The Board of Directors approves the issuer statement in relation to the mandatory tender offer promoted by Salbid S.p.A. on the entirety of the outstanding ordinary shares of the Salcef Group S.p.A.
BEFORE ACCESSING THE INFORMATION AND DOCUMENTS CONTAINED IN THIS SECTION OF THE WEBSITE, PLEASE READ AND ACCEPT TERMS AND CONDITIONS REPORTED HERE BELOW.
This section of the website contains information and documents on the mandatory tender offer (the “Offer”) regarding all the ordinary shares (the “Shares”) of Salcef Group S.p.A. (“Salcef” or the “Company”), launched by Salbid S.p.A. (“Salbid” or the “Offeror”), pursuant to articles 102, 106, first paragraph and third paragraph, lett. a) and 109, of the Legislative Decree 58/1998 (“TUF”). The Offer is not subject to any condition and is addressed, indiscriminately and on equal terms, to all holders of the Shares and will be promoted on the Italian market only.
The Offer has not been and will not be made, directly or indirectly, in the United States (i.e., addressed to “U.S. Persons”, as defined under the U.S. Securities Act del 1933 as amended), Canada, Japan, Australia and any other jurisdictions other than Italy where making the Offer or tendering therein would not be in compliance with the securities or other laws or regulations of such jurisdiction or would require any registration, approval or filing with any regulatory authority or any other obligation by the Offeror (such jurisdictions, including the United States, Canada, Japan and Australia are referred to as the “Other Countries”). The Offer has not been and will not be made by using national or international instruments of communication or commerce of the Other Countries (including, by way of illustration, the postal network, fax, telex, e-mail, telephone and internet), through any structure of any of the Other Countries’ financial intermediaries or in any other way.
The Offer is and will be made through the publication, by the Offeror, of the offer document previously approved by CONSOB, provided that the Offer document will not constitute, and may not be construed as, an offer of securities to “U.S. Persons” (as defined under the U.S. Securities Act of 1933, as amended) or to residents of Other Countries. No instrument may be offered or sold in the Other Countries without specific authorisation, in accordance with the applicable provisions of the local laws of such countries or derogation from such provisions. Before joining the Offer, the shareholders of Salcef should read the documents concerning the Offer pursuant to applicable law. Acceptance of the Offer by persons residing in countries other than Italy may be subject to specific obligations or restrictions provided for by law or regulations. It is the sole responsibility of the recipients of the Offer to comply with such rules and, therefore, before accepting the Offer, to verify its existence and applicability by contacting their consultants. The Offeror shall not be held liable for the violation by any person of any of the aforesaid restrictions.
This section of the website and the documents and information contained in this area do not constitute and are not part of an offer to buy or exchange, nor of a solicitation to offer to sell or exchange, any security in any of the Other Countries and are being made available for information purposes only and accessible only to persons who are not currently domiciled or located in the Other Countries.
This section of the website and the documents and information contained in this area shall not be sent, nor in any way transmitted, or otherwise distributed, directly or indirectly, in whole or in part, in the Other Countries. Anyone receiving such documents/information shall not distribute, forward or send them (neither by postal service nor by using national or international instruments of communication or commerce), in whole or in part, in the Other Countries.
Under my full responsibility, I hereby declare not to be currently resident or in any case located in the Other Countries (as previously defined).
I am aware that the above statements have the value of self-certification pursuant to Italian Presidential Decree no. 445 of 28 December 2000 and that false statements and declarations are punished as criminal offences.
