Offer for Be Heard Group plc (“Be Heard”) by MSQ Partners Limited (the “Offeror”) (the “Offer”)
ACCESS TO THIS AREA OF THE WEBSITE (“MICROSITE”) MAY BE RESTRICTED UNDER SECURITIES LAWS OR REGULATIONS IN CERTAIN JURISDICTIONS. THIS NOTICE REQUIRES YOU TO CONFIRM CERTAIN MATTERS (INCLUDING THAT YOU ARE NOT RESIDENT IN SUCH A JURISDICTION), BEFORE YOU MAY OBTAIN ACCESS TO THE INFORMATION ON THIS MICROSITE. THESE MATERIALS ARE NOT DIRECTED AT OR TO BE ACCESSED BY PERSONS RESIDENT IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH CONSENT OR OTHER FORMALITY WHICH BE HEARD REGARDS AS UNDULY ONEROUS.
You are attempting to access this Microsite, which is designated for the publication of documents and information in connection with the Offer.
Please read this notice carefully – it applies to all persons who view this Microsite. The disclaimer set out below may be altered or updated from time to time. You should read it in full each time you visit the Microsite.
This Microsite contains electronic versions of materials relating to the Offer. The materials you are seeking to access are made available in good faith and for information purposes only and are subject to the terms and conditions set out below. Any person seeking to access this Microsite represents and warrants to Be Heard that they are doing so for information purposes only.
To allow you to view this Microsite, you must read this notice and then click “ACCEPT”. If you are unable to agree, you should click “DECLINE” and you will not be able to view the Microsite.
Nothing on, or which can be downloaded from, this Microsite constitutes an offer for sale or subscription or any solicitation for any offer to buy or subscribe for any securities in any jurisdiction.
The Offer will be made solely by means of either an offer document (if the Offer is implemented by way of a takeover offer pursuant to Part 28 of the Companies Act 2006 (the “Act”)) or a scheme document (if the Offer is to be implemented by means of a scheme of arrangement pursuant to Part 26 of the Act), which will contain the full terms and conditions of the Offer, including details on how it may be accepted. Any decision made by a Be Heard shareholder should be made solely and only on the basis of the information provided in any such documents.
Viewing the materials you are seeking to access may be restricted under securities laws in certain jurisdictions. All persons resident outside of the United Kingdom who wish to view this Microsite must first satisfy themselves that they are not subject to any local requirements which prohibit or restrict them from doing so and should inform themselves about, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction.
These materials are not directed at persons resident in the United States, Canada, Australia or Japan or in any other jurisdiction if to do so would constitute a violation of the relevant laws or regulations of that jurisdiction.
YOU SHOULD NOT DOWNLOAD, MAIL, FORWARD, DISTRIBUTE, SEND OR SHARE THE INFORMATION OR DOCUMENTS CONTAINED ON THIS MICROSITE, IN WHOLE OR IN PART, TO ANY PERSON. IN PARTICULAR, YOU SHOULD NOT MAIL, FORWARD, DISTRIBUTE OR SEND THE INFORMATION OR DOCUMENTS CONTAINED THEREIN TO ANY JURISDICTION WHERE IT WOULD BE UNLAWFUL TO DO SO.
This Microsite contains information that has been prepared for the purposes of complying with English law and the City Code on Takeovers and Mergers (the “Code”) and the information disclosed may not be the same as that which would have been disclosed if this information had been prepared in accordance with the laws and regulations of any jurisdiction outside of England and Wales.
It is your responsibility to satisfy yourself as to the full observance of any relevant laws and regulatory requirements. If you are in any doubt, you should not continue to seek to access this Microsite.
Forward looking statements
This Microsite and the information contained in it contains certain statements which are, or may be deemed to be, forward looking statements with respect to the financial condition, results of operations and business of the Offeror and Be Heard and certain plans and objectives of the boards of directors of the Offeror and Be Heard. These forward looking statements can be identified by the fact that they do not relate to historical or current facts. Forward looking statements often use words such as “anticipate”, “target”, “expect”, “estimate”, “intend”, “plan”, “goal”, “believe”, “will”, “may”, “should”, “would”, “could” or other words of similar meaning. These statements are based on assumptions and assessments made by the boards of directors of the Offeror and Be Heard in the light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe appropriate. By their nature, forward looking statements involve risk and uncertainty and the factors described in the context of such forward looking statements could cause actual results and developments to differ materially from those expressed in or implied by such forward looking statements.
Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this Microsite and the information contained herein. Except as required by applicable law or regulation, Be Heard assumes no obligation to update or correct the information contained in this Microsite and the information contained herein.
In relation to any materials accessible on this Microsite please note any statement of responsibility contained therein.
The documents included in this Microsite issued or published by Be Heard speak only at the specified date of the relevant document and Be Heard has, and accepts, no responsibility or duty to update or revise such documents.
In relation to any such announcements or other materials issued or published by any third party, or which relate to any third party, that are accessible on this Microsite, the only responsibility accepted by Be Heard and its directors is for the correctness and fairness of its reproduction.
Neither the directors of Be Heard, nor Be Heard, nor any of their affiliated companies, have reviewed, and no such person is or shall be responsible for or accepts any liability in respect of, any information contained on any other website which may be linked to or from this Microsite.
This notice shall be governed by, and interpreted in accordance with, English law.
Confirmation of understanding and acceptance
- I have read and understood the disclaimer set out above and I agree to be bound by its terms.
- I am not (nor do I act on behalf of someone who is) resident in any jurisdiction that considers the accessing of the materials on this Microsite or any part of it unlawful.
- I will not print, download, or otherwise seek to copy, mail, forward, distribute or send any of the materials on this Microsite, in whole or in part, to any other person at any time.
- I represent and warrant to Be Heard that I intend to access this Microsite for information purposes only.
If you are not able to give these confirmations, you should click on DECLINE below.Accept Decline