PLEASE READ CAREFULLY THE FOLLOWING RESTRICTIONS AND CONDITIONS RELATING TO ACCESS TO THIS SECTION OF THE SITE
The voluntary public tender offer in this section is promoted by 4 Side S.r.l., wholly owned by Esprinet S.p.A., on all the ordinary shares of Cellularline S.p.A.
Before the start of the Acceptance Period, as required under applicable law, the Offeror has published the Offer Document that the shareholders of Cellularline S.p.A. they are called to examine carefully.
The Offer is promoted in Italy, as the Shares are listed on Euronext STAR Milan, organized and managed by Borsa Italiana, and, except as indicated below, is subject to the disclosure obligations and procedural requirements provided for by Italian law.
The Offer is not and will not be promoted or disseminated in the United States of America (or addressed to U.S. Persons, as defined under the U.S. Securities Act of 1933, as amended), Canada Japan and Australia, as well as in any other country in which this Offer is not permitted in the absence of authorization from the competent authorities or other obligations by the Offeror (such countries, including the United States of America, Canada, Japan and Australia, collectively the "Excluded Countries"), 4Side S.r.l. Management, Coordination and Sole Shareholder Esprinet S.p.A. - Vimercate - Italy Registered office: Via Energy Park 20, 20871 Vimercate (MB) Operational and administrative office: Piazza E. Morelli 9 - 20025 Legnano (MI) Tax code and VAT number 13400090158 or using national or international communication or trade tools Excluded Countries (including, but not limited to, the postal network, fax, fax, e-mail, telephone and internet), or through any structure of any of the financial intermediaries of the Excluded Countries, or in any other way.
Partial or full copy of any document that the Offeror will issue in relation to the Offer, is not and must not be sent, or in any way transmitted, or otherwise distributed, directly or indirectly, in the Excluded Countries. Anyone who receives the aforementioned documents must not distribute, send or send them (either by post or by any other means or means of communication or trade in the Excluded Countries). Any acceptance of the Offer resulting from solicitation activities carried out in violation of the above limitations will not be accepted. Acceptance of the Offer by persons residing in countries other than Italy may be subject to specific obligations or restrictions provided for by legal or regulatory provisions. It is the sole responsibility of the recipients of the Offer to comply with these rules and, therefore, before accepting the Offer, verify their existence and applicability, by contacting their consultants. The Offeror cannot be held responsible for the violation by any person of any of the aforementioned limitations
In order to be able to access this section of the website it is necessary to read and accept the information given below, which the reader must carefully evaluate before reading, accessing or using the information provided below in any other way. When accessing this section of the website, you are accepting to be subject to the terms and conditions given below, which could be modified or updated (and, for this reason, you should read them in full each time you access them).
The prospectus published in this section of the website (the “Prospectus”) was prepared for the purpose of the admitting of ordinary shares and warrants (the “Financial Instruments”) of Cellularline S.p.A. (The “Company”) for trading on the Mercato Telematico Azionario, organised and management by Borsa Italiana S.p.A.
No other Financial Instruments are offered to the public so therefore the Information does not constitute an offering prospectus.
This section of the website, the Prospectus and any other information on the pages that follow can only be accessed b parties who: (i) resident in Italy and not domiciled or currently in the United States of America, Australia, Japan, Canada nor any other country in which the circulation of the Prospectus and/or such information requires the approval of the competent local authorities or is in breach of the local rules of regulations (“Other Countries”); and (ii) are not a “U.S. Person”, according to the definition in Regulation S of the 1993 United States Securities Act, as later amended, or parties which act on their account or to their benefit without the existence of a special registration or specific exemption from registration required by the United States Securities Act and applicable legislation.
“U.S. Persons” in the above sense are precluded from any possible access to this section of the website, downloading, temporarily or permanently storing or saving the Prospectus or any other information in this section of the website. The information in this section of the website cannot be copied or forwarded. It is not permitted, for any reason or under any circumstances, to circulate, directly or via third parties, the Prospectus or any other information in this section of the website to parties in the conditions in points (i) and (ii) of the previous paragraph and, specifically, in the United States, Australia, Japan, Canada or the Other Countries.
The information on this website does not constitute an offer, invitation to offer or promotional activity in relation to the Financial Instruments with regard to any citizen or subject resident in the United States, Australia, Japan, Canada or the Other Countries. In addition, the company’s Financial Instruments are not, neither will they be, subject to registration pursuant to the United States 1993 Securities Act, as amended, or any other regulatory authority of any state or other jurisdiction of the United States and cannot be offered or sold in the United States or on behalf of or for the benefit of a “U.S. Person”, as defined below, in the absence of the above-mentioned registration or express exemption from this registration, or in Australia, Japan, Canada or the Other Countries.
By clicking the “Accept” button I am obliged to comply with the terms, conditions and restrictions reported above and I declare my full responsibility to be resident in Italy and not be domiciled or currently find myself in the United States of America, Australia, Japan, Canada or the Other Countries and to not be a “U.S. Person” as defined in Regulation S of the United States 1993 Securities Act as later amended.
The prospectus published in this section of the website (the “Prospectus”) was prepared for the purpose of the admitting of ordinary shares and warrants (the “Financial Instruments”) of Cellularline S.p.A. (The “Company”) for trading on the Mercato Telematico Azionario, organised and management by Borsa Italiana S.p.A.
No other Financial Instruments are offered to the public so therefore the Information does not constitute an offering prospectus.
This section of the website, the Prospectus and any other information on the pages that follow can only be accessed b parties who: (i) resident in Italy and not domiciled or currently in the United States of America, Australia, Japan, Canada nor any other country in which the circulation of the Prospectus and/or such information requires the approval of the competent local authorities or is in breach of the local rules of regulations (“Other Countries”); and (ii) are not a “U.S. Person”, according to the definition in Regulation S of the 1993 United States Securities Act, as later amended, or parties which act on their account or to their benefit without the existence of a special registration or specific exemption from registration required by the United States Securities Act and applicable legislation.
“U.S. Persons” in the above sense are precluded from any possible access to this section of the website, downloading, temporarily or permanently storing or saving the Prospectus or any other information in this section of the website. The information in this section of the website cannot be copied or forwarded. It is not permitted, for any reason or under any circumstances, to circulate, directly or via third parties, the Prospectus or any other information in this section of the website to parties in the conditions in points (i) and (ii) of the previous paragraph and, specifically, in the United States, Australia, Japan, Canada or the Other Countries.
The information on this website does not constitute an offer, invitation to offer or promotional activity in relation to the Financial Instruments with regard to any citizen or subject resident in the United States, Australia, Japan, Canada or the Other Countries. In addition, the company’s Financial Instruments are not, neither will they be, subject to registration pursuant to the United States 1993 Securities Act, as amended, or any other regulatory authority of any state or other jurisdiction of the United States and cannot be offered or sold in the United States or on behalf of or for the benefit of a “U.S. Person”, as defined below, in the absence of the above-mentioned registration or express exemption from this registration, or in Australia, Japan, Canada or the Other Countries.
By clicking the “Accept” button I am obliged to comply with the terms, conditions and restrictions reported above and I declare my full responsibility to be resident in Italy and not be domiciled or currently find myself in the United States of America, Australia, Japan, Canada or the Other Countries and to not be a “U.S. Person” as defined in Regulation S of the United States 1993 Securities Act as later amended.
In order to be able to access this section of the website it is necessary to read and accept the information given below, which the reader must carefully evaluate before reading, accessing or using the information provided below in any other way. When accessing this section of the website, you are accepting to be subject to the terms and conditions given below, which could be modified or updated (and, for this reason, you should read them in full each time you access them).
The prospectus published in this section of the website (the “Prospectus”) was prepared for the purpose of the admitting of ordinary shares and warrants (the “Financial Instruments”) of Cellularline S.p.A. (The “Company”) for trading on the Mercato Telematico Azionario, organised and management by Borsa Italiana S.p.A.
No other Financial Instruments are offered to the public so therefore the Information does not constitute an offering prospectus.
This section of the website, the Prospectus and any other information on the pages that follow can only be accessed b parties who: (i) resident in Italy and not domiciled or currently in the United States of America, Australia, Japan, Canada nor any other country in which the circulation of the Prospectus and/or such information requires the approval of the competent local authorities or is in breach of the local rules of regulations (“Other Countries”); and (ii) are not a “U.S. Person”, according to the definition in Regulation S of the 1993 United States Securities Act, as later amended, or parties which act on their account or to their benefit without the existence of a special registration or specific exemption from registration required by the United States Securities Act and applicable legislation.
“U.S. Persons” in the above sense are precluded from any possible access to this section of the website, downloading, temporarily or permanently storing or saving the Prospectus or any other information in this section of the website. The information in this section of the website cannot be copied or forwarded. It is not permitted, for any reason or under any circumstances, to circulate, directly or via third parties, the Prospectus or any other information in this section of the website to parties in the conditions in points (i) and (ii) of the previous paragraph and, specifically, in the United States, Australia, Japan, Canada or the Other Countries.
The information on this website does not constitute an offer, invitation to offer or promotional activity in relation to the Financial Instruments with regard to any citizen or subject resident in the United States, Australia, Japan, Canada or the Other Countries. In addition, the company’s Financial Instruments are not, neither will they be, subject to registration pursuant to the United States 1993 Securities Act, as amended, or any other regulatory authority of any state or other jurisdiction of the United States and cannot be offered or sold in the United States or on behalf of or for the benefit of a “U.S. Person”, as defined below, in the absence of the above-mentioned registration or express exemption from this registration, or in Australia, Japan, Canada or the Other Countries.
By clicking the “Accept” button I am obliged to comply with the terms, conditions and restrictions reported above and I declare my full responsibility to be resident in Italy and not be domiciled or currently find myself in the United States of America, Australia, Japan, Canada or the Other Countries and to not be a “U.S. Person” as defined in Regulation S of the United States 1993 Securities Act as later amended.
The prospectus published in this section of the website (the “Prospectus”) was prepared for the purpose of the admitting of ordinary shares and warrants (the “Financial Instruments”) of Cellularline S.p.A. (The “Company”) for trading on the Mercato Telematico Azionario, organised and management by Borsa Italiana S.p.A.
No other Financial Instruments are offered to the public so therefore the Information does not constitute an offering prospectus.
This section of the website, the Prospectus and any other information on the pages that follow can only be accessed b parties who: (i) resident in Italy and not domiciled or currently in the United States of America, Australia, Japan, Canada nor any other country in which the circulation of the Prospectus and/or such information requires the approval of the competent local authorities or is in breach of the local rules of regulations (“Other Countries”); and (ii) are not a “U.S. Person”, according to the definition in Regulation S of the 1993 United States Securities Act, as later amended, or parties which act on their account or to their benefit without the existence of a special registration or specific exemption from registration required by the United States Securities Act and applicable legislation.
“U.S. Persons” in the above sense are precluded from any possible access to this section of the website, downloading, temporarily or permanently storing or saving the Prospectus or any other information in this section of the website. The information in this section of the website cannot be copied or forwarded. It is not permitted, for any reason or under any circumstances, to circulate, directly or via third parties, the Prospectus or any other information in this section of the website to parties in the conditions in points (i) and (ii) of the previous paragraph and, specifically, in the United States, Australia, Japan, Canada or the Other Countries.
The information on this website does not constitute an offer, invitation to offer or promotional activity in relation to the Financial Instruments with regard to any citizen or subject resident in the United States, Australia, Japan, Canada or the Other Countries. In addition, the company’s Financial Instruments are not, neither will they be, subject to registration pursuant to the United States 1993 Securities Act, as amended, or any other regulatory authority of any state or other jurisdiction of the United States and cannot be offered or sold in the United States or on behalf of or for the benefit of a “U.S. Person”, as defined below, in the absence of the above-mentioned registration or express exemption from this registration, or in Australia, Japan, Canada or the Other Countries.
By clicking the “Accept” button I am obliged to comply with the terms, conditions and restrictions reported above and I declare my full responsibility to be resident in Italy and not be domiciled or currently find myself in the United States of America, Australia, Japan, Canada or the Other Countries and to not be a “U.S. Person” as defined in Regulation S of the United States 1993 Securities Act as later amended.
Crescita S.p.A. (“Crescita”), an Italian SPAC listed on AIM Italia – Alternative Investment Market – organised and managed by Borsa Italiana S.p.A. (“AIM Italia”), changed its company name to Cellularline S.p.A. Following the merger by incorporation of Ginetta S.p.A., the sole shareholder of Cellular Italia S.p.A., and Cellular Italia S.p.A. operating under the Cellularline brand. The merger came into effect on 4 June 2018.