Member States of the EEA
In relation to each member state of the European Economic Area (each, a “Relevant Member State”) the materials included on this webpage are only addressed to and directed at: (i) any legal entity which is a “qualified investor” within the meaning of Article 2(e) of the Prospectus Regulation (Regulation 2017/1129/EU) (“Qualified Investors”); (ii) to fewer than 150 natural or legal persons (other than Qualified Investors) per Relevant Member State, subject to obtaining the prior consent of the Underwriters (as defined below); or (iii) in any other circumstances falling within Article 1(4) of the Prospectus Regulation. Any investment or investment activity to which the materials relate is available only to the persons referenced above and will only be engaged with such persons.
No shares have been offered or will be offered to the public in that Relevant Member State prior to the publication of a prospectus in relation to the shares which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Regulation, except that an offer of shares to the public may be made in that Relevant Member State at any time to the persons referenced above, provided that no such offer of any shares shall result in a requirement for the Company or any Underwriter to publish a prospectus pursuant to Article 3 of the Prospectus Regulation or supplement a prospectus pursuant to Article 23 of the Prospectus Regulation.
For the purposes of this disclaimer, the expression an “offer to the public” in relation to the shares in any Relevant Member State means the communication in any form and by any means of sufficient information on the terms of the offer and any securities to be offered so as to enable an investor to decide to purchase or subscribe for the shares, and the expression “Prospectus Regulation” means Regulation (EU) 2017/1129.
By clicking on the “I AGREE” button, persons in a Relevant Member State represent and warrant to the Company that they fall into one of the above categories. Persons who do not fall into one of the above categories should not act or rely on the materials or any of its contents.