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Important Notice

RECOMMENDED ACQUISITION BY KYOWA HAKKO KIRIN CO.,LTD. (“KYOWA HAKKO KIRIN”), FOR PROSTRAKAN GROUP PLC (“PROSTRAKAN”) (the “ACQUISITION”)

  • * ACCESS TO THIS SECTION OF THE WEBSITE (“MICROSITE”) MAY BE RESTRICTED UNDER SECURITIES LAWS 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 ON THIS SECTION OF THE WEBSITE.

Disclaimer

  • * ELECTRONIC VERSIONS OF THE MATERIAL YOU ARE SEEKING ACCESS TO ARE BEING MADE AVAILABLE ON THIS MICROSITE BY KYOWA HAKKO KIRIN IN GOOD FAITH AND FOR INFORMATION PURPOSES ONLY, AND SUBJECT TO THE TERMS AND CONDITIONS SET OUT BELOW.

THESE MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED IN ANY JURISDICTION WHERE EXTENSION OR ACCEPTANCE OF THE ACQUISITION WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS AND REGULATIONS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH ANY GOVERNMENTAL OR OTHER CONSENT OR ANY REGISTRATION, FILING OR OTHER FORMALITY WHICH KYOWA HAKKO KIRIN REGARDS AS UNDULY ONEROUS (A "RESTRICTED JURISDICTION").

If you would like information on the Acquisition please read this notice carefully - it applies to all persons who view this Microsite and, depending on where you live, it may affect your rights.

Basis of access

The information contained on this Microsite does not constitute an offer to sell or otherwise dispose of or an invitation or solicitation of any offer to purchase or subscribe for any securities pursuant to the Acquisition or otherwise in any jurisdiction in which such offer or solicitation is unlawful.

The full terms and conditions of the Acquisition will be set out in the formal scheme documentation (the “Scheme Document”). In considering the Acquisition, shareholders of ProStrakan should only rely on the information contained, and procedures described, in the Scheme Document.

Please note that this notice may be altered or updated. You should read it in full each time you access the site.

The information contained on this Microsite speaks only at the date of the relevant document or announcement reproduced on this Microsite and, subject to any continuing obligations under applicable law or any relevant listing rules, Kyowa Hakko Kirin has, and accepts, no responsibility or duty to update any such information, document or announcement and reserves the right to add to, remove or amend any information reproduced on this Microsite at any time.

In relation to any document, announcement or information contained on the Microsite, the only responsibility accepted by the directors of Kyowa Hakko Kirin is for the correctness and fairness of its reproduction or presentation unless a responsibility statement in any relevant document expressly provides otherwise.

Neither the directors of Kyowa Hakko Kirin, nor Kyowa Hakko Kirin, nor any of its affiliated 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 or from this Microsite.

Forward-looking statements

The information on this Microsite, including information included or incorporated by reference, contains certain statements about Kyowa Hakko Kirin and ProStrakan that are or may be forward-looking statements. All statements other than statements of historical facts may be forward looking statements. Without limitation, any statements preceded or followed by or that include the words “targets”, “plans” “believes”, “expects”, “aims”, “intends”, “will”, “may”, “anticipates”, “estimates”, “projects” or, words or terms of similar substance or the negative thereof, are forward looking statements. Forward looking statements include statements relating to the following: statements relating to the expected benefits of the acquisition to Kyowa Hakko Kirin, background and reasons for the offer, expectations of the impact of the acquisition on revenue and earnings of Kyowa Hakko Kirin, information on the prospects of Kyowa Hakko Kirin or ProStrakan future capital expenditures, expenses, revenues, earnings, synergies, economic performance, and future prospects. Such forward looking statements involve risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward looking statements, including risks relating to the successful integration of ProStrakan with Kyowa Hakko Kirin; higher than anticipated costs relating to the integration of ProStrakan or investment required in ProStrakan to realise expected benefits and facts relating to ProStrakan that may impact the timing or amount of benefit realised from the acquisition that are unknown to Kyowa Hakko Kirin. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward looking statements, which speak only as of the date hereof. Kyowa Hakko Kirin and ProStrakan disclaim any obligation to update any forward looking or other statements contained herein, except as required by applicable law.

Overseas shareholders

The materials contained on this Microsite contain information in respect of the Acquisition. Viewing this information may not be lawful if you are resident in any Restricted Jurisdiction. In certain jurisdictions, including Restricted Jurisdictions, only certain categories of person may be allowed to view such materials. Any person resident outside the United Kingdom or the United States 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.

Accordingly, by clicking “I agree” below, you represent that you are not a national of, or resident in any Restricted Jurisdiction and that Kyowa Hakko Kirin is lawfully entitled to make the content of any communication or document in relation to the Acquisition available to you under applicable securities laws. If you are unable to give this representation, do not view the content of any communication or document in relation to the Acquisition.

If you are not resident in any Restricted Jurisdiction, you may access any communication or document in relation to the Acquisition but you are responsible for first satisfying yourself as to the full observance of the laws and regulatory requirements of your jurisdiction. If you are not permitted to view any communication or document in relation to the Acquisition by virtue of applicable laws or regulatory requirements, please do not enter this Microsite.

Similarly, copies of the contents of the following pages (including documents posted thereon) are not being, and must not be, directly or indirectly, mailed, transmitted or otherwise forwarded, distributed or sent, in whole or in part, in, into or from any Restricted Jurisdiction and persons receiving such documents (including, without limitation, custodians, nominees and trustees) should observe these restrictions and must not, directly or indirectly, mail, transmit or otherwise forward, distribute or send any such documents in, into or from any such jurisdiction, as doing so may invalidate any purported acceptance of the Acquisition.

If you are not permitted to view materials on this Microsite or are in any doubt as to whether you are permitted to view these materials, please exit this Microsite and seek independent advice. Neither Kyowa Hakko Kirin nor any of its respective advisers assumes any responsibility for any violation by any person of any of these restrictions.

ACCEPTANCE OF DISCLAIMER

By clicking on “I agree” below, you hereby acknowledge that you have read and understood the notice set out above and that you agree to be bound by its terms.

By clicking “I disagree” below, we cannot provide you with the requested information.

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The information on this page cannot be accessed without accepting the disclaimer.


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