M&A - Brera Holdings PLC

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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.

Document Link: View Document

Additional details:

Class B Share Nominal Value: $0.005


Principal Executive Office: Connaught House, 5th Floor, One Burlington Road, Dublin 4, D04 C5Y6, Ireland


Reporting Person Address: Via Cosenza C/O Stadio R. Menti 283, 80053 Castellammare di Stabia (NA), Italy


Total Acquisition Price: EUR3,000,000


Capital Increase Per Closing: EUR1,500,000


Closing Dates: December 31, 2024, January 10, 2025, January 31, 2025, March 31, 2025


Number Of Class B Shares Issued: 1,600,000


Price Per Share: $0.65


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.

Document Link: View Document

Additional details:

Cik: 0002052567


Reporting Person: XX Settembre Holding S.r.l.


Principal Business Address: Via Francesco Caracciolo no. 9, 80122 Naples, Italy


Purchase Price Eur: 3000000


Class B Shares Issued: 3200000


Next Payment Dates: [{"date":"2025-01-31","amount_eur":"500000"},{"date":"2025-03-31","amount_eur":"500000"}]


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