Sodali & Co Transactions

BEFORE ACCESSING THE INFORMATION AND DOCUMENTS CONTAINED IN THIS SECTION OF THE WEBSITE, PLEASE READ AND ACCEPT TERMS AND CONDITIONS REPORTED HERE BELOW 

THE DOCUMENTS CONTAINED IN THIS SECTION ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTIONS, AMONG OTHERS THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA AND JAPAN 

With respect to the procedure of the obligation to purchase (the “Procedure”) pursuant to Art. 108, paragraph 2, of the Legislative Decree of 24 February 1998, no. 58, as subsequently amended and supplemented (the “CFA”), concerning the ordinary shares of Società Cattolica di Assicurazione S.p.A. (“Cattolica”), promoted by Assicurazioni Generali S.p.A. (the “Offeror” or “Generali”), please consider the following. 

The Procedure is promoted by Generali over the totality of the ordinary shares of Cattolica exclusively in Italy, as Cattolica shares are listed on the Euronext Milan organised and managed by Borsa Italiana S.p.A.. 

The Procedure is not and will not be made in United States of America, Canada, Japan, Australia and any other jurisdictions where making the Procedure would not be allowed without the approval by competent authorities without other requirements to be complied with by the Offeror (such jurisdictions, including United States of America, Canada, Japan and Australia, jointly, the “Other Countries”), neither by using national or international instruments of communication or commerce of the Other Countries (including, for example, postal network, fax, telex, e-mail, telephone and internet), nor through any structure of any of the Other Countries’ financial intermediaries or in any other way. 

This section of the website and the documents/information contained in this area document 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 the Other Countries.

Before the starting of the period for the presentation of the requests to sell related to the Procedure, the Offeror will publish the information document related to the Procedure, previously approved by Consob. Before joining the Procedure, the shareholders of Cattolica should read the documents concerning the Procedure pursuant to the applicable law. 

This section of the website and the documents/information contained in this area 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/information contained in this area may only be accessed in or from the United Kingdom (i) by investment professionals with experience in matters relating to investments falling within the scope of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as subsequently amended (the “Order”), or (ii) by high net worth companies and by such other persons falling within the scope of Article 49(2) paragraphs from (a) to (d) of the Order, or (iii) persons to whom the documents/informations may otherwise be lawfully communicated (jointly, the “Relevant Persons”). 

The information and documents contained in this section of the website shall not be sent, nor in any way transmitted, or otherwise distributed, directly or indirectly, 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 the Other Countries or to a person resident, domiciliated or located in the United Kingdom who is not a Relevant Person. 

*Under my full responsibility, I hereby declare (i) not to be currently resident or in any case located in the Other Countries (as previously defined); and (ii) not to be a person who is not a Relevant Person (as previously defined) resident, domiciled or located in the United Kingdom.

Warning: the above statements have the value of self-certification pursuant to Italian Presidential Decree no. 445 of 28 December 2000. False statements and declarations are punished as criminal offences.