Electra Private Equity PLC Formal Sale Process

STRATEGIC REVIEW BY AND POSSIBLE OFFER FOR ELECTRA PRIVATE EQUITY PLC (THE “COMPANY” OR “ELECTRA”)

ACCESS TO THIS MICROSITE MAY BE RESTRICTED UNDER SECURITIES LAWS 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. THE INFORMATION IS NOT DIRECTED AT, AND IS NOT INTENDED TO BE ACCESSIBLE BY, PERSONS RESIDENT IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE LAWS OF THAT JURISDICTION (A “RESTRICTED JURISICTION”).

This Microsite contains announcements, documents and other information (together, the “Information”) published by Electra in connection with its strategic review (and the possible offer for it) (the “Strategic Review”) in compliance with the City Code on Takeovers and Mergers (the “Code”). The Information contained in this Microsite is being made available in good faith and for information purposes only and is subject to the terms and conditions set out below.  There can be no certainty that any proposal will be forthcoming or that any offer or transaction will proceed or as to the terms of any such offer or transaction, should one proceed.

The Information contained in this Microsite does not constitute an offer to sell or otherwise dispose of, or any invitation or solicitation of, any offer to purchase or subscribe for any securities pursuant to the Strategic Review or otherwise in any jurisdiction in which such offer or solicitation is unlawful.

Please read this notice carefully – it applies to all persons who view the Microsite to access Information and, depending on who you are and where you live, it may affect your rights. This notice and the Information contained in this Microsite may be altered or updated from time to time, and should be read carefully each time you visit this Microsite. The Information speaks only at the date of the relevant information reproduced on this Microsite. Electra does not have, and does not accept, any responsibility or duty to update any such Information and reserves the right to add to, remove or amend any Information reproduced on this Microsite at any time and at its absolute discretion.

Any offer, if made, would be solely by means of a scheme document or offer document which would contain the full terms and conditions of the offer, including details on how it may be accepted.  Any decision made in relation to any offer should be made solely on the basis of the information provided in any such document.

Access to the Information

You are attempting to enter this Microsite which is designated for the publication of documents and information in connection with the Strategic Review.

Please read this notice carefully.  It applies to all persons who view this Microsite and, depending on who you are and where you live, it may affect your rights or responsibilities.  This notice and the information contained in it may be altered or updated from time to time and should be read in full carefully each time you visit this Microsite.

This Microsite contains electronic versions of materials relating to the Strategic Review.  The materials you are seeking to access are made available by Electra in good faith and for information purposes only and are subject to the terms and conditions set out below. 

Overseas persons

The Information is not for publication or distribution, directly or indirectly, in or into any Restricted Jurisdiction, and the availability of such Information (and any related offer) to shareholders who are resident in, or citizens or nationals of, jurisdictions outside the United Kingdom, or to agents, nominees, custodians or trustees for such persons, may be affected by the laws of the relevant jurisdictions. If you are not resident in, or a citizen or national of, a Restricted Jurisdiction, you may access the Information contained in this Microsite but you must first inform yourself about and observe any applicable legal requirements of your jurisdiction.

Electra’s shares have not been, and are not intended to be, registered under US Securities Act 1933, and any offer for the Company would not be made, directly or indirectly, in or into, a Restricted Jurisdiction and any such offer would not be capable of acceptance from or within a Restricted Jurisdiction except pursuant to an applicable exemption.

If you are not permitted to view the Information contained in this Microsite, or viewing such information would result in a breach of the above, or if you are in any doubt as to whether you are permitted to view such information, please exit this web page or click the “decline” button below and seek independent advice. Neither Electra nor any of its advisers, assumes any responsibility for any violation by any person of any of these restrictions.

By choosing the “Accept” option, you represent that you are not located or resident in a Restricted Jurisdiction and that the Company is lawfully entitled to make the content of any communication or document in relation to the Strategic Review available to you under applicable securities laws. If you are not permitted to view the information on the Microsite, or viewing the information would result in a breach of the above, or if you are unable to give this representation, please exit this page and do not view the content of any communication or document in relation to the Strategic Review.

Forward-looking statements

Certain Information contained in this Microsite, including information included or incorporated by reference into such Information, contains statements which are, or may be deemed to be, “forward-looking statements” which are prospective in nature. These forward-looking statements can be identified by the fact that they do not relate to historical or current facts. Forward-looking statements also often use words such as "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "hope", "aims", "continue", "will", "may", "should", "would", "could", or other words of similar meaning. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties, assumptions and other factors that could cause actual results to differ materially from those expressed in any such forward-looking statements..

There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements.  Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are changes in the global, political, economic, business and competitive environments, market and regulatory forces, future exchange and interest rates, changes in tax rates, and future business combinations or dispositions.

THE INFORMATION CONTAINED IN THIS MICROSITE MAY NOT BE DOWNLOADED, FORWARDED, TRANSMITTED OR SHARED WITH ANY OTHER PERSON EITHER IN WHOLE OR IN PART WHERE TO DO SO WOULD OR MAY CONSTITUTE A BREACH OF ANY APPLICABLE LOCAL LAWS OR REGULATIONS. THE COMPANY AND ITS ADVISERS DO NOT ASSUME ANY RESPONSIBILITY FOR ANY VIOLATION BY ANY PERSON OF ANY OF THESE RESTRICTIONS.

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  • you represent and warrant to Electra that you intend to access this Microsite for information purposes only, that you have read and understood this notice and that you understand that it may affect your rights or responsibilities; and
  • you agree to be bound by the terms of the notice set out above and you confirm that you are permitted to proceed to this Microsite.
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