Disclaimer

Important Information regarding the Voluntary Public Takeover Offer by White Elephant S.à r.l. to the Shareholders of exceet Group SE

You have accessed the website which contains documents and information regarding the voluntary public takeover offer ("Takeover Offer") by White Elephant S.à r.l. ("Bidder") to the shareholders of exceet Group SE ("exceet").

In order to access the information on the Takeover Offer, shareholders of exceet are requested to confirm at the bottom of this page to have taken notice of the following legal information.

The Takeover Offer by the Bidder that is published on this website is addressed to the shareholders of exceet ("exceet Shareholders") and is for the acquisition of all their bearer Class A shares in exceet ("exceet Shares").

The Takeover Offer is a voluntary public takeover offer pursuant to Sec. 29 para. 1 of the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz, "WpÜG") and will be made exclusively pursuant to the laws of the Federal Republic of Germany, the laws of Luxembourg, as well as in compliance with certain applicable securities provisions of the United States of America ("Applicable U.S. Provisions"), in particular pursuant to the provisions of the WpÜG and the WpÜG Offer Regulation (WpÜG-Angebotsverordnung) and the WpÜG Applicability Regulation (WpÜG-Anwendbarkeitsverordnung), the Luxembourg Takeover Act as well as the U.S. Securities Exchange Act of 1934, as amended, and Regulation 14E promulgated thereunder. The Takeover Offer is not made or intended to be made pursuant to the provisions of any other jurisdiction. Accordingly, the Bidder and any persons acting in concert with the Bidder within the meaning of Sec. 2 para. 5 WpÜ G ("Concert Parties") have not applied for, and will not procure, any further registrations, authorisations or approvals of the offer document ("Offer Document") or the Takeover Offer by any securities supervisory authority or similar institution outside the Federal Republic of Germany. The Bidder and the Concert Parties therefore do not assume any responsibility for compliance with any laws other than those of the Federal Republic of Germany, Luxembourg and the United States of America ("U.S."). exceet Shareholders can, therefore, not rely on other foreign investor protection rules to be observed.

No other documents form part of the Takeover Offer. Even though the Bidder has published a non-binding English translation of the German Offer Document, the German Offer document alone is binding. The German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, "BaFin") has only examined and approved the publication of the German Offer document. The Offer Document as well as any documents relating to the Takeover Offer will be distributed solely in accordance with the provisions of the WpÜG and in compliance with the Luxembourg Takeover Act and the Applicable U.S. Provisions.

The publication, dispatch, dissemination or distribution of the Offer Document or any other documents related to the Takeover Offer outside the Federal Republic of Germany, Luxembourg and the U.S. may fall within the scope of provisions of jurisdictions other than those of the Federal Republic of Germany, Luxembourg and the U.S. in which the publication, dispatch, dissemination or distribution of the Offer Document or any other documents relating to the Takeover Offer is subject to statutory restrictions. The Offer Document and any other documents relating to the Takeover Offer may, therefore, not be dispatched to, published, distributed or disseminated in countries by third parties, if and to the extent that such dispatch, publication, distribution or dissemination violates applicable laws or is dependent on official proceedings or an official approval or the fulfillment of additional prerequisites and such approval is not obtained or such conditions are not fulfilled.

The Bidder has not authorized any publication, dispatch, dissemination or distribution of the Offer Document or any other documents relating to the Takeover Offer outside the Federal Republic of Germany, Luxembourg and the U.S. by third parties. Neither the Bidder nor the Concert Parties bear any responsibility whatsoever that the publication, dispatch, dissemination or distribution of the Offer Document or any other documents relating to the Takeover Offer outside the Federal Republic of Germany, Luxembourg and the U.S. complies with the provisions of jurisdictions other than those of the Federal Republic of Germany, Luxembourg and the U.S. The Takeover Offer may be accepted by all domestic and foreign exceet Shareholders in accordance with the Offer Document and the applicable legal provisions. The Bidder, however, points out that accepting the Takeover Offer outside the Federal Republic of Germany, Luxembourg and the U.S. may be subject to legal restrictions. exceet Shareholders who wish to accept the Takeover Offer outside the Federal Republic of Germany, Luxembourg and the U.S. and/or are subject to legal provisions other than those of the Federal Republic of Germany, Luxembourg and the U.S., are recommended to inform themselves on the relevant applicable legal provisions and to comply with them. The Bidder and the Concert Parties do not assume any responsibility for whether the acceptance of the Takeover Offer outside the Federal Republic of Germany, Luxembourg and the U.S. is permissible under the relevant applicable legal provisions.

If the Offer Document or any announcements on this website contain forward-looking statements, such statements do not represent facts and are characterised by the words "expect", "believe", "estimate", "intend", "aim", "assume" and similar expressions. Such statements express the intentions, opinions or current expectations and assumptions of the Bidder and the Concert Parties. The forward-looking statements are based on current plans, estimates and forecasts which the Bidder and the Concert Parties have made to the best of their knowledge, but which do not make any claim of correctness for the future. Forward-looking statements are subject to risks and uncertainties that are difficult to predict and usually cannot be influenced by the Bidder or the Concert Parties. It must be taken into account that the actual events or consequences may be materially different from those contained in or expressed by such forward-looking-statements.

The Bidder will only update the Offer Document to the extent required by the laws of the Federal Republic of Germany.

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