THE EXPRESSION “PROSPECTUS DIRECTIVE” MEANS DIRECTIVE 2003/71/EC (THIS DIRECTIVE AND AMENDMENTS THERETO, INCLUDING DIRECTIVE 2010/73/EC, TO THE EXTENT IMPLEMENTED IN THE RELEVANT MEMBER STATE, TOGETHER WITH ANY IMPLEMENTING MEASURES IN ANY MEMBER STATE).

THE COMPANY DOES NOT INTEND TO REGISTER ANY PORTION OF ANY OFFERING IN THE UNITED STATES.ĪNY OFFER OF SECURITIES IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA (“ EEA”) WHICH HAS IMPLEMENTED THE PROSPECTUS DIRECTIVE (EACH, A “ RELEVANT MEMBER STATE”), WILL BE MADE ON THE BASIS OF A PROSPECTUS APPROVED BY THE COMPETENT AUTHORITY AND PUBLISHED IN ACCORDANCE WITH THE PROSPECTUS DIRECTIVE (THE “ PERMITTED PUBLIC OFFER”) AND/OR PURSUANT TO AN EXEMPTION UNDER THE PROSPECTUS DIRECTIVE FROM THE REQUIREMENT TO PUBLISH A PROSPECTUS FOR OFFERS OF SECURITIES.ĪCCORDINGLY, ANY PERSON MAKING OR INTENDING TO MAKE ANY OFFER OF SECURITIES IN A RELEVANT MEMBER STATE OTHER THAN THE PERMITTED PUBLIC OFFER, MAY ONLY DO SO IN CIRCUMSTANCES IN WHICH NO OBLIGATION ARISES FOR THE COMPANY OR ANY OF THE JOINT GLOBAL COORDINATORS OR ANY OF THE MANAGERS TO PUBLISH A PROSPECTUS PURSUANT TO ARTICLE 3 OF THE PROSPECTUS DIRECTIVE OR SUPPLEMENT A PROSPECTUS PURSUANT TO ARTICLE 16 OF THE PROSPECTUS DIRECTIVE, IN EACH CASE, IN RELATION TO SUCH OFFER. PERSONS” UNLESS SUCH SECURITIES ARE REGISTERED UNDER THE SECURITIES ACT, OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT IS AVAILABLE. SECURITIES ACT OF 1933, AS AMENDED (THE “ SECURITIES ACT”), OR PURSUANT TO THE CORRESPONDING REGULATIONS IN FORCE IN THE OTHER COUNTRIES AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO “U. THE SECURITIES REFERRED TO HEREIN HAVE NOT BEEN REGISTERED AND WILL NOT BE REGISTERED IN THE UNITED STATES UNDER THE U.S. ANY PUBLIC OFFERING WILL BE CONDUCTED IN ITALY PURSUANT TO A PROSPECTUS, DULY AUTHORIZED BY CONSOB IN ACCORDANCE WITH APPLICABLE REGULATIONS. THIS WEBSITE (AND THE INFORMATION CONTAINED HEREIN) DOES NOT CONTAIN OR CONSTITUTE AN OFFER OF SECURITIES FOR SALE, OR SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR SECURITIES, IN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER COUNTRIES WHERE SUCH AN OFFER OR SOLICITATION WOULD REQUIRE THE APPROVAL OF LOCAL AUTHORITIES OR OTHERWISE BE UNLAWFUL (THE “ OTHER COUNTRIES”).

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