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Frontier Cash Offer

Disclaimer

IMPORTANT NOTICE

Please read this notice carefully – it applies to all persons who view this section of the website.

CASH OFFER (THE "OFFER") BY SCIENCE GROUP PLC ("SCIENCE GROUP”) FOR THE ENTIRE ISSUED AND TO BE ISSUED SHARE CAPITAL OF FRONTIER SMART TECHNOLOGIES GROUP LIMITED (“FRONTIER”) ANNOUNCED ON 1 JULY 2019.

THIS SECTION OF THE WEBSITE (THE "MICRO-SITE") CONTAINS ANNOUNCEMENTS, DOCUMENTS AND INFORMATION (THE "INFORMATION") PUBLISHED BY SCIENCE GROUP RELATING TO THE OFFER. THE INFORMATION IS BEING MADE AVAILABLE IN GOOD FAITH AND FOR INFORMATION PURPOSES ONLY, AND ITS AVAILABILITY IS SUBJECT TO THE TERMS AND CONDITIONS SET OUT BELOW.

Access to information relating to the Offer

You are attempting to enter the Micro-site, which is designated for the publication of documents and Information in connection with the Offer.

Please read this notice carefully – it applies to all persons who view this Micro-site and, depending upon who you are and where you live, it may affect your rights. This notice and the information contained herein may be altered or updated from time to time, and should be read carefully each time you visit this Micro-site.

For regulatory reasons, Science Group has to ensure you are aware of the appropriate regulations for the country which you are in. To allow you to view Information relating to the Offer, you are required to read the following and then, if you are able to agree, click the acknowledgement below. If you are unable to agree, you should not click the acknowledgment below and you will not be able to view Information relating to the Offer.

Overseas Persons

The Information is not for publication or distribution, directly or indirectly, into any jurisdiction where local laws or regulations may result in a significant risk of civil, regulatory or criminal exposure for Science Group or would otherwise violate the law of that jurisdiction (a "Restricted Jurisdiction") and the availability of the Information to shareholders who are not resident in the United Kingdom may be affected by the laws of relevant jurisdictions. Accordingly, viewing the Information may not be lawful if you are resident or located in a Restricted Jurisdiction. In certain jurisdictions, including Restricted Jurisdictions, only certain categories of person may be allowed to view such materials. Any person resident or located outside the United Kingdom 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.

If you are not resident or located in a Restricted Jurisdiction, you may access the Information 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 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. Science Group and itsadvisers do not assume any responsibility for any violation by any person of these restrictions. Similarly, the Information is not being, and must not be, released or otherwise forwarded, distributed or sent in or into a Restricted Jurisdiction and persons receiving such Information (including custodians, nominees and trustees) must not distribute or send it in, into or from a Restricted Jurisdiction.

By clicking the acknowledgement below, you represent that you are not a national of, or resident in, a Restricted Jurisdiction and that Science Group is lawfully entitled to make the content of any Information available to you under applicable securities laws. If you are unable to give this representation, do not view the Information.

If you are not permitted to view the Information or are in any doubt as to whether you are permitted to do so, please do not click the acknowledgment below and seek independent advice.

To the fullest extent permitted by applicable law, Science Group and its respective directors, employees, agents and advisers, disclaim any and all responsibility or liability for the violation of such restrictions by any person.

Various contents of this Micro-site have been prepared in accordance with English law, and, accordingly, the Information disclosed may not be the same as that which would have been made available in jurisdictions outside the United Kingdom.

Forward-looking statements

This Information contains statements about Science Group and Frontier which are, or may be deemed to be, “forward-looking statements” and which are prospective in nature. All statements other than statements of historical fact included in this document may be forward-looking statements. They are based on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of forward-looking words such as “plans”, “expects”, “is expected”, “is subject to”, “budget”, “scheduled”, “estimates”, “forecasts”, “predicts”, “intends”, “anticipates”, “believes”, “targets”, “aims”, “projects”, “future-proofing” or words or terms of similar substance or the negative of such words or terms, as well as  variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or “will” be taken, occur or be achieved. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Forward-looking statements may include statements relating to the following: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (ii) business and management strategies and the expansion and growth of Science Group’s or Frontier’s operations and potential synergies resulting from the Offer; and (iii) the effects of global economic conditions on Science Group’s or Frontier’s business.

These forward looking statements are not guarantees of future financial performance and have not been reviewed by the auditors of Science Group or Frontier. Such forward looking statements involve known and unknown 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. 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 of this document. Science Group disclaims any obligation to update any forward looking or other statements contained in the Information, except as required by applicable law.

No member of Science Group, nor any of its associates, directors, officers, employees or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in the Information will actually occur.

Other than in accordance with its legal or regulatory obligations, Science Group is not under any obligation and Science Group expressly disclaims any intention or obligation to update or revise any forward-looking statements in the Information, whether as a result of new information, future events or otherwise.

Basis of access to Information

Access to the electronic version of any Information relating to the Offer is being made available by Science Group in good faith and for information purposes only. Any person seeking access to the Information on this Micro-site represents and warrants to Science Group that he or she is doing so for information purposes only. Making Information relating to the Offer available in electronic format does not constitute an invitation or offer to sell or the solicitation of an offer to buy, or subscribe for, shares in Frontier nor does it constitute an invitation, solicitation or recommendation by Science Group or any other person to any other person to take any other action in relation to the Offer.

You should not forward, transmit or show the information contained in this Micro-site to any person. In particular, you should not forward or transmit the information contained in this Micro-site in or into any Restricted Jurisdiction.

If you are in any doubt about the contents of this Micro-site or, where applicable, the action you should take, you should seek your own financial advice from an independent financial adviser authorised under the Financial Services and Markets Act 2000 (as amended) or, if you are located outside the United Kingdom, from an appropriately authorised independent financial adviser. Any actions or decisions required by Frontier's shareholders in connection with the Offer should only be made on the basis of the information set out in documents sent to or made available to Frontier's shareholders.

This notice, and any non-contractual obligations arising out of or in connection with this notice, shall be governed by and construed in accordance with English law.

Responsibility

Subject to any continuing obligations under applicable law or any relevant regulatory requirements, Science Group and any of its affiliated companies expressly disclaim any obligation to disseminate, after the date of the posting of any document or announcement on this Micro-site, any updates or revisions to any statements in such documents or announcements in relation to the Offer to reflect any change in expectations or events, conditions or circumstances on which any such statements are based.

In relation to any materials contained on the Micro-site, the only responsibility accepted by the directors of Science Group and/or other responsible representative of Science Group ("Responsible Persons") is for the correctness and fairness of their reproduction or presentation.

The Responsible Persons are responsible in the terms set out above solely for the relevant materials contained on the Micro-site and not for any other information on the website which you may visit on leaving the Micro-site.

None of the Responsible Persons, or Science Group, or any of their employees, agents or advisers have reviewed and none of them is responsible for, or accepts any liability in respect of, any information on any other website that may be linked to this Micro-site or Science Group's website by a third party.

Confirmation of understanding and acceptance of disclaimer

By clicking the acknowledgement below you represent and warrant to Science Group that:

you have read and understood the terms set out above and which you understand may affect your rights and responsibilities;
you are not (nor do you act on behalf of someone who is) resident in any country or jurisdiction that renders the accessing of the Micro-site illegal or otherwise resident in any Restricted Jurisdiction;
you are lawfully entitled to access the Information available to you in this Micro-site under all applicable laws and regulations and are otherwise permitted to proceed to the Micro-site;
you will not forward, transfer or distribute (by any means including by electronic transmission) any documents included in the Micro-site either in whole or in part to any person in any jurisdiction where such distribution may be restricted by applicable law or regulation;
no person (including, without limitation, Science Group and their respective directors, employees, agents or advisers) will breach any applicable law or regulation in connection with your access to this Micro-site.
 
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