The following information does not constitute an offer to sell or a solicitation of any offer to buy any securities of Mooney Group S.p.A. (formerly, Mooney S.p.A.) (the “Company”). Securities of the Company may not be offered or sold in the United States of America (including its territories and dependencies, any State of the United States of America and the District of Columbia). Nor can they be offered or sold to, or for the account or benefit of, “U.S. Persons” (as such term is defined in Regulation S under the U.S. Securities Act of 1933, as amended – the “Securities Act”) absent registration or an exemption from registration under the Securities Act.
Additionally, in the Republic of Italy, the European Economic Area, and the United Kingdom, the offering is exclusively reserved to qualified investors, as defined below. The Company does not intend to register any portion of the offering in the United States of America, or conduct a public offering of securities of the Company in the United States of America.
The information provided on the following webpages is not intended for distribution into or within the United States of America or to U.S. Persons. This notice ensures the compliance with securities laws and regulations of the United States of America and other jurisdictions.
Please, confirm that you have read this notice entirely and accept its content. I have read the above-mentioned and confirm that:
(1) I am not in the United States of America nor a U.S. Person.
(2) If resident in Italy, I am a qualified investor as defined in Article 2, paragraph (e) Regulation (EU) 2017/1129 (the “Prospectus Regulation”), or I am otherwise exempted from the rules on offerings of securities pursuant to the Italian Securities Act and/or CONSOB Regulation No. 11971 of May 14, 1999, as amended (“CONSOB Regulation on Issuers”) and/or the Prospectus Regulation.
(3) If resident in the European Economic Area, I am a qualified investor under the Prospectus Regulation.
(4) If resident in the United Kingdom,
(i) I have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended, (the “Financial Promotion Order”).
(ii) I am a person falling within Article 49(2) (a) to (d) (high net-worth companies, unincorporated associations, etc.) of the Financial Promotion Order. OR
(iii) I am a person to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the United Kingdom Financial Services and Markets Act 2000) in connection with the issue or sale of the securities may otherwise lawfully be communicated.
