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Disclaimer Notice

ACCESS TO THIS AREA OF THE WEBSITE MAY BE RESTRICTED UNDER SECURITIES LAWS OR REGULATIONS 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 AREA OF THE WEBSITE. THESE MATERIALS ARE NOT DIRECTED AT OR TO BE ACCESSED BY PERSONS RESIDENT IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH CONSENT OR OTHER FORMALITY WHICH PORTA REGARDS AS UNDULY ONEROUS.

Offer by SEC SpA ("SEC") for Porta Communications plc ("Porta") (the "Offer")

General

You are attempting to enter the part of the website that is designated for the publication of documents and information in connection with the proposed Offer.

Please read this notice carefully - it applies to all persons who view this webpage. The disclaimer set out below may be altered or updated from time to time. You should read it in full each time you visit the site.

This webpage contains electronic versions of materials relating to the proposed Offer. The materials you are seeking to access are made available in good faith and for information purposes only and are subject to the terms and conditions set out below. Any person seeking to access this webpage represents and warrants to Porta that they are doing so for information purposes only.

To allow you to view information about the proposed Offer, you must read this notice and then click "I AGREE". If you are unable to agree, you should click "I DISAGREE" and you will not be able to view information about the proposed Offer.

Nothing on, or which can be downloaded from, this webpage constitutes an offer for sale or subscription or any solicitation for any offer to buy or subscribe for any securities in any jurisdiction.

Any proposed Offer is expected to be made by means of a scheme of arrangement provided for under English law and will be made solely by means of an scheme document (or, if the Offer is to be implemented by means of a contractual offer, by an offer document and, if applicable, the form of acceptance accompanying the offer document), which will contain the full terms and conditions of the proposed Offer. Any decision made by an Porta shareholder should be made solely and only on the basis of the information provided in any such documents.

Overseas jurisdictions

Viewing the materials you are seeking to access may be restricted under securities laws in certain jurisdictions. All persons resident outside of the United Kingdom who wish to view this webpage must first satisfy themselves that they are not subject to any local requirements which prohibit or restrict them from doing so and should inform themselves about, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction.

These materials are not directed at [or accessible by] persons resident in the United States, Canada, Australia or Japan or in any other jurisdiction if to do so would constitute a violation of the relevant laws or regulations of that jurisdiction.

YOU SHOULD NOT DOWNLOAD, MAIL, FORWARD, DISTRIBUTE, SEND OR SHARE THE INFORMATION OR DOCUMENTS CONTAINED ON THIS WEBPAGE, IN WHOLE OR IN PART, TO ANY PERSON. IN PARTICULAR, YOU SHOULD NOT MAIL, FORWARD, DISTRIBUTE OR SEND THE INFORMATION OR DOCUMENTS CONTAINED THEREIN TO ANY JURISDICTION WHERE IT WOULD BE UNLAWFUL TO DO SO.

This webpage contains information that has been prepared for the purposes of complying with English law and the City Code on Takeovers and Mergers (the "Code") and the information disclosed may not be the same as that which would have been disclosed if this information had been prepared in accordance with the laws and regulations of any jurisdiction outside of England and Wales.

It is your responsibility to satisfy yourself as to the full observance of any relevant laws and regulatory requirements. If you are in any doubt, you should not continue to seek to access this webpage.

Forward looking statements

This webpage and the information contained in it contains certain statements which are, or may be deemed to be, forward looking statements with respect to the financial condition, results of operations and business of SEC and Porta and certain plans and objectives of the boards of directors of SEC and Porta. These forward looking statements can be identified by the fact that they do not relate to historical or current facts. Forward looking statements often use words such as "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "will", "may", "should", "would", "could" or other words of similar meaning. These statements are based on assumptions and assessments made by the boards of directors of SEC and Porta in the light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe appropriate. By their nature, forward looking statements involve risk and uncertainty and the factors described in the context of such forward looking statements could cause actual results and developments to differ materially from those expressed in or implied by such forward looking statements.

Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this webpage and the information contained herein. Except as required by applicable law or regulation, Porta assumes no obligation to update or correct the information contained in this webpage and the information contained herein.

Responsibility

The directors of Porta accept responsibility for the information contained in the documents available on this webpage.

To the best of the knowledge and belief of the directors of Porta (who have taken all reasonable care to ensure that such is the case) the information contained in the documents available in this webpage for which they are responsible is in accordance with the facts and does not omit anything likely to affect the import of such information.

The documents included in this webpage are stated only at the specified date of the relevant document and, except as required by the Financial Conduct Authority, the London Stock Exchange the Code and the AIM Rules for Companies or any other applicable law, Porta has, and accepts, no responsibility or duty to update or revise such documents.

This notice shall be governed by, and interpreted in accordance with, English law.

Confirmation of understanding and acceptance

● I have read and understood the disclaimer set out above and I agree to be bound by its terms.

● I am not (nor do I act on behalf of someone who is) resident in any country that considers the accessing of the materials on this webpage or any part of it unlawful.

● I will not print, download, or otherwise seek to copy, mail, forward, distribute or send any of the materials on this webpage, in whole or in part, to any other person at any time.

● I represent and warrant to Porta that I intend to access this webpage for information purposes only.

If you are not able to give these confirmations, you should click on I DISAGREE below.

| I DISAGREE


Information re. Potential All-Share Merger

Announcements

  • Date: 11.04.2019

    Porta Communications Plc
    Form 8.3 (2)

    View pdf
  • Date: 11.04.2019

    Porta Communications Plc
    Form 8.3

    View pdf
  • Date: 11.04.2019

    Porta Communications Plc
    Form 8.3 (1)

    View pdf
  • Date: 10.04.2019

    Porta Communications Plc
    Statement regarding possible all-share merger of Porta Communications Plc and SEC S.p.A.

    View pdf