Totalitarian Tender Offer by Plavisgas S.r.l.

Please read carefully the following restrictions and conditions relating to access to this section of the website.

Below are given relevant information in relation to the mandatory tender offer (the “Offer”) over the ordinary shares (the “Shares”) of Openjobmetis S.p.A. (the “Issuer”) promoted by Plavisgas S.r.l. (the “Offeror”), pursuant to Articles 102 and 106, paragraph 1, of Legislative Decree 58/1998 (“TUF”) and announced on April 29, 2024.

The Offer is promoted in Italy, as the Shares are listed exclusively on Euronext STAR Milan, Italian regulated market organized and managed by Borsa Italiana S.p.A., and is addressed, indiscriminately and on equal terms, to all the shareholders holding Shares.

The Offer is subject to the disclosure and procedural requirements pursuant to the Italian law. In particular, the Offer will be made by means of the publication of an offer document subject to the approval of the Italian “Commissione Nazionale per le Società e la Borsa – CONSOB” (the “Offer Document”). The Offer Document will contain the full description of the terms and conditions of the Offer, including the terms and conditions of acceptance.

The Offer has not been, and will no be, launched or promoted, directly or indirectly in the United States of America, Canada, Japan and Australia or any other country where such Offer would not be permitted without the authorisation of the competent authorities or without any other requirements to be complied with by the Offer, or is in violation of local law and regulations (such Country, including United States, Canada, Japan and Australia, the “Other Countries”), neither by using communication or international trade device (including, but not limited to, the postal network, fax, e-mail, telephone and internet) of the Other Countries, nor through any structure of any Other Countries’ financial intermediaries, nor in any other way. 

Copies of the Offer Document, or of part of it, as well as copies of any other document relating to the Offer, are not and will not be sent, or in any way transmitted, or otherwise distributed, directly or indirectly, in the Other Countries. Any person receiving any such documents shall not distribute, send or dispatch them (whether by post or by any other mean or device of communication or international commerce) in the Other Countries. Any acceptances of the Offer resulting from solicitation activities carried out in violation of the above limitations will not be accepted. 

Tendering in the Offer by parties residing in jurisdictions other than Italy may be subject to specific obligations or restrictions imposed by applicable legal or regulatory provisions of such jurisdictions. Recipients of the Offer are solely responsible for complying with such laws and, therefore, before tendering in the Offer, they are responsible for verifying whether such laws exist and are applicable by relying on their own counsel or other advisors. The Offeror shall not be held liable for violation by any person of any of the above limitations.

Anyone who intends to access this section of the website, view the Offer Document and any other documents published therein, should read carefully and be fully aware of the information contained therein.

Before tendering in the Offer, shareholders are advised to read carefully the Offer documentations published in accordance with applicable law.

This section of the website, as well as the documents and/or information contained herein, do not constitute nor may they be construed as an offer, an invitation or solicitation to buy or otherwise acquire, subscribe for, sell or otherwise dispose of financial instruments of the Issuer addressed to residents of the Other Countries.

By selecting the “I ACCEPT” “button” you represent and warrant - under your own and full responsibility - that you are not a U.S. Person and that you are not physically located in and do not reside in the Other Countries, and that you have read, understood and fully accept and agree to abide by all of the above limitations.

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