Brera Holdings PLC Announces Strategic Shelf Registration to Accelerate Global Football Club Acquisitions
06 February 2024 - 10:48AM
Brera Holdings PLC (“Brera Holdings”, “Brera” or the “Company”)
(Nasdaq: BREA), which one year ago became the first Italian
football team to IPO on Nasdaq in order to bring multi-club
ownership to investors worldwide, announces it has filed a Form F-3
shelf registration statement (the “F-3”) with the U.S. Securities
and Exchange Commission (“SEC”). In a bold move to fuel its global
expansion and acquisition strategy, this proactive step underscores
Brera's commitment to leveraging the capital markets to support its
vision of acquiring and integrating football teams around the
world, enhancing value for its shareholders, and fostering
international development of the sport.
While Brera's current market capitalization subjects it to the
"baby shelf" provision, limiting its current capital raising under
the F-3, once cleared by the SEC, to one-third of its non-affiliate
aggregate worldwide market value, the Company views this as a
strategic advantage. This limitation not only ensures a careful,
measured approach to fundraising but also highlights Brera's
prudent financial management and commitment to sustainable growth.
By securing the applied-for $100 million shelf registration, Brera
positions itself to act swiftly and decisively as opportunities
arise, allowing for immediate and ongoing access to permanent
growth capital within the regulatory guidelines.
"Even considering the allowable parameters, we see this as a
tremendous opportunity to strategically pace our growth and ensure
that each acquisition aligns perfectly with our long-term vision,"
said Pierre Galoppi, CEO of Brera Holdings.
The F-3 shelf registration provides the Company with the
flexibility to issue securities in the future, based on favorable
market conditions, without the need for an immediate SEC clearance
for each particular capital raise. This approach allows Brera to
minimize dilution for existing shareholders while pursuing its
ambitious agenda of expanding its footprint in the global football
landscape.
As Brera continues to pioneer the concept of multi-club
ownership, this shelf registration underlines its commitment to
transparency, regulatory compliance, and strategic growth.
ABOUT BRERA HOLDINGS PLC
Brera Holdings PLC (Nasdaq: BREA) is focused on expanding its
social impact football (American soccer) business by developing a
global portfolio of emerging football and other sports clubs with
increased opportunities to earn tournament prizes, gain
sponsorships, and provide other professional football- and
sports-related consulting services.
The Company seeks to build on the legacy and brand of Brera FC,
the first football club that was acquired by the Company in 2022.
Brera FC, known as "The Third Team of Milan," is an amateur
football association which has been building an alternative
football legacy since its founding in 2000. The Company owns the
trademarked FENIX Trophy Tournament, a non-professional
pan-European football competition recognized by UEFA, inaugurated
in September 2021 and organized by Brera FC. "FENIX" is an acronym
for "Friendly European Non-professional Innovative Xenial." BBC
Sport has called the FENIX Trophy "the Champions League for
amateurs," and Brera FC hosted the 2023 finals at Milan's legendary
San Siro Stadium. In October 2022, the Internet Marketing
Association at its IMPACT 22 Conference named Brera FC as its award
recipient for "Social Impact Through Soccer," recognizing the
Company's focus at an international level with this
distinction.
In March 2023, the Company expanded to Africa with the
establishment of Brera Tchumene FC, a team then admitted to the
Second Division League in Mozambique, a country of nearly 32
million people. Brera Tchumene FC won its post-season tournament
and in November 2023 was promoted to Mocambola, the First Division
in Mozambique. In April 2023, the Company acquired 90% of the
European first division football team Fudbalski Klub Akademija
Pandev in North Macedonia, a country with participation rights in
two major Union of European Football Association ("UEFA")
competitions.
In June 2023, Brera acquired a strategic stake in Manchester
United PLC. In July 2023, the Company completed the acquisition of
a majority ownership in the Italian Serie A1 women's professional
volleyball team UYBA Volley S.s.d.a.r.l. In September 2023, the
Company assumed control of Bayanzurkh Sporting Ilch FC, a team in
the Mongolian National Premier League, which will become Brera Ilch
FC when the football season resumes in March 2024. In January 2024,
the Company announced the launch of a proactive search for an
Italian Serie B football club target designed to bring multi-club
ownership of the highest tiers of professional sports ownership to
mass investors through the Company's Nasdaq-listed shares. The
Company is focused on bottom-up value creation from undervalued
sports clubs and talent, innovation-powered business growth, and
socially-impactful outcomes. See www.breraholdings.com
Cautionary Note Regarding Forward-Looking
Statements
This press release contains forward-looking statements that are
subject to various risks and uncertainties. Such statements include
statements regarding the Company's ability to grow its business and
other statements that are not historical facts, including
statements which may be accompanied by the words "intends," "may,"
"will," "plans," "expects," "anticipates," "projects," "predicts,"
"estimates," "aims," "believes," "hopes," "potential" or similar
words. Actual results could differ materially from those described
in these forward-looking statements due to a number of factors,
including without limitation, the Company's ability to continue as
a going concern, the popularity and/or competitive success of the
Company's acquired football and other sports teams, the Company's
ability to attract players and staff for acquired clubs,
unsuccessful acquisitions or other strategic transactions, the
possibility of a decline in the popularity of football or other
sports, the Company's ability to expand its fanbase, sponsors and
commercial partners, general economic conditions, and other risk
factors detailed in the Company's filings with the SEC. The
forward-looking statements contained in this press release are made
as of the date of this press release, and the Company does not
undertake any responsibility to update such forward-looking
statements except in accordance with applicable law.
CONTACT INFORMATION:
FOR MEDIA AND INVESTOR RELATIONSPierre Galoppi, Chief Executive
OfficerBrera Holdings PLCpierre@breraholdings.com
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