Public tender offer for Elmera
IMPORTANT INFORMATION
Access to the information and documents on this portion of the website is restricted for regulatory reasons. You are requested to review the following information and make the following confirmation each time you seek to access this restricted information. Please read this notice carefully – it applies to all persons who view this portion of the webpage. Please note that the disclaimer set out below must not be altered or updated. You should read it in full each time you visit this website, and your confirmation must be true and accurate.
The materials contained in this section of this website (a) are only intended for, and may only be accessed by, or distributed or disseminated, directly or indirectly, in whole or in part, to persons resident and physically present outside Canada, Australia, South Africa, South Korea, New Zealand, Hong Kong or Japan, and resident and physically present in a jurisdiction where to do so will not constitute a violation of the local securities laws or regulations of such jurisdiction, and (b) do not constitute an offer to sell or the solicitation of an offer to buy or acquire any securities of Elmera Group ASA (the “Company”) in Canada, South Africa, South Korea, New Zealand, Australia, Hong Kong, Japan, or any other jurisdiction where to do so might constitute a violation of the local securities laws or regulations of such jurisdiction.
The offer is made for the issued and outstanding shares of the Company (other than shares owned by the Company), a company incorporated under Norwegian law, and is subject to Norwegian disclosure and procedural requirements, which are different from those of the United States. The offer is made to U.S. Holders as a "Tier I" tender offer as provided in Rule 14d-1(c) of Regulation 14D under the U.S. Exchange Act, to the extent applicable and subject to any available exemptions, and otherwise in compliance with the disclosure and procedural requirements of Norwegian law, including with respect to the offer timetable, settlement procedures and timing of payments, which may be different from requirements or customary practices in relation to tender offers for U.S. domestic issuers that are subject to the more fulsome requirements of Regulation 14D and 14E under the U.S Exchange Act.
The information and documents on this portion of the website do not constitute a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (such Regulation, together with any amendments thereto and any applicable implementing measures in the relevant home Member State under such Regulation, the "EU Prospectus Regulation").
Access to the information contained on this portion of the website may be illegal in certain jurisdictions, and only certain categories of persons may be authorized to access such information and documents. All persons who wish to have access to the documents contained in this section of the website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this section of the website, or require registration or approval for any acquisition of securities by them. No such registration or approval has been or will be obtained. Neither the Company nor the Financial Advisor and Receiving Agent (or any of their affiliates) assumes any responsibility if there is a violation of applicable law and regulations by any person.
I therefore certify that:
- I am a resident and physically present in a country outside Australia, Canada, South Africa, South Korea, New Zealand, Hong Kong, and Japan;
- I am authorized to access the information and documents contained on this part of the website without being subject to any legal restrictions and without further actions required; and
- I have read, understand and agree to comply with all of the restrictions set forth above.