SLIDE 24 Disclaimer
In this document, “Presentation” shall mean and include the document that follows, any oral briefing in connection with it and any question-and-answer session that follows that briefing. By attending or reading the Presentation, you will be deemed to have (i) agreed to all of the following restrictions and made the following undertakings and (ii) acknowledged that you understand the legal and regulatory sanctions attached to the misuse, disclosure or improper circulation of the Presentation. This document has not been (i) produced as a result of a process which was designed to ensure that it satisfies the standards of accuracy, disclosure or completeness required of a
Disclaimer
prospectus, or listing particulars or other disclosure document to be published in connection with an application for shares or other securities to be admitted to listing or dealing or trading on a regulated market or a recognised investment exchange (as defined in the Financial Services and Markets Act 2000) or (ii) subjected to the due diligence investigations, verification and other procedures commonly carried out or applied in relation to the publication of a prospectus, listing particulars or other disclosure document on such an application, nor does it contain all information that would be required if it were a prospectus for the purposes of Directive 2003/71/EC. Accordingly, this document does not purport to be all-inclusive. To the fullest extent permitted by law, none of BBA Aviation plc (the "Company"), any shareholders of the Company, their respective subsidiaries, affiliates or any ultimate holding company, any of the subsidiaries or affiliates of such holding company, any of their respective directors, officers, employees, representatives or agents or any other person, accepts any liability whatsoever (in contract tort or otherwise) for any direct indirect or consequential loss or loss of profit arising from the use of this document its contents reliance on the information contained whatsoever (in contract, tort or otherwise) for any direct, indirect or consequential loss or loss of profit arising from the use of this document, its contents, reliance on the information contained herein, or on opinions communicated in relation thereto or otherwise arising in connection therewith. The Presentation is for information purposes only and does not constitute an offer or invitation to acquire, sell or otherwise dispose of, or issue, or any solicitation of any offer an offering document or an offer in respect of any securities and is not intended to provide the basis for any credit or other evaluation of any Shares of the Company and should not be considered as a recommendation that any investor should subscribe for or purchase any such Shares. Neither the Presentation nor any other documentation or information (or any part thereof) delivered or supplied under or in relation to any Shares shall be deemed to constitute an offer of or an invitation to purchase or subscribe for such Shares. The merits or suitability of any Shares should be independently determined by such investor. Any such determination should involve, among other things, an assessment of the legal, tax, accounting, regulatory, financial, credit and other related aspects of such Shares. This document is strictly confidential and is being provided to you solely for your information and may not be reproduced in any form or further distributed to any other person or published in whole or in part, for any purpose; any failure to comply with this restriction may constitute a violation of applicable securities laws. The Presentation is not being distributed to, and must not be passed on to, the general public in the United Kingdom. Rather, the communication of the Presentation, insofar as it is a financial promotion, is being made to, and is directed only at: (a) persons outside the United Kingdom; (b) those persons falling within the definition of Investment Professionals (contained in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”)) or within Article 49 of the Order, or other persons to whom it may lawfully be communicated in accordance with the Order; or (c) any person to whom it may otherwise lawfully be made (such persons together being “relevant persons”). The Presentation is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. This presentation contains forward-looking statements including, without limitation, statements relating to: future demand and markets of the Group’s products and services; research and development relating to new products and services; liquidity and capital; and implementation of restructuring plans and efficiencies. These forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that will or may occur in the future. Accordingly, actual results may differ materially from those set out in the forward- looking statements as a result of a variety of factors including, without limitation: changes in interest and exchange rates, commodity prices and other economic conditions; negotiations with customers relating to renewal of contracts and future volumes and prices; events affecting international security, including global health issues and terrorism; changes in regulatory environment; and the outcome of litigation. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. The Presentation is not intended for distribution to, or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation. In particular, the information contained in this presentation is not for publication, release or distribution in the United States, Australia, Canada, Japan, New Zealand or the Republic of South
- Africa. This presentation and the information contained herein are not an offer of securities for sale in the United States and may not be viewed by persona in the United States (within the
meaning of Regulation 5 under the US Securities Act of 1933, as amended (the “Securities Act”)) except for qualified institutional buyers (as defined in Rule 144A under the Securities Act) (“QIBs”). The securities proposed to be offered in the Company have not been and will not be registered under the Securities Act and may not be offered or sold in the United States except to QIBs in reliance on or exemption from the registration requirements of the Securities Act.
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