You have entered the website which Rocket Internet SE (the “Bidder” or the “Company”) has designated for the publication of documents and information in connection with its public delisting tender offer pursuant to the German Securities Acquisition and Trading Act (Wertpapiererwerbs- und Übernahmegesetz) (“WpÜG”) and the German Stock Exchange Act (Börsengesetz) (“BörsG”) (the “Offer”) for the buy-back of all shares in the Company which are not already directly held by the Bidder as treasury shares.
In order to access further information in connection with the intended Offer, visitors of this website are requested to confirm, at the bottom of this page, notice of the following legal information.
The Company publishes on this website information concerning the intended Offer. The Offer is being implemented solely in accordance with the applicable laws of the Federal Republic of Germany, in particular the WpÜG in conjunction with the German regulation on the contents of offer documents, consideration related to tender offers and compulsory offers, and exemptions from the obligation to publish and submit an offer (WpÜG-Angebotsverordnung), the BörsG and other applicable laws in connection with the Offer, and with certain provisions of the securities laws of the United States of America applicable to cross-border tender offers with a limited U.S. shareholder base. The Offer is not made or intended to be made pursuant to the provisions of any other jurisdiction. Accordingly, no notifications, registrations admissions or approvals of the Offer or of the offer document containing the Offer (the “Offer Document”) have been or will be applied for or initiated by the Bidder outside of the Federal Republic of Germany. The Company therefore does not assume any responsibility for compliance with law other than the laws of the Federal Republic of Germany or applicable securities laws of the United States of America.
The Company will not undertake or otherwise arrange for the public marketing of the Offer outside the Federal Republic of Germany, the European Union, the European Economic Area and the United States. The Company assumes no responsibility for the publication, dispatch, distribution or dissemination of any documents connected with the Offer outside the Federal Republic of Germany, the European Union, the European Economic Area and the United States being compatible with the legal restrictions in these other jurisdictions. Furthermore, the Company assumes no responsibility for the non-compliance of third parties with any laws.
The announcements made on this website do not constitute an invitation to make an offer to sell shares in the Company. With the exception of the publication of any Offer Document pursuant to the provisions of the WpÜG, announcements made on this website also do not constitute an offer to purchase shares in the Company.
To the extent permissible under applicable law or regulation, and in accordance with German market practice, the Company or its brokers may purchase, or conclude agreements to purchase, shares in the Company, directly or indirectly, outside of the scope of the public Offer, before, during or after the period in which the offer remains open for acceptance. This applies to other securities which are directly convertible into, exchangeable for, or exercisable for shares in the Company. These purchases may be completed via the stock exchange at market prices or outside the stock exchange in negotiated transactions. Any information about such purchases will be disclosed as required by law or regulation in Germany or any other relevant jurisdiction.
To the extent that any announcements on this website contain forward-looking statements, such statements do not represent facts and are characterized by the words “will”, “expect”, “believe”, “estimate”, “intend”, “aim”, “assume” or similar expressions. Such statements express the intentions, opinions or current expectations and assumptions of the Company, for example with regard to the potential consequences of the Offer for the Company, for the (remaining) shareholders of the Company or for future financial results of the Company. Such forward-looking statements are based on current plans, estimates and forecasts which the Company has made to the best of their knowledge, but which do not claim to be correct in the future. Forward-looking statements are subject to risks and uncertainties that are difficult to predict and usually cannot be influenced by the Company. It should be kept in mind that the actual events or consequences may differ materially from those contained in or expressed by such forward-looking statements.
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