TERMS AND CONDITIONS
In order to access this section of the website or download the admission document available in this section, you must read and accept the information and conditions given below. By accessing this section of the website, you agree to be subject to the terms and conditions hereafter, which may be modified or updated (and, for this reason, must be read in full every time you access them). The admission document published in this section of the website ("Admission Document") has been drawn up in compliance with the AIM Italia issuer regulation, multilateral trading system organized and managed by Borsa Italiana S.p.A. (respectively, the "AIM Italia" and the "AIM Issuers Regulation"), for the purpose of admission of ordinary shares and warrants called "Warrants OSAI A.S. S.p.A. 2020-2025 "(the" Market Warrants ") on AIM Italia. The offer of financial instruments included in the Admission Document, the transaction described therein and any other information contained therein do not constitute a "public offer", as defined by Legislative Decree 24 February 1998, no. 58 (the "TUF"), and, therefore, it is not necessary to draw up a prospectus according to the formats provided for by the Commission Delegated Regulation (EU) 2019/980, of March 14, 2019, which supplements the Regulation (EU) 2017 / 1129 of the Parliament and the Council. Therefore, the Admission Document does not constitute a prospectus and its publication must not be authorized by CONSOB pursuant to Regulation (EU) 2017/1129 or any other rule or regulation governing the preparation and publication of information prospectuses pursuant to articles 94 and 113 of TUF, including the issuer regulation adopted by CONSOB with resolution no. 11971 of May 14, 1999, as subsequently amended and supplemented. The information contained in this section of the website is disseminated in compliance with articles 17 and 26 of the AIM Issuers' Regulation.
This section of the website, the Admission Document and any other information contained in the following pages are accessible only by persons who: (i) are resident in Italy and who are not domiciled or currently located in the United States of America, Australia, Japan, Canada, as well as in any other country where the dissemination of the Admission Document and / or such information requires the approval of the competent local Authorities or is in violation of local laws or regulations ("Other Countries"); and (ii) are not "U.S. Person ", according to the definition contained in Regulation S of the United States Securities Act of 1933, as subsequently amended, nor are they subjects acting on their behalf or for their benefit without the existence of a specific registration or a specific exemption from registration provided pursuant to the United States Securities Act and applicable law. At the "U.S. Person "in the sense indicated above, any possibility of accessing this section of the website, temporary or permanent download, storage and / or saving of the Admission Document and any other information contained in this section of the website is precluded. The information contained in this section of the website cannot be copied or forwarded. For no reason and under no circumstances is it permitted to circulate, directly or through third parties, the Admission Document and any other information contained in this section of the website to subjects who are in the conditions referred to in points (i) and (ii) of the preceding paragraph and, in particular, in the United States, Australia, Japan, Canada or the Other Countries.
The information contained on this website (or on any other site to which this website has hypertext links) does not constitute an offer, invitation to offer or promotional activity in relation to the Financial Instruments to any citizen or person resident in the United States, in Australia, Japan, Canada or other countries. In addition, the Securities of the Company are not, and will not be, registered under the United States Securities Act of 1993, as amended, or with any regulatory authority of any state or other United States jurisdiction and may not be offered or sold in the United States or to, or for the account and benefit of, a “US Person ”, as defined below, in the absence of the aforementioned registration or express exemption from this requirement, or in Australia, Japan, Canada or in Other Countries. Regulation S of the United States Securities Act of 1933, as subsequently amended, defines which “U.S. Person “: (a) any natural person resident in the United States; (b) "partnerships" and "corporations" formed and organized under the laws in force in the United States; (c) any property whose directors or managers are a "U.S. Person “; (d) trusts whose trustee is a "U.S. Person “; (e) any agency, branch or branch of a person based in the United States; (f) non-discretionary accounts; (g) other similar accounts (except property or trust), managed or administered in trust for or for the benefit of a "U.S. Person “; (h) "partnerships" and "corporations" if (i) constituted and organized under the laws of any foreign jurisdiction; and (ii) consisting of a "U.S. Person "with the primary objective of investing in unregistered securities under the United States Securities Act of 1933, as subsequently amended, unless constituted or organized and owned by accredited investors (as defined in Rule 501 (a) of the United States Securities Act of 1933) that are not individuals, properties or trusts.
To access this section of the website, the Admission Document and any other information contained in the following pages, I declare under my full responsibility that I am resident in Italy and that I am not domiciled or currently in the United States of America, in Australia, Japan, Canada or Other Countries and that you are not a “US Person ”as defined in Regulation S of the United States Securities Act of 1933, as subsequently amended.
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The Offer is aimed at "qualified investors", as defined by art. 100 of the TUF and the combined provisions of articles 34-ter of the Issuers' Regulation and 35, paragraph 1, letter d) of the Intermediaries Regulation, as well as to other subjects in the European Economic Area (EEA), excluding Italy, who are "qualified investors "Pursuant to article 2, lett. and of Regulation (EU) 2017/1129, with the exclusion of institutional investors from Australia, Canada, Japan and the United States and any other foreign country in which the offer is not possible without authorization from the competent authorities, as well as to the public indistinct in Italy in such a way, by quantity of the offer, as to fall within the cases of exemption referred to in articles 3 of Regulation (EU) 2017/1129, 100 of the TUF and 34-ter, paragraph 01, of the Issuers' Regulation, with consequent exclusion from publication of a prospectus.
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This press release does not constitute an offer to the public of financial products in Italy pursuant to art. 1, paragraph1, lett. t), of Legislative Decree 24 February 1998 n. 58. This press release (including the information contained therein) does not constitute or form part of a public offer of financial products or a solicitation of offers topurchase financial productsand an offer to sell such products will not be made in any jurisdiction where such offer or sale is contrary to applicable law. This release does not constitute an offer to sell financial products in the United States of America, Australia, Canada and Japan and any other jurisdiction in which such offer or sale is prohibited and may not be published or distributed, directly or indirectly, in those jurisdictions. The financial products mentioned in this release have not been and will not be registered underthe United States of America Securities Act of 1933, as amended; such products may not be offered or sold in the United States of America without registration or an exemption from the application of registration obligations. The documentation relating to the Offer has not been / will not be submitted for approval by CONSOB and Borsa Italiana S.p.A.