November 17, 2016 (Pittsburgh) DISCLAIMER
RECOMMENDED OFFER FOR AVESCO GROUP PLC (AVESCO) BY NEP GROUP, INC. (NEP) WHICH IS INTENDED TO BE IMPLEMENTED BY WAY OF SCHEME OF ARRANGEMENT IN ACCORDANCE WITH PART 26 OF THE COMPANIES ACT 2006 (THE ACQUISITION)
IMPORTANT NOTICE - PLEASE READ THIS DISCLAIMER CAREFULLY
You are accessing an area of the website (the Micro-Site) designated for the publication of announcements, documents and information (together, the Information) in connection with the Acquisition. Please note that the Information has been made available by NEP in good faith and for information purposes only and it availability is subject to the terms below.
This disclaimer applies to all persons who view the Micro-Site and, depending on where you are located, your rights and responsibilities may be affected. Please read this disclaimer each time you enter the Micro-Site as it may be altered or updated as the Acquisition progresses.
To access the documentation in this Micro-Site you must read this disclaimer. Only access the links to the Information below if you agree that you fulfil the necessary criteria. If you are unable to agree, you must not access any of the links to the Information on this Micro-Site.
Full terms and conditions of the proposed Acquisition, including details of how shareholders of Avesco may vote in favour of the scheme of arrangement, will be contained in the scheme document when issued. In considering the Acquisition, Avesco's shareholders (or their proxies, nominees, representatives or agents) should only rely on the information contained, and procedures described, in the formal scheme documentation.
Restricted Jurisdictions
Access to the Micro-Site may be restricted under securities laws in certain jurisdictions. Any person resident outside of the United Kingdom wishing to access the Micro-Site must first satisfy themselves that they are not prohibited or restricted from doing so.
The Information is not for publication or distribution, directly or indirectly, in or into any jurisdiction where to do so would violate the laws or regulations of that jurisdiction (a Restricted Jurisdiction), and the availability of the Information (and any related offer) to shareholders of Avesco who are not resident in the United Kingdom may be affected by the laws or regulations of relevant jurisdictions. Persons who are not resident in the United Kingdom should inform themselves of, and observe, any applicable regulatory and legal requirements.
If you are not permitted to view the Information on the Micro-site, 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.
It is your responsibility to comply with the relevant laws of your jurisdiction. If you have any doubt please exit this page.
Forward Looking Statements
No statement in the materials on the Micro-Site shall be deemed to be a forecast projection or estimate of the future financial performance of Avesco or NEP, unless otherwise stated. Documents accessible on the Micro-Site may contain forward looking statements relating to the Acquisition such as anticipate, believe, can, continue, could, estimate, expect, opportunity, will and would. The nature of these statements means that they are based on assumptions and assessments and involve risks and uncertainties. Actual results may differ materially from those expressed or implied in forward looking statements because certain factors, risks and uncertainties may be beyond the knowledge and/or control of NEP or Avesco, such as market conditions and the performance of competitors. NEP disclaims any obligation in respect of forward looking statements, and only intends to update these forward looking statements if required by applicable law.
Unless expressly stated otherwise, no statement in this Micro-Site is intended to constitute a profit forecast for any period and no statement should be interpreted to mean that earnings or earnings per share will necessarily be greater or lesser than those for the relevant preceding financial periods for Avesco or NEP as appropriate.
Basis of Access
The publication of Information on the Micro-Site 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 Information or otherwise.
Access to the electronic version of any documents relating to the Acquisition is being made available by NEP in good faith and for information purposes only. Any person seeking access to this Micro-site represents and warrants to NEP that he or she is doing so for information purposes only. Making information relating to the Acquisition available in electronic format does not constitute an offer to sell or the solicitation of an offer to buy shares in Avesco. Further, it does not constitute a recommendation by NEP or Avesco or any other party to sell or buy shares in Avesco.
INFORMATION RELATING TO THE ACQUISITION MAY NOT BE DOWNLOADED BY ANY PERSON EITHER IN WHOLE OR IN PART WHERE TO DO SO WOULD OR MAY CONSTITUTE A BREACH OF ANY APPLICABLE LOCAL LAWS OR REGULATIONS.
Responsibility
In relation to any materials contained on the Micro-Site, the only responsibility accepted by the directors of NEP is for the correctness and fairness of their reproduction or presentation unless the responsibility statement in any relevant document expressly provides otherwise.
The directors of NEP do not accept any responsibility or duty to update any materials on the Micro-Site, unless obliged as a matter of law. The materials included on the Micro-Site speak only at the specific date of the relevant document, announcement or inf










