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(Australia or Japan. Doing so may render invalid any purported acceptance\
of the Merger Offer. All )Tj
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(Incepta Shareholders or other persons \(including nominees, trustees or \
custodians\) who would or )Tj
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(otherwise intend to, or may have a contractual or legal obligation to, f\
orward this Announcement or the )Tj
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(Offer Document or the accompanying Form of Acceptance to any jurisdictio\
n outside the United )Tj
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(Kingdom, should refrain from doing so and seek appropriate professional \
advice before taking any )Tj
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(action.)Tj
0 -2.557 TD
(The New Huntsworth Shares to be issued in connection with the Merger hav\
e not been, and will not be, )Tj
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(registered under or offered in compliance with applicable securities law\
s of any state, province, territory )Tj
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(or jurisdiction of Canada, Australia or Japan and no regulatory clearanc\
es in respect of the New )Tj
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(Huntsworth Shares have been, or will be, applied for in any jurisdiction\
other than the UK. Accordingly, )Tj
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(unless an exemption under the relevant securities laws is applicable, th\
e New Huntsworth Shares are not )Tj
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(being, and may not be, offered, sold, resold, delivered or distributed, \
directly or indirectly, in or into, )Tj
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(Canada, Australia or Japan or to, or for the account or benefit of, any \
person resident in Canada, )Tj
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(Australia or Japan.)Tj
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(The New Huntsworth Shares to be issued in connection with the Merger hav\
e not been, and will not be, )Tj
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(registered under the US Securities Act or under the securities laws of a\
ny jurisdiction of the United )Tj
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(States. The New Huntsworth Shares are intended to be made available with\
in the United States in )Tj
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(connection with the Merger pursuant to an exemption from the registratio\
n requirements of the US )Tj
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(Securities Act provided by Rule 802 thereunder and an exemption from the\
US tender offer rules )Tj
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(provided by Rule 14d-1\(c\) under the US Securities Exchange Act. This M\
erger Offer relates to the )Tj
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(securities of two non-US companies. The Merger Offer is subject to discl\
osure requirements of the )Tj
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(United Kingdom which are different from those of the United States. Fina\
ncial statements included in )Tj
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(the document, if any, have been prepared in accordance with foreign acco\
unting standards that may not )Tj
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(be comparable to the financial statements of United States companies. It\
may be difficult for US persons )Tj
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(to enforce their rights and any claim that they may have arising under t\
he US federal securities laws, as )Tj
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(Huntsworth and Incepta are located in the United Kingdom and some or all\
of their respective officers )Tj
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(and directors are residents of the United Kingdom or other non-US countr\
ies. US persons may not be )Tj
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(able to sue a foreign company or its officers or directors in a foreign \
court for violations of US securities )Tj
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(laws. It may be difficult to compel a foreign company and its affiliates\
to subject themselves to a US )Tj
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(court\222s judgment. You should be aware that Huntsworth may purchase se\
curities of Incepta otherwise )Tj
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(than under the Merger Offer, such as in open market or privately negotia\
ted purchases.)Tj
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