The Admission Document was drawn up pursuant to the AIM Italia Issuers Regulation (“AIM Issuers Regulation”) for the purpose of admission of the ordinary shares (the “Financial Instruments”) of Spindox S.p.A. (the “Company”) on AIM Italia, a multilateral trading system organized and managed by Borsa Italiana S.p.A. (“AIM Italia”).
The Admission Document and the offer of Financial Instruments described therein do not constitute an offer to the public of financial instruments nor are they functional to the admission of the Financial Instruments to trading on a regulated market, as defined by Legislative Decree no. 58 of February 24, 1998 (“TUF”), by Consob regulation no. 11971 of May 14, 1999 (“Consob Issuers Regulation”), as subsequently amended and supplemented, and by the equivalent legal and regulatory provisions applicable abroad. It follows that it is not necessary to draw up an information prospectus according to the formats provided for by the Delegated Regulation (EU) no. 2019/980, except as required by the AIM Issuers’ Regulation.
Therefore, the Admission Document does not constitute an information prospectus pursuant to Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and its publication must not be authorized by Consob pursuant to the Prospectus Regulation or any other governing rule or regulation the preparation and publication of the information prospectuses pursuant to articles 94 and 113 of the TUF, including the Consob Issuers’ Regulation. The information contained in this section of the website is disseminated in compliance with articles 17 and 26 of the AIM Issuers’ Regulation.
The following information and the Admission Document are accessible only to persons who: (a) are resident in Italy and who are not domiciled or currently located in the United States of America (including the relative territories and domains, any State United States of America and the District of Columbia), Australia, Japan, Canada South Africa as well as in any other country where the disclosure of the Admission Document and / or such information requires the approval of the competent local authorities or is in violation of local rules or regulations (“Other Countries”) and (b) are not “US Person “according to the definition contained in Regulation S of the United States Securities Act of 1933, as subsequently amended (” US Person “), nor are subjects acting on their behalf or for their benefit without the existence of a specific registration or specific exemption from registration pursuant to the United States Securities Act of 1933, as subsequently amended (the “United States Securities Act”) and current legislation.
US Persons are precluded from 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 the following pages. The information contained in the following pages cannot be copied or forwarded. For no reason and under no circumstances, is it allowed to circulate, directly or through third parties, the Admission Document and any other information contained in the following pages outside of Italy, in particular in the United States, Australia, Japan, in Canada, South Africa or in the Other Countries, nor is it allowed to distribute the Admission Document to people not resident in Italy.
The information contained on this website (or on any other site with 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 Canada, Australia , Japan, South Africa or the United States or any other country where such acts are not permitted in the absence of specific exemptions or authorizations from the competent authorities.
The Securities are not and will not be registered under the United States Securities Act or with any regulatory authority of any state or other jurisdiction of the United States and may not be offered or sold in the United States or to, or for or for the benefit of, a US Person in the absence of such registration or express exemption from such requirement or in Other countries where the offer of the Securities is subject to limitations under applicable law.
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 (i) that I am resident in Italy, (ii) that I am not domiciled or that I am currently in the United States, Australia, Japan, Canada or the Other Countries and (iii) that you are not a US Person as defined in Regulation S of the United States Securities Act.