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THIS DOCUMENT and ANY ACCOMPANYING DOCUMENTS ARE IMPORTANT and REQUIRE YOUR IMMEDIATE ATTENTION. If You Are in Any Doubt About T THIS DOCUMENT AND ANY ACCOMPANYING DOCUMENTS ARE IMPORTANT AND REQUIRE YOUR IMMEDIATE ATTENTION. If you are in any doubt about the action you should take, you should consult your stockbroker, bank manager, solicitor, accountant or an independent financial adviser duly authorised under the FSMA if you are located in the United Kingdom or, if you are located outside the United Kingdom, an appropriately authorised independent financial adviser. This document is not a prospectus and has been prepared in accordance with the exemption contained in paragraph 4(f) of Article 1 of the Prospectus Regulation. This document is not required to be and has not been approved by the relevant competent authority in accordance with Article 20 of the Prospectus Regulation. The release, publication or distribution of this document, in whole or in part, in, into or from jurisdictions other than the UK may be restricted by the laws of those jurisdictions and, therefore, persons into whose possession this document comes should inform themselves about and observe any applicable requirements. Any failure to comply with these restrictions may constitute a violation of the securities laws of one or more of such jurisdictions. In particular, this document should not be released, published, distributed, forwarded or transmitted, in whole or in part, in, into or from any Restricted Jurisdiction, including the United States. Unless an exemption under relevant securities laws is available, the New Topco Shares are not being, and may not be, offered, sold, resold, delivered, distributed or otherwise transferred, directly or indirectly, in, into or from any Restricted Jurisdiction, including the United States or to, or for the account or benefit of, any resident of any Restricted Jurisdiction. Prospective investors should read the whole of this document, the Scheme Document and the accompanying Form of Election sent to eligible Catalis Shareholders on or around the date of this document and any documents incorporated herein by reference. In particular, your attention is drawn to the factors described in the Risk Factors in Part 2 of this document. ______________________________________________________________________ Project Sword Topco Limited Proposed issue of up to 2,521,762 New Topco Ordinary Shares and up to 249,835,365 New Topco Preferred Ordinary Shares in connection with the recommended acquisition of Catalis PLC to be effected by means of a scheme of arrangement under Part 26 of the Companies Act 2006 ______________________________________________________________________ This document has been prepared to comply with the requirements of English law and the Code and information disclosed may not be the same as that which would have been disclosed if this document had been prepared in accordance with the laws of other jurisdictions outside England. The New Topco Shares have not been and will not be registered under the relevant federal laws or laws of any state, province or territory of the United States (including the US Securities Act) or any Restricted Jurisdiction or under any securities laws of any state or other jurisdiction of the United States or any Restricted Jurisdiction and may not be offered, sold, taken up, exercised, resold, pledged, renounced, transferred or delivered, directly or indirectly, within any Restricted Jurisdiction or the United States. Accordingly, this document does not constitute an offer to sell, or solicitation of an offer to buy or to take up entitlements to New Topco Shares in the United States or in any Restricted Jurisdiction. Investors should only rely on the information contained in this document, the Scheme Document, the Form of Election and the documents (or parts thereof) incorporated herein by reference. No person has been authorised to give any information or make any representations other than those contained in this document, the Scheme Document, the Form of Election and the documents (or 1 parts thereof) incorporated by reference herein and, if given or made, such information or representation must not be relied upon as having been so authorised by Topco, the Directors, the Proposed Directors, NorthEdge or GCA Altium. In particular, the contents of Catalis’ and NorthEdge’s websites do not form part of this document and investors should not rely on them. The delivery of this document shall not, under any circumstances, create any implication that there has been no change in the business or affairs of the Topco Group or the Catalis Group taken as a whole since the date of this document or that the information in it is correct as of any time after the date of this document. GCA Altium is authorised and regulated by the FCA in the United Kingdom, is acting exclusively for Topco, Bidco and NorthEdge and no one else in connection with proposals set out in this document and/or the Acquisition and will not regard any other person (whether or not a recipient of this document) as its client in relation to this document or the Acquisition, save for any responsibility which may arise under FSMA or the regulatory regime established thereunder, and accordingly will not be responsible to anyone other than Topco, Bidco and NorthEdge for providing the protections afforded to respective clients of GCA Altium, or for providing advice in connection with the Acquisition, the contents of this document or any other transaction, arrangement or other matter referred to in this document. Apart from the responsibilities and liabilities, if any, which may be imposed on GCA Altium under FSMA or the regulatory regime established thereunder: GCA Altium does not accept any responsibility whatsoever and makes no warranty or representation, express or implied, in relation to the contents of this document, including its accuracy, completeness or verification or regarding the legality of any investment in the New Topco Shares by any person under the laws applicable to such person or for any other statement made or purported to be made by it, or on its behalf, in connection with Topco, the Topco Shares or the Acquisition; and GCA Altium accordingly disclaims, to the fullest extent permitted by law, all and any liability whether arising in tort, contract or otherwise (save as referred to above) which it might otherwise be found to have in respect of this document or any such statement. In making an investment decision, each investor must rely on their own examination and analysis of Topco and the terms of the Acquisition, including the merits and risks involved. Neither Topco nor GCA Altium, nor any of their respective representatives, is making any representation to any offeree or acquirer of New Topco Shares regarding the legality of an investment in the New Topco Shares by such offeree or acquirer under the laws applicable to such offeree or acquirer. Each investor should consult with his or her own advisors as to the legal, tax, business, financial and related aspects of an acquisition or purchase of the New Topco Shares. Scheme Shareholders also acknowledge that: (i) they have not relied on GCA Altium or any person affiliated with GCA Altium in connection with any investigation of the accuracy of any information contained in this document or their investment decision; (ii) they have relied only on the information contained in this document; and (iii) that no person has been authorised to give any information or to make any representation concerning Topco or its subsidiaries or the New Topco Shares (other than as contained in this document) and, if given or made, any such other information or representation should not be relied upon as having been authorised by Topco or GCA Altium. Persons who come into possession of this document should inform themselves about and observe any applicable restrictions and legal, exchange control or regulatory requirements in relation to the distribution of this document and the Acquisition. Any failure to comply with such restrictions or requirements may constitute a violation of the securities laws of any such jurisdiction. THE CONTENTS OF THIS DOCUMENT ARE NOT TO BE CONSTRUED AS LEGAL, FINANCIAL OR TAX ADVICE. EACH SCHEME SHAREHOLDER SHOULD CONSULT HIS, HER OR ITS OWN SOLICITOR, INDEPENDENT FINANCIAL ADVISER OR TAX ADVISER FOR LEGAL, FINANCIAL OR TAX ADVICE. THIS DOCUMENT DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OTHER THAN THE SECURITIES TO WHICH IT RELATES OR ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE FOR, SUCH SECURITIES BY ANY PERSON IN ANY CIRCUMSTANCES IN WHICH SUCH OFFER OR SOLICITATION IS UNLAWFUL. 2 Notice to Overseas Shareholders The release, publication or distribution of this document in jurisdictions other than the United Kingdom may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and observe any applicable requirements. In particular, the ability of persons who are not resident in the United Kingdom to accept the Partial Cash and Unlisted Securities Alternative or to execute and deliver the Form of Election may be affected by the laws of the relevant jurisdictions in which they are located. This document has been prepared for the purpose of complying with English law and the information disclosed may not be the same as that which would have been disclosed if this document had been prepared in accordance with the
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