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IMPORTANT NOTICE

ELECTRONIC VERSIONS OF THE MATERIALS YOU ARE SEEKING TO ACCESS (THE “MATERIALS”) ARE BEING MADE AVAILABLE ON THIS WEBSITE BY BRAIT SE (THE “COMPANY”) FOR INFORMATION PURPOSES ONLY. THE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSIBLE BY PERSONS LOCATED IN THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE “UNITED STATES”) OR PERSONS RESIDENT OR LOCATED IN AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE THE EXTENSION OF AVAILABILITY OF THE MATERIALS WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

IMPORTANT: You must read the following notice carefully, as it applies to all persons who access this website. 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. If you access the Materials on this website, you agree to be bound by the terms and conditions below. If you do not agree to the terms and conditions, do not access this website or view any of the Materials.

Overseas persons

The Materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for securities (the “Securities”) in the United States, Australia, Canada or Japan, or in any jurisdiction where such offers or sales are unlawful (the “Excluded Territories”). The Securities have not been and will not be registered under the U.S. 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, accordingly, may not be offered, sold, pledged, taken up, exercised, resold, transferred or delivered, directly or indirectly, within the United States, except to persons who are qualified institutional buyers as defined in Rule 144A under the Securities Act pursuant to an applicable exemption from or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There will be no public offer of the securities in the United States.

The Materials are only being distributed to and are only directed at: (i) persons who are outside the United Kingdom; or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order“); or (iii) high net worth entities falling within Article 49(2)(a) to (d) of the Order; or (iv) persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as “Relevant Persons“). The Securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Securities will be engaged in only with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on the Materials or any of its contents.

In any member state of the European Economic Area (other than the United Kingdom) that has implemented Regulation (EU) 2017/1129 (the “Prospectus Regulation“), the Materials are only addressed to and are only directed at qualified investors in that member state within the meaning of the Prospectus Regulation.

No person receiving a copy of these Materials in any territory other than Malta, Luxembourg and South Africa may treat the same as constituting an invitation or offer to accept, exercise and/or use the Securities unless, in the relevant territory, such action could lawfully be performed, implemented or dealt with, without contravention of any registration or other legal requirements. In such circumstances, these Materials and the Securities are to be treated as sent for information only and should not be copied or redistributed. If you are not permitted to view the Materials or are in any doubt as to whether you are permitted to view the Materials, please exit this website.

The Materials must not be released or otherwise forwarded, distributed or sent in or into the United States, Australia, Canada, Japan or any other jurisdiction where to do so is unlawful.

No representation or warranty, express or implied, is made as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in these documents. To the maximum extent permitted by law, the Company and its affiliates, officers, directors, employees and agents, disclaim any liability (including, without limitation, any liability arising from fault or negligence) the accuracy or completeness of use of, nor any obligation to update, the materials and the information contained on this website.

Basis of access

Access to the Materials is being granted on the website by the Company in good faith and for information purposes only. Any person seeking access to this website represents and warrants to the Company 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 any securities in the Company. Further, it does not constitute a recommendation by the Company or any other party to sell or buy securities in the Company.

Confirmation of understanding and acceptance of disclaimer

I represent and warrant that I am neither located nor resident in the United States, Australia, Canada or Japan or any other jurisdiction where accessing the Materials or the website is unlawful, and I agree that I will not transmit or otherwise send (by any means including by electronic transmission) any Materials (either in whole or in part) to any person located or resident in the United States, Australia, Canada or Japan or any other jurisdiction where to do so is unlawful.

I have read and understood the information set forth above and agree to be bound by its terms. I understand that the terms set out above may affect my rights. By clicking the ‘ I Agree’ button I confirm that I am permitted to proceed to electronic versions of the Materials.

I DISAGREE [1]
I AGREE [2] Rights Offer Circular
I AGREE [3] Brait JSE Shareholders Form of Instruction
I AGREE [4] Brait LUX Shareholders Form of Instruction
I AGREE [5] Circular to Shareholders and Notice of EGM
I AGREE [6] New Memorandum and Articles of Association of Brait SE to be adopted at the EGM