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The share capital of DIGITAL360 S.p.A. subscribed and paid in is equal to Euro 2.055.034,60, consisting of n. 20.550.346 ordinary shares. The following table illustrates the composition of the shareholding structure with an indication of the shareholders with a stake in the share capital greater than 4.0%:
|Alessandro Giuseppe Perego||2.071.095||10,1%|
|Other shareholders <4.0%||4.959.002||24,1%|
Pursuant to the Euronext Growth Milan Rules, anyone who holds at least 5% of a class of financial instruments of DIGITAL360 S.p.A. is a “Significant Shareholder”.
The crossing of the 5% threshold and the reaching or exceeding of the thresholds of 5%, 10%, 15%, 20%, 25%, 30%, 35%, 40%, 45%, 50%, 66.6%, 75%, 90% and 95% constitute a “Substantial Change” that must be communicated by the Significant Shareholders to DIGITAL360 S.p.A..
For this purpose, within 5 trading days, starting from the day in which the transaction that caused the Substantial Change was carried out, the Significant Shareholder must communicate to DIGITAL360 S.p.A:
The communication may be made using the attached form, sent in advance by e-mail to firstname.lastname@example.org and then sent in original by registered mail to: DIGITAL360 S.p.A., Via Copernico 38 20125 Milan, Italy.
In order to access this website and the admission document, you must read and accept the information below, which you must consider carefully before reading, accessing or otherwise using the information provided below. By accessing this website, you agree to be subject to the terms and conditions set out below and any subsequent updates thereof.
The Admission Document set out in this section of the website (the “Admission Document”) is an Admission Document to Euronext Growth Milan, a multilateral trading system organised and managed by Borsa Italiana S.p.A., of the shares (the “Shares”) and convertible bonds (“Convertible Bonds”) of DIGITAL360 S.p.A. (the “Company”) and is a part of the Admission Document. (the “Company”) and has been prepared in accordance with the Euronext Growth Milan issuers’ regulations (“Euronext Growth Milan Issuers’ Regulations”). The Admission Document and the transaction described therein do not constitute an offer of financial instruments to the public or an admission of financial instruments to a regulated market as defined by the Consolidated Law on Finance, by Consob Regulation No. 11971 of 14 May 1999, as subsequently amended and supplemented, and by the equivalent legal and regulatory provisions applicable abroad. The information contained in this section of the website is disseminated in application of Articles 17 and 26 of the Euronext Growth Milan Regulation on Issuers.
The following information and the Admission Document are accessible only to persons who (a) are resident in Italy and are not currently domiciled or otherwise located in the United States of America, Australia, Japan, Canada or any other country in which the dissemination of the Admission Document and/or such information requires the approval of the competent local authorities or is in violation of local rules or regulations (“Other Countries”) and (b) are not “U. S. Persons” as defined in Article 17 of the Aim Issuers’ Regulations. S. Person” as defined in Regulation S of the United States Securities Act of 1933, as amended, nor are they persons acting on their behalf or for their benefit without the existence of a special registration or specific exemption from registration under the United States Securities Act and applicable law.
A “U.S. Person” as defined above is precluded from accessing and downloading the Admission Document through this website. For no reason and under no circumstances is it permitted to circulate, directly or through third parties, the Admission Document and any other information contained in this section of the website outside Italy, in particular in the United States, in Australia, in Japan, in Canada or in the Other Countries, nor is it permitted to distribute the Admission Document to a “U.S. Person” in the sense indicated above. Failure to do so may result in a violation of the United States Securities Act or applicable law in other jurisdictions.
The information contained in this website (or in any other website with which this website has hypertext links) does not constitute an offer, invitation to offer or promotional activity in relation to shares in any citizen or entity residing in Canada, Australia, Japan or in the United States of America or in any other country in which such acts are not permitted in the absence of specific exemptions or authorisations from the competent authorities. The shares and convertible debentures are not and will not be registered under the United States Securities Act of 1933, as amended or with any regulatory authority of any state or other jurisdiction of the United States of America and may not be offered or sold in the United States of America or to, or for the account or benefit of, a U.S. Person, as defined above, in the absence of such registration or express exemption from such requirement or in any other country where the offer of shares is restricted under applicable law.
In order to access this web site, the Admission Document and any other information contained in the following pages, I declare under my full responsibility that I am a resident of Italy and that I am not currently domiciled or located in the United States of America, Australia, Japan, Canada or the Other Countries and that I am not a “U.S. Person” as defined in Regulation S of the United States Securities Act of 1933, as subsequently amended. I confirm that I have read and agree to the above conditions.
I confirm that I have read and agree to the above terms and conditions
DIGITAL360 for the transmission and storage of the Regulated Information uses the transmission system E-MARKET SDIR and the storage device E-MARKET STORAGE which can be consulted on the website www.emarketstorage.com and are managed by Teleborsa S.r.l. , with registered office in Rome, at 4 Piazza Priscilla, as per CONSOB authorization and resolutions n. 22517 and 22518 of 23 November 2022.