in the previous session will be offered.

The Unexercised Rights entitle to subscribe New Shares, at a price of Euro 2.62 per New Share, according to a ratio of no. 9 New Shares for every no. 10 Unexercised Rights purchased. The New Shares will be paired free of charge with Warrants in the ratio of no. 1 Warrant for each New Share subscribed.

The exercise of the Unexercised Rights purchased in the context of the Rights Auction and, consequently, the subscription of the New Shares shall be made, under penalty of forfeiture, through the authorised intermediaries participating in the centralised management system of Monte Titoli S.p.A. (i) by and no later than 16 July, with the same value date, in the event that the Rights Auction closes early following the full sale of the Unexercised Rights in the trading session of 15 July 2024, or (ii) by and no later than 17 July, with the same value date, in the event that the Unexercised Rights are not fully sold in the first trading session and the Rights Auction closes on 16 July 2024.

The New Shares subscribed by the end of the Rights Auction (paired with the Warrants) will be credited to the accounts of the intermediaries participating in the centralised management system managed by Monte Titoli S.p.A. at the end of the accounting day of the last day of exercise of the Unexercised Rights with availability on the same date.

Furthermore, as previously communicated by the Company, BNP PARIBAS, Intesa Sanpaolo S.p.A., Jefferies GmbH, J.P. Morgan SE and Mediobanca - Banca di Credito Finanziario S.p.A., acting as Joint Global Coordinators, have undertaken to subscribe, severally and not jointly, those New Shares remaining unsubscribed (if any) at the end of the Rights Auction.

It is expected that the Warrants will be traded on Euronext Milan, with ISIN code IT0005599862, from 16 July 2024.

It should be noted that the holders of the Warrants will be able to request to subscribe (at any time - except as provided for in the relevant regulation - from 1 September 2024 until 30 September 2026, i.e. the term of forfeiture) no. 5 newly issued ordinary shares of Fincantieri (the "Warrant Shares") for every no. 34 Warrants exercised, at a price of Euro 4.44 per Warrant Share.

The Prospectus, along with the notice containing information on the offering price and additional information related thereto, have been filed with CONSOB and are available on the Company website (www.fincantieri.com; section Investing in Fincantieri) as well as at the Company registered office in Trieste, via Genova 1.

Finally, it should be noted that on 12 July 2024, pursuant to Article 89 of the regulation approved with Consob resolution No. 11971 of 14 May 1999, as subsequently amended and supplemented, a notice (Italian version), similar to this press release, will be published in the daily newspapers Il Sole 24 Ore and Milano Finanza containing an indication of the number of unexercised pre-emption rights to be offered on the Italian Stock Exchange pursuant to Article 2441, paragraph 3, of the Italian Civil Code and the dates of the trading days in which the offering will take place.