Offer by Temenos Group AG for Fidessa group plc
Recommended cash offer (the “Offer”) by Temenos Group AG (“Temenos”) for Fidessa group plc (the “Company”)
DISCLAIMER - IMPORTANT
PLEASE READ THIS DISCLAIMER CAREFULLY AS IT APPLIES TO ANY PERSON WHO VIEWS THIS SECTION OF THE WEBSITE. YOU SHOULD READ THIS DISCLAIMER IN FULL EACH TIME YOU VISIT THIS SECTION OF THE WEBSITE.
THIS DISCLAIMER AND THE INFORMATION CONTAINED IN THIS SECTION OF THE WEBSITE MAY BE ALTERED OR UPDATED AT ANY TIME WITHOUT NOTICE.
THIS SECTION OF THE WEBSITE CONTAINS ANNOUNCEMENTS, DOCUMENTS AND INFORMATION (TOGETHER, THE “INFORMATION”) PUBLISHED BY THE COMPANY AND/OR TEMENOS RELATING TO THE RECOMMENDED OFFER FOR THE COMPANY, IN COMPLIANCE WITH THE CITY CODE ON TAKEOVERS AND MERGERS. THE INFORMATION IS BEING MADE AVAILABLE IN GOOD FAITH AND FOR INFORMATION PURPOSES ONLY AND ITS AVAILABILITY IS SUBJECT TO THE TERMS AND CONDITIONS SET OUT BELOW.
ACCEPTANCE UNDER THE ACQUISITION CANNOT BE VALIDLY MADE BY A SHAREHOLDER OR ANY OTHER PERSONS BY MEANS OF DOWNLOADING A COPY OF DOCUMENTS FROM THIS SECTION OF THE WEBSITE.
ACCESS TO THIS SECTION OF THE WEBSITE 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. 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 RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH ANY CONSENT OR OTHER FORMALITY WHICH THE COMPANY REGARDS AS UNDULY ONEROUS.
Access to the Information
For regulatory reasons, we have to ensure that you are aware of the appropriate regulations for the country which you are in. This notice applies to all persons who view this section of the website and depending on where you live, it may affect your rights. To allow you to view information relating to the recommended acquisition, you must read the following notices and then press “I agree”. If you are unable to agree, you should press “I disagree” and you will not be able to view the Information about the Offer.
The Information is not intended to, and does not, constitute or form any part of an offer to sell or otherwise dispose of or an invitation or the solicitation of an offer to purchase or otherwise acquire any securities, or the solicitation of a vote or approval pursuant to the Offer or otherwise in any jurisdiction in which such offer or solicitation is unlawful.
The Information speaks only at the date of the relevant Information and the Company has, and accepts, no responsibility or duty to update any Information (other than to the extent such duty arises as a matter of law or regulation). The Information is subject to change without notice.
Neither the directors of the Company nor of any of its group 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 this website by a third party.
The Information is not for publication or distribution, directly or indirectly, in or into any jurisdiction where to do so would violate the law of that jurisdiction and the availability of the offer and the distribution of the Information to shareholders who are not resident in the United Kingdom may be affected by the laws of relevant jurisdictions. Any persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about and observe any and all applicable legal or regulatory requirements of their jurisdiction. Any failure to comply with such requirements may constitute a violation of the securities laws of any such jurisdiction. If you are in any doubt regarding such matters, you should consult an appropriate independent professional adviser in the relevant jurisdiction without delay.
If you are not permitted to view the Information on this website, or viewing the Information would result in a breach of the above, or you are in any doubt as to whether you are permitted to view the Information, please exit this web page. The Company, its officers and its advisers do not assume any responsibility for any violation by any person of any of these restrictions.
THE INFORMATION IN THIS SECTION OF THE WEBSITE MAY NOT BE DOWNLOADED, FORWARDED, TRANSMITTED, DISTRIBUTED 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.
Forward looking statements
Certain statements made in the Information relating to the Offer may be forward-looking statements. Such statements are based on current expectations and are subject to risks and uncertainties which could cause actual results to differ materially from any expected future results in such forward-looking statements.
Unless expressly stated otherwise, no statement contained or referred to in this section of the website is intended to be a profit forecast.
If you are in any doubt about the contents of this part of the website or as to the action you should take, you are recommended to seek your own financial advice immediately from your stockbroker, bank manager, accountant or other independent financial adviser authorised under the Financial Services and Markets Act 2000, if you are in the United Kingdom, or from another appropriately authorised independent financial adviser if you are taking advice in a territory outside the United Kingdom.
This notice shall be governed by and construed in accordance with English law.
Confirmation of understanding and acceptance of disclaimer
I confirm that I am permitted to proceed to this section of the website and that I am not (nor do I act on behalf of someone who is) resident in any country that renders the accessing of this section of the website or parts of it illegal;
I agree that I will not forward, transfer or distribute (by any means including by electronic transmission) any documents included in this area of the website either in whole or in part to any person in any jurisdiction where such distribution may be restricted by applicable law or regulation; and
I represent and warrant to the Company that I intend to access this section of the website for information purposes only, that I have read and understood this notice, agree to be bound by its terms, and that I understand that it may affect my rights or responsibilities.