Disclaimer

In order to access the admission document / information document (the “Admission Document / Information Document”), it is necessary to read and accept the notice set out below, which the reader must carefully review before reading, accessing, using or otherwise handling in any way the information provided herein. By accessing the section of this website containing the Admission Document / Information Document, you agree to be bound by the terms and conditions set out below, which may subsequently be amended or updated and must therefore be read in full each time you access the aforementioned section of this website.

The Admission Document / Information Document has been prepared pursuant to the regulations applicable to issuers on the multilateral trading facility organized and managed by Borsa Italiana S.p.A., “Euronext Growth Milan” (the “Euronext Growth Milan Issuers’ Regulations”) as well as on the multilateral trading facility operated by Euronext Paris S.A., “Euronext Growth Paris” (the “Euronext Growth Paris Rules Book”), for the purpose of the admission of the ordinary shares and other financial instruments (the “Financial Instruments”) of Kaleon S.p.A. (the “Company”) to such multilateral trading facilities.

The Admission Document / Information Document and the transaction described therein, as well as any other information contained therein, do not constitute a ‘public offering’ of financial instruments – as defined under Legislative Decree No. 58 of February 24, 1998, as subsequently amended and supplemented (the “TUF”) – and, accordingly, it is not necessary to prepare a prospectus in accordance with the formats provided for by European Regulation No. 1129/2017 and Delegated European Regulation No. 980/2019, except as required by the Euronext Growth Milan Issuers’ Regulations and Euronext Growth Paris Rules Book.

The Admission Document / Information Document therefore does not constitute a prospectus under the aforementioned legislation and its publication is not subject to authorization by CONSOB nor Autorité des Marchés Financiers (AMF) pursuant to European Regulation No. 1129/2017 or any other law or regulation governing the preparation and publication of prospectuses pursuant to Articles 94 and 113 of the TUF, including the issuers’ regulation adopted by CONSOB with resolution No. 11971 of May 14, 1999, as subsequently amended and supplemented.

The information contained in the section of this website you are about to access is disclosed in compliance with Euronext Growth Milan Issuers’ Regulations as well as with Euronext Growth Paris Rules Book.

The information contained in the aforementioned section of this website and in the Admission Document / Information Document may not be copied or forwarded and is accessible only to persons who: (a) are residents of Italy or France and are not domiciled in, nor are currently located in, the United States of America, Australia, Japan, Canada, or any other country where the dissemination of the Admission Document / Information Document and/or of the above-mentioned information requires the approval of the competent local authorities or is in violation of local laws or regulations (the “Other Countries”), and (b) are not a “U.S. Person” as defined in Regulation S under the United States Securities Act of 1933, as subsequently amended, and are not persons acting on their behalf or for their benefit, unless such registration has been effected or a specific exemption from registration has been granted pursuant to the United States Securities Act of 1933, as subsequently amended, and the applicable regulations.

Any “U.S. Person” as defined above is not permitted to access the aforementioned section of this website, nor to download, store and/or save, whether temporarily or permanently, the Admission Document / Information Document or any other information contained in such section of this website.

For no reason and under no circumstances may the Admission Document / Information Document or any other information contained in the relevant section of this website be circulated, either directly or through third parties, outside Italy and France, in particular in the United States, Australia, Japan, Canada or the Other Countries, nor may the Admission Document / Information Document be distributed to a “U.S. Person” as defined above. Failure to comply with this provision may constitute a violation of the United States Securities Act of 1933, as amended, or of the applicable laws in other jurisdictions.

The information contained on this website (or on any other website linked to this website) does not constitute an offer, an invitation to offer, or a promotional activity relating to the Financial Instruments to any citizen or resident of Canada, Australia, Japan, the United States of America, or any of the Other Countries.

The Financial Instruments have not been 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, any “U.S. Person”, as defined above, absent such registration or an applicable exemption from such registration, or in any other countries where the offering of shares is subject to restrictions under applicable law.

Regulation S under the United States Securities Act of 1933, as amended, defines a “U.S. Person” as: (1) any natural person resident in the United States; (2) partnerships and corporations organized or incorporated under the laws of the United States; (3) any estate of which any executor or administrator is a “U.S. Person”; (4) any trust of which any trustee is a “U.S. Person”; (5) any agency, branch, or office located in the United States of a person organized or incorporated outside the United States; (6) non-discretionary accounts; (7) other similar accounts (other than estates or trusts) held by a dealer or other fiduciary for the benefit or account of a “U.S. Person”; (8) partnerships and corporations if (i) organized or incorporated under the laws of any foreign jurisdiction; and (ii) formed by a “U.S. Person” principally for the purpose of investing in securities not registered under the United States Securities Act of 1933, as amended, unless they are organized or incorporated, and owned, by accredited investors (as defined in Rule 501(a) of the United States Securities Act of 1933, as amended) who are not natural persons, estates, or trusts.

In order to access the Admission Document / Information Document and the related section of this website, as well as the Admission Document / Information Document and any other information contained in the following pages, I hereby declare, under my sole responsibility, that I am resident in Italy or France and that I am not domiciled in, nor currently 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 under the United States Securities Act of 1933, as subsequently amended.


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      Privacy Policy

      Privacy Policy pursuant to Regulation UE 679/2016

      Dear Interested Party,
      We wish to inform you that “European Regulation 2016/679 concerning the protection of natural persons with regard to the Processing of Personal Data, as well as the free circulation of said data” (referred to hereafter as “GDPR”) provides that the protection of personal data referring to persons is to be considered an individual’s fundamental right. Pursuant to article 13 of the GDPR, therefore, we must inform you of the following.

      1. Data Controller

      Kaleon S.p.A. will process your personal data, such as:
      Data gathered automatically. During the course of their normal operation, the IT systems and applications dedicated to the operation of this website record certain data (the transmission of which is implicit in the use of Internet communication protocols) potentially associated with identifiable users. Included in the data gathered are the IP addresses and domain names of the computers used by users who connect to the site, addresses in URI (Uniform Resource Identifier) notation of the resources requested, the time of the request, the method used in submitting the request to the server, the size of the file obtained in response, the numerical code indicating the status of the response given by the server (completed, error, etc.) and other parameters concerning the operating system, browser and IT environment used by the user. These data are processed for the time strictly necessary for the sole purpose of obtaining statistical information on the use of the site and to check that it is functioning properly. The conferring of said data is obligatory, as it is directly associated with the web browsing experience.
      Cookies. The web page of Kaleon S.p.A. has its own cookie policy, which can be consulted on the site at the specific item cookie policy.
      Data gathered via app (downloadable by users on Android or iOs), where used: Kaleon S.p.A. makes the Castles of Cannero app available to users, through which specific categories of data can be processed, such as

      •  technical data (device ID)
      • usage data (interaction with the app, functionality)
      • diagnostic data (for any anomalies)
      • geolocation data (subject to consent)

      2. Source of Personal Data

      The personal data are gathered through the use of contact information referring to the holder and published online. Each time you visit https://kaleon.com/, we will gather generic information on the geographical origin of visitors, on their IT systems, but this will be done strictly anonymously. All these data are included in files that are the responsibility of the staff of Kaleon S.p.A.
      We gather the personal data:

      • to allow you to communicate with our staff;
      • to create a database for consultation purposes, to which solely the staff of Kaleon S.p.A. have access.

      3. Data Controller

      The data controller is Kaleon S.p.A. with registered address at Via Borromei 1/A – 20123 Milan at the email address privacy@isoleborromee.it

      3.1 Purpose and Legal Basis of the Data Processing

      The processing of your data has your free, spontaneous and aware choice to transfer these data to the Controller through the communication channels published on the website https://kaleon.com/ as its legal basis and is carried out for the purpose of responding: to your information requests.
      The data gathered via the app (downloadable by users on Android or iOs), where used, are processed for the following purposes:

      • To supply the app and improve its functionality;
      • To provide assistance to users;
      • To send technical communications, updates and/or notifications concerning the app.

      3.2 Method of Data Processing

      The personal data provided by you will be the object of processing operations, respecting the regulations in force and the obligations of confidentiality by which the Controller’s activity is inspired. The data will be processed both using IT tools and on paper and any other type of suitable medium, respecting measures that are adequate for security pursuant to art 5, par. 1, letter F of the GDPR.

      3.3 Recipients of the Data

      Within the limits pertinent to the purposes of processing indicated, your data may be communicated to partners, consultancy companies, private companies, those named as Data Processing Supervisors by the Data Controller, either due to legal obligations or to fulfil your specific requests. Your data will not be the object of diffusion in any form. The Data Processing Supervisors and the Persons in Charge of Processing currently in office are identified precisely in the Privacy Document, which is updated periodically.

      3.4 Transfer of data Abroad

      The data gathered may not be transferred outside the European Union.

      3.5 Diffusion of Data. Data Profiling.

      The data are not subject to diffusion. The data are not subject to profiling.

      3.6 Period of Storage

      The data gathered will be stored for a period no longer than the time necessary for the purposes for which they are processed (“principle of limitation of storage”, art. 5, GDPR) or on the basis of the expiry dates provided for by the legal norms. The verification of the obsolescence of the data stored in relation to the purposes for which they have been gathered is conducted periodically.

      3.7 Rights of the Interested Party

      The interested party always has the right to ask the Controller for access to their data, for the rectification or cancellation of same, the limitation of the processing or the possibility of objecting to the processing, to request data portability, to revoke consent to the processing, asserting these rights and the other rights provided for by the GDPR, by simple communication to the Controller. The interested party may also lodge a claim with a supervisory authority or by sending an email to the address privacy@isoleborromee.it.

      3.8 Obligatory Nature or not of the Consent

      The conferring of your data is not obligatory during browsing on our website.

      3.9 Security of the Interested Party's Personal Data

      Kaleon S.p.A. hereby declares that the personal data gathered are processed in a lawful way and in accordance with propriety, that they are gathered and recorded for the purposes indicated and used in other operations that are compatible with these purposes. Kaleon S.p.A. undertakes to adopt the preventive security measures that are appropriate in order to safeguard the confidentiality, integrity, completeness and availability of the interested party’s personal data.
      The personal data are processed in paper format and/or with automated instruments, for the time necessary to achieve the purposes for which they have been gathered.
      Specific security measures are observed to prevent losses, also accidental, alterations, improper use, unlawful or unfair uses and unauthorised access. Kaleon S.p.A. is not deemed liable as regards untruthful information sent directly by the user of the site to the address privacy@isoleborromee.it (example: correctness of the email address or credit card details or postal address), and also information concerning them that has been provided by a third party, also fraudulently.

      3.10 Consultation, Modification and Cancellation of Personal Data

      As provided for by Regulation UE 679/2016, the interested party has the right to obtain the following from the Controller of the data processed at any time: confirmation of the existence of the data and the communication of same; the updating, rectification, supplementation, cancellation, transformation, as well as the blocking of data processed in violation of the law, and may object to the processing of their personal data by sending an email to privacy@isoleborromee.it.