Neodecortech S.p.A.: Appointed the new Board of Directors for 2019-2021, confirming directors

PRESS RELEASE

The Ordinary and Extraordinary Shareholders' Meetings of the Company have:

• Appointed the new Board of Directors for 2019-2021, confirming directors Luigi Cologni, Massimo Giorgilli and Cristina Valentini. Appointed Riccardo Bruno as Chairman. Four of the appointed directors meet the independence requirements.
• Appointed BDO Italia S.p.A. as Independent Auditors for nine years (2020- 2028), subject to the start of trading of the Company's shares and warrants on the MTA.
• Adopted a new version of the Bylaws, in accordance with the provisions of Legislative Decree no. 58 of 1998, subject to the start of trading of the Company's shares and warrants on the MTA.
• Granted the Board of Directors a new authorization to make a paid divisible share capital increase, on one or more occasions, pursuant to Article 2443 of the Italian Civil Code.
• Extended the "Warrant Neodecortech 2018-2021" exercise period, shifting the deadline to 27 December 2021, and resolved on a number of amendments to the warrant regulations (also approved by the warrant holders' meeting).

Filago, 9 December 2019

Neodecortech S.p.A. ("NDT" or the "Company"), Italian market leader in the production of decorative papers for laminated panels and flooring for interior design, listed on AIM Italia, a multilateral trading system organized and managed by Borsa Italiana S.p.A., announces that the Ordinary and Extraordinary Shareholders' Meetings of the Company and the warrant holders' meeting were held today.

The Shareholders' Meeting, based on the only list submitted by the controlling shareholder Finanziaria Valentini S.p.A., appointed the new Board of Directors in the persons of Riccardo Bruno (Chairman), Luigi Cologni, Massimo Giorgilli, Cristina Valentini, Paolo Pietrogrande, Laura Calini and Paola Carrara. The Board of Directors consists of four directors who meet the independence requirements, and three women directors, in accordance with the rules on gender balance.

The new Board of Directors will remain in office until the Shareholders' Meeting called to approve the financial statements for the year ending 31 December 2021.

The Shareholders' Meeting also set the gross annual compensation to be paid to the Board of Directors at € 560,000 for the entire duration of the term, comprising (i) the fixed compensation paid to each director of € 25,000 on an annual basis and (ii) the compensation to be paid to key management personnel.

For the purposes of the process leading up to the listing of the Company's shares and warrants on the Mercato Telematico Azionario (electronic stock market), possibly STAR Segment ("MTA" and the "Listing"), organized and managed by Borsa Italiana S.p.A., on the reasoned proposal of the Board of Statutory Auditors, prior to termination of the existing appointment, BDO Italia S.p.A. was appointed as Independent Auditors for a period of nine financial years (2020-2028). The effectiveness of the resolution is subject to the start of trading of the Company's shares and warrants on the MTA.

In an extraordinary session, the Shareholders' Meeting resolved to adopt a new version of the Bylaws, in accordance with the provisions of Legislative Decree no. 58 of 1998 for companies with shares listed on regulated markets, subject to the start of trading of the Company's shares and warrants on the MTA.

Additionally, the Shareholders' Meeting resolved to (i) revoke the authorization pursuant to Articles 2443 and 2420-ter of the Italian Civil Code granted on 14 September 2018, and to (ii) grant a new authorization pursuant to Article 2443 of the Italian Civil Code to make a paid divisible share capital increase, on one or more occasions, also excluding pre-emptive rights up to a maximum of € 10 million (equal to the amount covered by the authorization previously granted and revoked).

Lastly, the Shareholders' Meeting approved (i) an extension of the duration of the "Warrant Neodecortech 2018-2021", setting the deadline at 27 December 2021 to exercise the warrants (extending the deadline to 31 December 2021 to increase the share capital servicing the exercise of the warrants); and (ii) minor additional amendments to the regulations governing the warrants, in order for them to be listed on the MTA.

In this regard, mention should be made that the warrant holders' meeting, also held today, approved the amendments to the regulations of the above warrants.

The new version of the Bylaws, the new regulations on the "Warrant Neodecortech 2018-2021" and the minutes of the Shareholders' Meeting and of the warrant holders' meeting will be made publicly available within the time limits and in the manners of applicable laws and regulations.

Director Luigi Cologni's words on the composition of the new Board of Directors: "A new path has been set today for the Neodecortech Group, with a Board of Directors that has been largely renewed, composed for the most part by directors who meet the independence requirements. The new members add their solid experience to the Board in the management of listed companies, in financial markets and corporate finance, the management of subsidiaries, including production companies abroad, governance and legal, energy and the environment, and accounting. We believe this team has the skills needed to support the growth of our Group, also in terms of possible extraordinary transactions".

Neodecortech S.p.A.

Neodecortech is the Italian market leader in the production of decorative papers for laminated panels and flooring for interior design. The Group's business is in the production of complete and technologically advanced solutions for the realization of interior design projects, covering all stages of the production process for the production of decorative paper, from raw material management, through surface finishing and impregnation, up to the finished product and the management of end-of-line logistics. The Group offers 6 product categories: decorative papers; decorative printings; finish foil; melamine film; PPF; laminates (www.neodecortech.it).

ISIN Code ordinary shares: IT0005275778

ISIN Code Warrants: IT0005346785

For further information:

* * *

This press release is for informational purposes only and does not constitute an offer to the public or an invitation to subscribe or purchase financial instruments in Italy or any other country where such offer or solicitation would be subject to restrictions or authorization by local authorities or otherwise prohibited by law. This press release may not be published, distributed or transmitted to the United States, Canada, Australia or Japan. The shares mentioned in this press release cannot be offered or sold in either Italy or the United States or any other jurisdiction without registration under the applicable provisions or an exemption from the obligation to register under the applicable provisions. The shares mentioned in this press release have not been and will not be registered under the US Securities Act of 1933 nor under the applicable provisions in Italy, Australia, Canada, Japan or any other jurisdiction.

There will be no offer to the public of the Company's shares either in Italy or in the United

States, Australia, Canada or Japan or elsewhere.