Share capital increase: completion the auction for the unexercised option rights

The exercise of the Unexercised Rights purchased in the auction on Euronext Milan and, therefore, the subscription of the related New Shares shall be made, subject to forfeiture, no later than 2:00 p.m. CEST on July 14, 2022.

The Unexercised Rights purchased in the auction will be made available to purchasers through authorized intermediaries members of the centralized management system of Monte Titoli S.p.A and may be exercised to subscribe the New Shares, at a price equal to Euro 1.013 per each New Share (of which Euro 0.021 to be allocated to share capital and Euro 0.992 to be allocated to share premium), at the subscription ratio of no. 95 New Shares for every n.1 Unexercised Right.

The offer, relating to n. 1,974,327,430 shares for a total countervalue of Euro 1,999,993,686.59, is guaranteed in its entirety, excluding the amount subject to the underwriting commitments of Eni S.p.A. and CDP Industria S.p.A., pursuant to an underwriting agreement dated June 21, 2022. BNP PARIBAS, Citigroup, Deutsche Bank, HSBC, Intesa Sanpaolo and UniCredit (as Joint Global Coordinators) (the “Joint Global Coordinators”), ABN AMRO, Banca Akros – Gruppo Banco BPM, Banco Santander, Barclays, BPER, Goldman Sachs International, Société Générale and Stifel (as Joint Bookrunners) (the “Joint Bookrunners” and, together with the Joint Global Coordinators, the "Underwriters") undertook to subscribe, pursuant to the terms and conditions of the underwriting agreement, any New Shares unsubscribed at the end of the Auction of Unexercised Rights for a total maximum amount of approximately Euro 1,119.5 million, equal to the difference between the total value of the Capital Increase and the value of the New Shares subject to the subscription commitment of Eni and CDP Industria.

The Company will announce the final outcome of the Capital Increase through a press release by the market opening on July 15, 2022.

Saipem S.p.A.

These materials may not be published, distributed or transmitted in the United States, Canada, Australia or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the “Securities”) of Saipem S.p.A. (the “Company”) in the United States or any other jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. The Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The Securities have not been, and will not be, registered under the Securities Act. There will be no public offer of securities in the United States.

In any Member State of the European Economic Area, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of Regulation (EU) 2017/1129, and no person that is not a qualified investor may act or rely on these materials or any of its contents.

In the United Kingdom, this communication is being distributed to and is directed only at qualified investors, within the meaning under Article 2(e) of Regulation (EU) 2017/1129 as it forms part of English law by virtue of the European Union (Withdrawal) Act 2018 as amended from time to time, who are also (i) persons who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (ii) high net worth entities, or other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order,  (all such persons together being referred to as “relevant persons”). The Securities are only available in the United Kingdom to, and any invitation, offer or agreement to purchase or otherwise acquire the Securities will be engaged in only with, the relevant persons. Any person in the United Kingdom that is not a relevant person should not act or rely on this communication or any of its contents.

Saipem is an advanced technological and engineering platform for the design, construction and operation of safe and sustainable complex infrastructure and plants. Saipem has always been oriented towards technological innovation and is currently committed, alongside its clients, on the frontline of energy transition with increasingly digitalised tools, technologies and processes that were devised from the outset with environmental sustainability in mind. It is listed on the Milan stock exchange and operates in 70 countries around the world with 32 thousand employees from 130 different nationalities.

Website: www.saipem.com

Switchboard: +39 0244231

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Contact point for retail investors

E-mail: segreteria.societaria@saipem.com