Website disclaimer
IMPORTANT: You must read the following disclaimer before continuing.
ELECTRONIC VERSIONS OF THE INFORMATION AND MATERIALS (THE “INFORMATION AND MATERIALS“) YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBSITE BY AVACTA GROUP PLC IN GOOD FAITH AND ARE FOR INFORMATION PURPOSES ONLY.
ACCESSING THIS AREA OF THE WEBSITE FROM CERTAIN JURISDICTIONS MAY BE RESTRICTED BY LAW OR REGULATION, AND PERSONS INTENDING TO ACCESS THIS WEBSITE SHOULD INFORM THEMSELVES ABOUT, AND OBSERVE, ANY SUCH RESTRICTIONS. BY ACCESSING THIS WEBSITE, YOU REPRESENT THAT YOU ARE A PERSON WHO IS PERMITTED UNDER APPLICABLE LAW TO RECEIVE INFORMATION AND MATERIALS OF THE KIND CONTAINED ON THIS AREA OF THE WEBSITE.
THE INFORMATION AND MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS IN AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE EXTENSION OF AVAILABILITY OF THE INFORMATION AND MATERIALS TO WHICH YOU ARE SEEKING ACCESS WOULD BE UNLAWFUL (“EXCLUDED TERRITORIES“). IN THE UNITED STATES, THE INFORMATION AND MATERIALS ARE ONLY DIRECTED AT AND ARE ACCESSIBLE BY PERSONS THAT ARE “QUALIFIED INSTITUTIONAL BUYERS” (AS DEFINED IN RULE 144A UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT“)). THIS NOTICE REQUIRES YOU TO CONFIRM CERTAIN MATTERS (INCLUDING THAT YOU ARE NOT RESIDENT IN SUCH A JURISDICTION OR, IF YOU ARE RESIDENT IN THE UNITED STATES, THAT YOU ARE A QUALFIED INATITUTIONAL BUYER), BEFORE YOU MAY OBTAIN ACCESS TO THE INFORMATION AND MATERIALS ON THIS AREA OF THE WEBSITE.
THE INFORMATION AND MATERIALS DO NOT THEMSELVES CONSTITUTE AN OFFER TO BUY, ACQUIRE OR SUBSCRIBE FOR (OR THE SOLICITATION OF AN OFFER TO BUY, ACQUIRE OR SUBSCRIBE FOR) SECURITIES IN ANY JURISDICTION.
You are attempting to enter the area of this website that is designated for the publication of information and documents in connection with the proposed: (a) issue and placing of new ordinary shares by Avacta Group plc (the “Company“) (the “Placing Shares“) to certain institutional investors (the “Placing“); and (b) retail offer to certain persons in the UK (together the “Fundraise“). The Information and Materials are made available in good faith and for information purposes only and are subject to the terms and conditions set out below. If you would like to view this area of the website, please read this notice carefully. This notice applies to all persons who view this area of the website (and each time a person visits this area of the website) and, depending on where you are located, may affect your rights or responsibilities.
As a consequence of legal restrictions, the release, publication or distribution of information contained on this area of the website in certain jurisdictions or to certain persons may be restricted or unlawful. All persons who wish to view this area of the website must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so and should inform themselves of, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction. If you are resident or located in a jurisdiction that renders the accessing of this area of the website or parts thereof illegal, whether or not subject to making certain notifications or taking other action, you should not view this area of the website. Members of the public are not eligible to take part in the Fundraise.
The Information and Materials, in so far as they relate to the Placing, are only directed at: (a) if in a member state of the European Economic Area (the “EEA“), “qualified investors” within the meaning of Article 2(e) of Regulation (EU) No 2017/1129 (as amended) (the “Prospectus Regulation“) (“Qualified Investors“); (b) if in the United Kingdom, “qualified investors” within the meaning of Article 2(e) of the Prospectus Regulation as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 and who are also: (i) persons having professional experience in matters relating to investments who fall within the definition of “investment professional” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order“); or (ii) high net worth companies, unincorporated associations and partnerships and trustees of high value trusts as described in Article 49(2)(a) to (d) of the Order; or (iii) other persons to whom it may otherwise be lawfully communicated (all such persons together being referred to as “Relevant Persons“). The Information and Materials, in so far as they relate to the Placing, must not be acted on or relied on: (a) in any member state of the EEA, by persons who are not Qualified Investors; and (b) in the United Kingdom, by persons who are not Relevant Persons. Any investment or investment activity to which the Information and Materials, in so far as they relate to the Placing, relates is available only to: (a) in any member state of the EEA, Qualified Investors; and (b) in the United Kingdom, Relevant Persons and will be engaged in only with such persons.
The Information and Materials, in so far as they relate to the Placing, are only directed at persons in the United States that are “qualified institutional buyers” (“QIB“) (as defined in Rule 144A under the Securities Act). Any securities referred to in the Information and Materials have not been and will not be registered under the Securities Act, or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered, sold or transferred, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with the securities laws of any state or any other jurisdiction of the United States. Accordingly, the Placing Shares will be offered and sold only: (a) outside of the United States in “offshore transactions” (as such term is defined in Regulation S under the Securities Act (“Regulation S“)) pursuant to Regulation S and otherwise in accordance with applicable laws; and (b) in the United States to a limited number of QIBs who have executed and delivered to the Company, Stifel Nicolaus Europe Limited, Peel Hunt LLP, Beech Hill Securities, Inc. and Turner Pope Investments (TPI) Limited an “investor representation letter” substantially in the form provided to it, in each case, pursuant to an exemption from, or in a transaction not subject to, registration under the Securities Act. No public offering of the Placing Shares will be made in the United States or elsewhere.
The Fundraise (nor any part of it) has not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission in the United States or any US regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the Fundraise (nor any part of it), or the accuracy or adequacy of the Information and Materials. Any representation to the contrary is a criminal offence in the United States.
If you are able to give the confirmations and undertakings to the Company set out below, click on “ACCEPT”:
- I have read and understood the notices and terms and conditions set out above, agree to be bound by them and can lawfully access the Information and Materials;
- the Information and Materials are made available in good faith and for information purposes only;
- (a) I am a resident of, or located in: (i) the United Kingdom; or (ii) another jurisdiction from which accessing the Information and Materials is not unlawful and I am not acting on behalf of, or for the account or benefit of, a citizen or resident or someone located in, or a corporation, partnership or other entity created or organised in or under the laws of, an Excluded Territory; or (b) I am a QIB and if I am acting as a fiduciary or agent for one or more investor accounts: (i) each such account is a QIB; (ii) I have investment discretion with respect to each account; and (iii) I have full power and authority to make the representations, warranties, agreements and acknowledgements herein on behalf of each such account;
- I acknowledge that the Information and Materials relate to a transaction that is not subject to, or is being made pursuant to an exemption from, the registration requirements of the Securities Act; and
- I will not copy, forward, transfer or distribute any Information and Materials to any person who is a citizen or resident or someone located in, or a corporation, partnership or other entity created or organised in or under the laws of, an Excluded Territory.
By clicking “CONFIRM” below, I certify that the certifications and information provided are accurate, and that I would like to access the Information and Materials. If you are not able to give these confirmations and undertakings to the Company, you should click on “DECLINE”. In such circumstances we cannot provide you with access to the Information and Materials.
CONFIRM |
DECLINE |