M&A - Brera Holdings PLC

Form Type: 20-F/A

Filing Date: 2025-05-28

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025048029

Filing Summary: Brera Holdings PLC filed Amendment No. 1 to its Annual Report on Form 20-F for the fiscal year ended December 31, 2024, primarily to amend previous sections regarding operating results, market risk disclosures, and financial statements, which were not finalized at the time of the original filing on May 15, 2025. The amendments provide updates on the company's acquisition activities, emphasizing the acquisition of approximately 51.73% of Juve Stabia through a restated agreement set to occur in four closings in early 2025. Brera has also established a strategic focus on acquiring professional sports teams to broaden its portfolio, following its notable expansions in various markets, including delving into women’s sports and establishing a strong presence in non-professional tournaments. Additionally, the report outlines key financial performance metrics, with a significant increase in revenue attributed to the full operation of its subsidiaries over the reporting period.

Form Type: SCHEDULE 13D

Filing Date: 2025-01-17

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025004724

Filing Summary: This Schedule 13D relates to the Class B Ordinary Shares of Brera Holdings PLC, filed by S.S. Juve Stabia S.r.l. The document outlines a strategic acquisition plan whereby Brera Holdings PLC will acquire a controlling interest in the club through multiple closings. On December 31, 2024, Brera entered into a sale and purchase agreement with XX Settembre to acquire 51.73% of S.S. Juve Stabia and subsequently restated this agreement on January 10, 2025, which increased the total investment and specified additional payment terms. The total purchase consideration is EUR3,000,000 for shares and EUR4,500,000 in capital increase over four closings. The acquired securities are intended to enhance the operational capabilities of the club. The Reporting Person has not had any prior criminal or civil proceedings and holds no plans for additional transactions at this time, but may reassess future actions based on market and operational conditions.

Form Type: SCHEDULE 13D

Filing Date: 2025-01-17

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025004725

Filing Summary: Brera Holdings PLC filed a Schedule 13D regarding its acquisition of a controlling interest in Juve Stabia, an Italian football club, through a series of agreements with XX Settembre Holding S.r.l. On December 31, 2024, Brera Holdings entered into a sale and purchase and investment agreement (SPI Agreement) with XX Settembre Holding, intending to acquire a total of 51.73% of Juve Stabia's issued share capital over three closings, scheduled for December 31, 2024, January 31, 2025, and March 31, 2025. The total purchase price agreed upon is EUR3,000,000, which will be fulfilled through both cash payments and the issuance of Class B Ordinary Shares. A restated agreement, entered into on January 10, 2025, revised the initial agreements to accommodate four closings. As per the updated terms, the Issuer is expected to further invest in the share capital of Juve Stabia, increasing total investments to EUR4,500,000. The acquisition is strategically planned to enhance Brera Holdings' position in the sports sector by directly controlling Juve Stabia. The report indicates that the Reporting Person, XX Settembre Holding, plans to continue evaluating future business opportunities related to their investments.