ELECTRONIC VERSIONS OF THE MATERIALS YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBSITE BY RC365 HOLDING PLC IN GOOD FAITH AND ARE FOR INFORMATION PURPOSES ONLY. ANY PERSON SEEKING ACCESS TO THIS WEBPAGE REPRESENTS TO RC365 HOLDING PLC THAT THEY ARE DOING SO FOR INFORMATION PURPOSES ONLY.
THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO U.S. PERSONS OR IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
The information and materials contained in this website (the “Website Materials”) have been prepared by RC365 Holding plc (the “Company”) and are the sole responsibility of the Company. No liability whatsoever (whether in negligence or otherwise) arising directly or indirectly from the use of the Website Materials is accepted and no representation, warranty or undertaking, express or implied, is or will be made by the Company or any of its respective directors, officers, employees, advisers, representatives or other agents (“Agents”) for any information or any of the opinions contained herein or for any errors, omissions or misstatements. Neither the Company, nor any of its respective Agents makes or has been authorised to make any representation or warranties (express or implied) in relation to the Company or as to the truth, accuracy or completeness of the Website Materials. In particular, no representation or warranty is given as to the achievement or reasonableness of, and no reliance should be placed on any projections, targets, estimates or forecasts contained in the Website Materials and nothing in this website is or should be relied on as a promise or representation as to the future.
An investment decision must be made solely on the basis of a prospectus to be published by the Company. When made available, copies of the prospectus may be obtained, subject to applicable law, on this website and will be made available for viewing at the national storage mechanism of the Financial Conduct Authority. Any other information contained in this website comprises an advertisement and not a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any decision in respect of the Company or other evaluation of any securities of the Company or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities. It does not constitute an offer to sell or invitation to purchase any securities of the Company or any other entity and no such information is intended to form the basis of any contract of sale, investment decision or any decision to purchase any securities.
The information contained in this website is subject to updating, revision and amendment. In particular, the proposals referred to herein are tentative and are subject to verification, material updating, revision and amendment. No reliance may be placed for any purpose whatsoever on the information or opinions contained on this website or on its completeness, accuracy or fairness. The contents of this website have not been verified or approved by any competent regulatory or supervisory authority.
The Website Materials are exclusively intended for persons who are not residents of the United States and who are not physically present in the United States. The information contained herein and on the pages that follow do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities in the United States or in any jurisdiction or jurisdictions in which such offers or sales are unlawful. The securities referred to herein and on the pages that follow have not been nor will they be registered under the US Securities Act of 1933, as amended (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, resold, taken up, exercised, renounced, transferred, delivered or distributed, directly or indirectly, in or into the United States or to or for the account or benefit of U.S. Persons (as defined in Regulation S of the Securities Act) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. There will be no public offer of the securities in the United States, Australia, Canada, New Zealand, the Republic of South Africa or Japan. The Company will not be registered under the U.S. Investment Company Act of 1940, as amended, and investors will not be entitled to the benefits of that Act.
Subject to certain exceptions, the securities referred to herein and on the pages that follow may not be offered, sold, resold, taken up, exercised, renounced, transferred, delivered or distributed, directly or indirectly, in Australia, Canada, Japan, New Zealand or the Republic of South Africa or to any resident or citizen of Australia, Canada, New Zealand, the Republic of South Africa or Japan. The offer and sale of the securities referred to herein and on the pages that follow have not been and will not be registered under the applicable securities laws of Australia, Canada, New Zealand, the Republic of South Africa or Japan.
Recipients of this information in any other jurisdiction should inform themselves about and observe any applicable legal requirements in their jurisdictions.
The distribution of the information on the pages that follow is restricted by law. Accordingly such information is directed only at persons who are (a) persons in member states of the European Economic Area who are “qualified investors” within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (the “EU Prospectus Regulation”; or (b) persons in the United Kingdom who are “qualified investors” within the meaning of Article 2(e) of the UK version of Regulation (EU) 2017/1129, which is part of UK law by virtue of the European Union (Withdrawal) Act 2018 (the “Prospectus Regulation”)), who (i) have professional experience in matters relating to investments and fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the “Financial Promotion Order”), or (ii) are high net worth companies, unincorporated associations or partnerships or trustees of high value trusts as described in Article 49(2) of the Financial Promotion Order; or (c) persons to whom it is otherwise lawful to communicate it (each a “Relevant Person”). Any investment or investment activity to which the information in this website relates is available only to, and will be engaged in only with, such Relevant Persons.
If you are in any doubt about the investment to which this website relates, you should consult a person authorised by the Financial Conduct Authority (if you are in the United Kingdom) or another suitably qualified and authorised financial adviser who specialises in advising on securities of the kind described in this website.
The information in the Website Materials may contain forward-looking statements. Any statement other than a statement of historical fact is a forward-looking statement. Actual results may differ materially from those expressed or implied by any forward-looking statement. Neither the Company nor any of its respective Agents undertakes any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You should not place undue reliance on any forward-looking statement, which speaks only as of the date of its issuance.
By clicking “I accept the disclaimer” below, you represent and warrant that you (1) have read and understood the information set out above, (2) agree to be bound by its terms, (3) are a Relevant Person and (4) agree that you will not transmit or otherwise send any information contained in this website to any person in the United States or to publications with a general circulation in the United States.
By clicking “I am not a resident of Australia, Canada, Japan, New Zealand, the Republic of South Africa or the United States” below, you represent, warrant and agree that you do not have a registered address in, and are not resident or located in, the United States, Australia, Canada, New Zealand, the Republic of South Africa or Japan, and are not (nor are you acting for the account or benefit of) a U.S. Person (as defined in Regulation S of the Securities Act).