OPA

OPA volontaria comunicato 102 Fin Posillipo S.p.A.

DISCLAIMER

PLEASE READ CAREFULLY THE FOLLOWING RESTRICTIONS AND CONDITIONS OF THE ACCESS TO THIS AREA OF THE WEBSITE

 

Please find below important information in relation to the public tender offer (“Offer”) announced by Fin Posillipo S.p.A. and that will be launched through a newly established company whose share capital will be indirectly held by Fin Posillipo S.p.A. (“Offeror”) for all the outstanding ordinary shares of Pierrel S.p.A. (“Issuer”).

 

The Issuer’s shares are traded on Euronext Milan organized and managed by Borsa Italiana S.p.A. The documents concerning the Offer are published on the Issuer’s website for informative purposes only and such publication does not by any means constitute a solicitation to adhere to the Offer. Therefore, the information included in this section of the website does not represent nor does it intend to represent an offer, invitation or solicitation to buy or otherwise acquire, subscribe, sell or otherwise dispose of financial instruments.

 

The Offer is being launched exclusively in Italy and it is subject to the disclosure and procedural requirements provided for by Italian law and is being addressed indistinctly, under the same conditions to all the owners of the Issuer’s shares.

 

The Offer will be launched by means of the publication of an offer document subject to the approval of the Commissione Nazionale per le Società e la Borsa (CONSOB) (the “Offer Document”). The Offer Document will contain the full description of the terms and conditions of the Offer, including the terms of acceptance, that the Issuer’s shareholders should carefully examine.

 

The Offer is not and it shall not be promoted or distributed, directly or indirectly, in the United States of America (or addressed to U.S. Persons, as defined by the U.S. Securities Act dated 1933, as subsequently amended), Canada, Japan, Australia and any other country in which the Offer is not allowed without specific authorizations by the competent authorities or other fulfilment by the Offeror (“Other Countries”), neither by using communication means or national or international commerce means (including, for example, the postal network, the fax, the telex, the e-mail, the telephone and the internet) of the Other Countries, nor through any structure of any financial intermediaries of the Other Countries, nor through any other means.

 

Copy of any document, or part of it, or information that will be published in this section of the website or any other document that the Offeror may issue in relation to the Offer is not and shall not be sent, or in any way transmitted, or distributed, directly or indirectly, in the Other Countries or to a U.S. Person, as defined by the U.S. Securities Act dated 1933, as subsequently amended, or in any or from any other country where provisions of the applicable law may give rise to civil, criminal or regulatory risks where information concerning the Offer is transmitted or made available to shareholders of the Issuer. Anyone who receives the abovementioned documents shall abstain from distributing, sending or forwarding them, by any means, to the Other Countries or to any U.S. Person, as defined by the U.S. Securities Act dated 1933, as subsequently amended, or in other countries where such conduct would constitute a violation of that country’s laws.

 

Copy of any document, or part of it, or information that will be published in this section of the website or any other document that the Offeror may issue in relation to the Offer is not and shall not be sent, or in any way transmitted, or distributed, directly or indirectly, in the Other Countries or to a U.S. Person, as defined by the U.S. Securities Act dated 1933, as subsequently amended, or in any or from any other country where provisions of the applicable law may give rise to civil, criminal or regulatory risks where information concerning the Offer is transmitted or made available to shareholders of the Issuer. Anyone who receives the abovementioned documents shall abstain from distributing, sending or forwarding them, by any means, to the Other Countries or to any U.S. Person, as defined by the U.S. Securities Act dated 1933, as subsequently amended, or in other countries where such conduct would constitute a violation of that country’s laws.

 

Any document that the Offeror may issue in relation to the Offer does not constitute and shall not be deemed to constitute an offer of financial instrument addressed to persons residing in the Other Countries or to a U.S. Person as defined by the U.S. Securities Act dated 1933, as subsequently amended. 

No financial instrument shall be offered or purchased in the Other Countries without a specific authorization pursuant to the applicable laws of such countries or a derogation from such laws, nor any sale, issue or transfer of financial instruments of the Issuer shall be made in any country in violation of the regulations applicable therein.

 

The acceptance of the Offer by persons residing in countries other than Italy may be subject to specific obligations or restrictions as provided for by the applicable laws and regulations. It is the sole responsibility of the recipients of this Offer to comply with such laws and regulations and, therefore, to verify the existence and applicability of any such provisions prior to accepting the Offer, by consulting on their own advisors. 

 

Anyone who intends to access this section of the website, view the Offer Document and the other documents contained therein, must read carefully and be fully aware of the information reported above.

 

By selecting the button “ACCEPT”, the user represents and warrant that (s)he is not a U.S. Person nor (s)he is physically located or resident in the United States of America, Canada, Japan, Australia nor in the Other Countries and warrants that (s)he has fully read, understood, accepted and agree to abide by all of the above limitations. 

 

Warning: the above statements have the value of self-certification pursuant to Italian Presidential Decree no. 445 of 28 December 2000. False statements and declarations are punished as criminal offences.