[6-K] Brera Holdings PLC Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Brera Holdings PLC has announced a significant divestment of its volleyball operations through a Private Agreement dated June 17, 2025. The company will sell its entire 48.94% stake in UYBA SSDARL to Dr. Mattia Moro for a nominal sum of €1.00.

Key terms of the agreement include:

• Termination of the Advertising Concession Agreement between Brera Milano SRL and UYBA, with Brera Holdings to pay €175,000 to UYBA
• Transfer of ownership shares to be completed by June 27, 2025
• Resignation of five Company-appointed directors from UYBA's board by June 27, 2025

This strategic move represents a complete exit from the UYBA investment, with Dr. Giuseppe Pirola, the Company's director and Head of Volleyball Operations, also party to the agreement. The transaction signifies a notable shift in Brera Holdings' portfolio structure and operational focus.

Positive

• None.

Negative

• Company is divesting its 48.94% stake in UYBA for a nominal amount of €1.00, indicating a complete write-off of this investment
• Company must pay €175,000 to terminate the Advertising Concession Agreement with UYBA, representing an additional cost
• Loss of five board director positions in UYBA, reducing the company's strategic influence in the volleyball sector

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of June, 2025.

 

Commission File Number 001-41606

 

 

 

BRERA HOLDINGS PLC

(Translation of registrant’s name into English)

 

 

 

Connaught House, 5th Floor

One Burlington Road

Dublin 4

D04 C5Y6

Ireland

(Address of principal executive office)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F ☒       Form 40-F ☐

 

 

 

 

 

 

Entry into Private Agreement

 

On June 17, 2025, Brera Holdings PLC, a public limited company incorporated in the Republic of Ireland (the “Company”), entered into a private agreement (the “Private Agreement”) with Brera Milano SRL, the Company’s wholly-owned subsidiary (“Brera Milano”), UYBA SSDARL, the Company’s 48.94% subsidiary (“UYBA”), Dr. Giuseppe Pirola, a shareholder of UYBA and the Company’s director and Head of Volleyball Operations (“Pirola”), and Dr. Mattia Moro, a shareholder of UYBA (“Moro”), relating to the sale of all the Company’s 48.94% stake in UYBA to Moro and the termination of the advertising concession agreement (the “Advertising Concession Agreement”) between Brera Milano and UYBA.

 

Pursuant to the Private Agreement, among other things, (i) the Advertising Concession Agreement will be terminated and no longer in effect in exchange for a payment of €175,000 from the Company to UYBA, (ii) the Company will sell Moro its ownership share of UYBA representing 48.94% of UYBA’s total share capital for €1.00 and enter into the definitive share transfer agreement by June 27, 2025, and (iii) the five directors appointed to UYBA’s board of directors by the Company will resign by June 27, 2025.

 

The Private Agreement is filed as Exhibit 1.1 to this report on Form 6-K, and this description of the Private Agreement is qualified in its entirety by reference to such exhibit.

 

Exhibit No.	 	Description
1.1	 	Private Agreement, dated June 17, 2025, by and among Brera Milano SRL, Brera Holdings PLC, UYBA SSDARL, Dr. Giuseppe Pirola, and Dr. Mattia Moro

 

 

1

 

 

SIGNATURES 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: June 23, 2025	BRERA HOLDINGS PLC
 	 	 
 	By:	/s/ Pietro Bersani
 	 	Pietro Bersani
 	 	Chief Executive Officer and Chief Financial Officer

 

2

FAQ

What is the purpose of BREA's 6-K filing from June 28, 2025?

The 6-K filing discloses BREA's entry into a Private Agreement to sell its entire 48.94% stake in UYBA SSDARL to Dr. Mattia Moro and terminate the Advertising Concession Agreement between Brera Milano and UYBA.

How much is BREA selling its 48.94% stake in UYBA for?

BREA is selling its 48.94% ownership stake in UYBA to Dr. Mattia Moro for €1.00, with the definitive share transfer agreement to be completed by June 27, 2025.

What is the cost to BREA for terminating the Advertising Concession Agreement?

BREA will pay €175,000 to UYBA in exchange for terminating the Advertising Concession Agreement between Brera Milano and UYBA.

What governance changes will occur at UYBA as part of BREA's agreement?

As part of the Private Agreement, five directors appointed to UYBA's board of directors by BREA will resign by June 27, 2025.

Who are the key parties involved in BREA's Private Agreement dated June 17, 2025?

The key parties are: Brera Holdings PLC, Brera Milano SRL (BREA's wholly-owned subsidiary), UYBA SSDARL (BREA's 48.94% subsidiary), Dr. Giuseppe Pirola (UYBA shareholder and BREA's Head of Volleyball Operations), and Dr. Mattia Moro (UYBA shareholder).