Important info
ELECTRONIC VERSIONS OF THE MATERIALS YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBPAGE BY BIDCO CLOVER AS (THE “BIDDER”) IN GOOD FAITH AND FOR INFORMATION PURPOSES ONLY.
THESE MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED IN CANADA, AUSTRALIA, HONG KONG, NEW ZEALAND, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE THE EXTENSION OF AVAILABILITY OF THE MATERIALS TO WHICH YOU ARE SEEKING ACCESS WOULD BREACH ANY APPLICABLE LAW OR REGULATION.
Please read this notice carefully – it applies to all persons who view this webpage and, depending on who you are and where you live, it may affect your rights. Please note that the disclaimer set out below may be altered or updated. You should read it in full each time you visit the site.
Overseas Persons
Viewing the materials you seek to access may not be lawful in certain jurisdictions. In other jurisdictions, only certain categories of person may be allowed to view such materials. Any person resident outside Norway who wishes to view these materials must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so.
Access to the materials contained in this section of the website (the “Microsite”) may be restricted under securities laws or other laws in certain jurisdictions. These materials are not directed at or to be accessed by persons in any jurisdiction in which the relevant action would not be in compliance with the securities laws or other laws or regulations of such jurisdiction or would require any registration, approval or filing with any regulatory authority not expressly contemplated by the Bidder, including, without limitation, persons residing in Canada, Australia, Hong Kong, New Zealand or South Africa (the “Restricted Jurisdictions”), and unless otherwise permitted by applicable law and regulation, it is not intended that these materials be accessible by persons residing or physically located in any Restricted Jurisdiction. Viewing the materials you seek to access may be unlawful if you are resident in, or are physically located in, a Restricted Jurisdiction. Additional restrictions may be included in the specific materials contained on this Microsite.
The materials contained on this Microsite do not constitute an offer or an advertisement of an offer pursuant to laws and regulations of jurisdictions and do not require the publication of a prospectus by the Bidder or any other persons in any member state of the European Economic Area or elsewhere. The materials contained herein shall not be directly or indirectly distributed, disseminated or circulated outside Norway if and to the extent such distribution, dissemination or circulation is not in compliance with applicable foreign regulations, or depends on the issuance of authorisations, compliance with official procedures or any other legal requirements, and such conditions are not satisfied. Neither the Bidder, nor Nordea Bank Abp, filial i Norge (“Nordea”) nor Spir Group ASA (the “Company”), is responsible for ensuring that the publication, distribution, dissemination or circulation of the materials contained herein outside Norway is consistent with the provisions of legal systems other than those of Norway.
The Offer is being made to shareholders resident or with a place of habitual abode in the United States ("U.S. Shareholders") pursuant to section 14(e) and Regulation 14E under the U.S. Exchange Act, and otherwise in accordance with the requirements of Norwegian law. Accordingly, the offer is subject to disclosure and other procedural requirements that are different from those that would be applicable under U.S. domestic tender offer procedures and law. Furthermore, the payment and settlement procedure with respect to the offer will comply with the relevant rules of the Norwegian Securities Trading Act, which differ from payment and settlement procedures customary in the United States, particularly with regard to the payment date of the consideration.
If you are not permitted to view materials on this webpage or are in any doubt as to whether you are permitted to view these materials, please exit this webpage. Any failure to comply with these restrictions may constitute a violation of applicable securities laws. It is the responsibility of all persons obtaining the documents contained on this Microsite to inform themselves of and observe all such restrictions. Any recipient of the documents contained on this Microsite who is in any doubt in relation to these restrictions should consult his or her professional advisors in the relevant jurisdiction. Neither the Bidder nor Nordea accepts or assumes no responsibility or liability for any violation by any person whomsoever of any such restriction.
The information on this Microsite speaks only at the date of the relevant document or announcement reproduced on this Microsite, and neither the Bidder, Nordea, the Company, nor any of their affiliated companies has, or accepts, responsibility or duty to update any such information, document or announcement. The Bidder reserves the right to add to, remove or amend any information reproduced on this Microsite at any time.
The information contained on this Microsite is subject to, and must be read in conjunction with, all other publicly available information and, where relevant, any further disclosure document(s), including the offer document, published by the Bidder.
NO OFFER IS BEING MADE, AND SHARES OF THE COMPANY WILL NOT BE ACCEPTED FOR PURCHASE FROM OR ON BEHALF OF PERSONS, IN ANY RESTRICTED JURISDICTION, EXCEPT IN COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS.
YOU ARE URGED TO READ THE OFFER DOCUMENT RELATING TO THE PROPOSED OFFER IN ITS ENTIRETY, AND ANY OTHER DOCUMENTS PUBLISHED BY THE BIDDER AND/OR THE COMPANY IN CONNECTION WITH THE OFFER OR INCORPORATED BY REFERENCE THEREIN BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE BIDDER AND THE COMPANY, THE OFFER AND RELATED MATTERS.
Basis of access
Access to electronic versions of these materials is being made available on this webpage by the Bidder in good faith and for information purposes only. Any person seeking access to this webpage represents and warrants to the Bidder and to Nordea that they are doing so for information purposes only. Making press announcements and other documents available in electronic format does not constitute an offer to sell or the solicitation of an offer to buy securities in the Company. Further, it does not constitute a recommendation by the Bidder, Nordea, the Company or any other party to sell or buy securities in the Company.
Confirmation of understanding and acceptance of disclaimer
Electronic versions of these materials are not directed at or accessible by persons located in Canada, Australia, Hong Kong, New Zealand and South Africa or any other Restricted Jurisdiction.
By clicking on the “I accept” button, I certify that I am not located in Canada, Australia, Hong Kong, New Zealand and South Africa or any other Restricted Jurisdiction.
I have read and understood the disclaimer set out above. I understand that it may affect my rights. I agree to be bound by its terms. By clicking on the “I accept” button, I confirm that I am permitted to proceed to electronic versions of these materials.