Not for Distribution in the United States, Canada, Australia, South Africa Or Japan
Animation – Licensing NOT FOR DISTRIBUTION IN THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA OR JAPAN This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in Australia, Canada, Japan, South Africa or in the United States. This announcement does not contain or constitute an offer of, or a solicitation of an offer to buy, securities for sale in Australia, Canada, Japan or in the United States. The securities referred to herein may not be offered or sold in the United States unless such securities are registered at the United States Securities Exchange Commission or are exempt from registration under the U.S. Securities Act of 1993, as amended (the “Securities Act”). Rainbow S.p.A. does not intend to register any portion of this offering in the United States or to conduct a public offering of the securities in the United States. Any public offering of securities to be made in the United States will be made by means of prospectus, which may be obtained from Rainbow S.p.A. and will contain detailed information about the company and its management, as well as financial statements. The securities offered in the United States will be offered exclusively to “qualified institutional buyers” (as defined under Rule 144A of the Securities Act) pursuant to Rule 144A. This announcement is for distribution only to (i) persons outside the United Kingdom, (ii) persons who 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”), or (iii) entities to whom it may otherwise lawfully be communicated under applicable laws, falling within Article 49(2)(a) to (d) of the Financial Promotion Order (all such persons together being referred to as “Relevant Persons”).
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