Public Tender Offer

Issuer's notice pursuant to Art. 103 para. 3 of the Italian Legislative Decree 58/1998 in relation to the MTO launched by Rossini Investimenti S.p.A.

Comunicato per conto di Rossini Investimenti S.p.A. ex art. 102 TUF

Comunicato per conto di Rossini Investimenti S.p.A. – Avvenuto deposito presso Consob documento d’offerta.

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Disclaimer

You must read the following disclaimer before continuing.
With reference to the mandatory totalitarian tender offer (the “Offer”), concerning the maximum No. 100,816,251 ordinary shares of Recordati S.p.A. (the “Shares”) launched – pursuant to Articles 102 and 106, paragraph 1, of the Italian Legislative Decree No. 58 of 24 February 1998, as subsequently amended – by Rossini Investimenti S.p.A. (the “Offeror”), for a consideration of Euro 27.55 for each Share, as announced by the Offeror on 6 December 2018, the following is specified.

 

The offering document relating to the Offer (the “Offering Document”) is confidential and may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever. Any forwarding, distribution or reproduction of the Offering Document, in whole or in part, is unauthorized. Failure to comply with this directive may result in a violation of the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the applicable laws of other jurisdictions. If you have gained access to this transmission contrary to any of the foregoing restrictions, you are not authorized and will not be able to purchase any of the Shares.


Nothing in this electronic transmission constitutes an offer of securities for sale in any jurisdiction where it is unlawful to do so. The Shares have not been, and will not be, registered under the Securities Act or the securities laws of any state of the United States or any other jurisdiction, and the Shares may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws.
You may not transmit the Offering Document (or any copy of it or part thereof) or disclose, whether orally or in writing, any of its contents to any other person except with our explicit consent.

Disclaimer

BEFORE ACCESSING THE INFORMATION AND DOCUMENTS CONTAINED IN THIS AREA OF THE WEBSITE, PLEASE READ AND ACCEPT TERMS AND CONDITIONS REPORTED HERE BELOW.
The information and documents contained in this area of the website are accessible only to persons who are not currently domiciled or located in the United States of America, Canada, Japan, Australia, or in any other jurisdiction in which accessing the information and documents contained in this area of the website would require the authorization of the relevant regulatory authorities (the “Other Countries”).
The information and documents contained in this area of the website may not be sent or in any other way transmitted, made available or distributed in the United States of America, Canada, Australia or Japan or any Other Countries.
This portion of the website and the information contained herein are not intended for, and must not be accessed by, or distributed or disseminated to, persons resident or physically present in the United States of America, Canada, Australia or Japan, and do not constitute an offer to sell or the solicitation of an offer to buy or acquire, any shares, rights or other securities of Recordati S.p.A. in the United States of America, Canada, Australia or Japan. The shares of Recordati S.p.A. referred to in this portion of the website have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States of America absent registration or an applicable exemption from registration thereunder.
In order to access the information and documents contained in this area of the website I declare under my personal liability that I am not currently resident, domiciled or located in the United States of America, Canada, Japan or Australia, or situated in any Other Country and I have fully understood and accepted the limitations reported above.

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INFORMATION ON PERSONAL DATA PROTECTION PURSUANT TO ARTICLE 13 OF LEGISLATIVE DECREE NO. 196/2003

The personal data that you provide by compiling this form will be used by Recordati Industria Chimica e Farmaceutica S.p.A. (“Recordati”) – the “Data Controller” – solely for performing activities connected with the provision of the email alert service and it will be processed manually, by computer and via the internet in a manner that will guarantee its security and confidentiality. It is not compulsory for you to give your data, however, if you refuse to allow it to be processed, then it will be impossible for Recordati to provide you with the above-mentioned service. Your personal data may be passed on to other companies that belong to the RECORDATI Group or to associate companies of the Group and to third parties that Recordati uses to provide the service to you.

 

In any event we assure you that your data will be processed solely for the above purposes and using the above methods.

 

The company Tech Style S.r.l. has been appointed as external Data Processor in accordance with Art. 29 of the Privacy Code, because it has been engaged to maintain the technological part of the website. The Director of Investor Relations and Corporate Communication of Recordati S.p.a. has been appointed as internal Data Processor of Recordati in accordance with article 29 of the Privacy Code.

 

A data subject shall have the right to obtain at any moment confirmation of whether or not data is held on him/her, to know its content and origin, to check its accuracy or to ask for it to be added to, updated or rectified (article 7 of the Privacy Code).

 

Requests must be sent to the Data Processor of Recordati:
   by email, to the address: ;
   or by ordinary mail to Recordati Industria Chimica e Farmaceutica S.p.A. – Director of Investor Relations and Corporate Communications – 1 Via Civitali – 20148 Milan.

 

In accordance with article 23 of Legislative Decree No. 196/03 on personal data protection, having read the above information, I hereby authorise Recordati S.p.A. to process my personal data for the purposes set out in that same information. I am aware that if I refuse, Recordati will not be able to enable its email alert service for me.

 

Subsequent withdrawal of consent to the data processing mentioned in the preceding paragraph will result in the cancellation of the subscription request or cancellation of the subscription to the email alert service.