DISCLAIMER - IMPORTANT

Possible offer by funds managed or advised by Bain Capital Private Equity (Europe) LLP or its affiliates (“Bain Capital”) for Craneware plc (“Craneware”) (the “Possible Offer”)

ACCESS TO THIS AREA OF THE WEBSITE (THE “MICROSITE”) MAY BE RESTRICTED UNDER APPLICABLE 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 THE MICROSITE. 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 FOR BAIN CAPITAL TO COMPLY WITH LEGAL REQUIREMENTS THAT IT REGARDS AS UNDULY ONEROUS.

THE INFORMATION CONTAINED IN THE MICROSITE IS MADE AVAILABLE IN GOOD FAITH AND FOR INFORMATION PURPOSES ONLY AND IS SUBJECT TO THE TERMS AND CONDITIONS SET OUT BELOW.

You are attempting to enter the Microsite that is designated for the publication of documents and information in connection with the Possible Offer. The information contained in this the Microsite does not constitute an offer to sell or otherwise dispose of, or any invitation or solicitation of any offer to purchase or subscribe for, any securities, or the solicitation of votes pursuant to or in connection with the Possible Offer or otherwise, in any jurisdiction in which such offer, invitation or solicitation is unlawful or would result in a requirement for Bain capital to comply with legal or regulatory requirements that it considers to be unduly onerous.

There can be no certainty that any offer will be made, or as to the terms of any such offer (if made). Any offer by Bain Capital in connection with the Possible Offer would be made solely by means of an offer document or scheme document, which would contain the full terms and conditions of such offer. Any decision in relation to any such offer should be made solely on the basis of the information provided in any such document.

Basis of access

If you wish to view the Microsite, please read this notice carefully. This notice applies to all persons who view the Microsite and, depending on where you are located, may affect your rights or responsibilities. Bain Capital reserves the right to amend or update this notice at any time and you should, therefore, read it in full each time you visit the Microsite.

The information on the Microsite has been prepared for the purposes of complying with the law of England and Wales and the City Code on Takeovers and Mergers, and the information 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 other than England and Wales.

The information contained on the Microsite speaks only at the date of the relevant document or announcement reproduced on the Microsite, and Bain Capital has, and accepts, no responsibility or duty to update any such information, document or announcement and reserves the right to add to, remove or amend any information reproduced on the Microsite at any time. In particular, and except as required by applicable law or regulation, Bain Capital is not under any obligation, and Bain Capital and its affiliates expressly disclaim any intention, obligation or undertaking, to update or revise any forward-looking statements (as described below), whether as a result of new information, future events or otherwise. No document on the Microsite shall, under any circumstances, create any implication that there has been no change in the business or affairs of Bain Capital or Craneware since the date of its publication or that the information contained therein is correct as at any time subsequent to its date.

None of Bain Capital, its affiliated companies nor its or their directors accepts any responsibility for the contents of any document, announcement or information contained in the Microsite except as may be expressly stated in such document, announcement or information.

THE DOCUMENTS IN THE MICROSITE MAY NOT BE ACCESSED, VIEWED, DOWNLOADED, FORWARDED OR TRANSMITTED BY, OR SHARED WITH, ANY PERSON EITHER IN WHOLE OR IN PART WHERE TO DO SO WOULD OR MAY CONSTITUTE A VIOLATION OF ANY APPLICABLE LAWS OR REGULATIONS.

Overseas Persons

As a consequence of legal restrictions, the release, publication or distribution of information contained on the Microsite in certain jurisdictions or to certain persons may be restricted or unlawful.  All persons resident or located outside the United Kingdom who wish to view the Microsite must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so and should inform themselves of, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction.  If you are resident or located in a country that renders the accessing of the Microsite or parts thereof unlawful, whether or not subject to making certain notifications or taking other action, you should not view the Microsite.

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 the Microsite.

Additional United States (“US”) information

The Possible Offer relates to the securities of a UK-incorporated company and is subject to UK procedural and disclosure requirements that are different from those of the US. Any financial statements or other financial information included in the Microsite may have been prepared in accordance with non-US accounting standards that may not be comparable to the financial statements of US companies or companies whose financial statements are prepared in accordance with generally accepted accounting principles in the US. It may be difficult for US persons who are holders of shares to enforce their rights and any claims they may have arising under US federal securities laws in connection with the Possible Offer since Bain Capital and Craneware are located in a country other than the US and some or all of their officers and directors may be residents of countries other than the US. US persons who are holders of shares may not be able to sue Bain Capital or Craneware or their respective officers or directors in a non-US court for violations of US securities laws. Further, it may be difficult to compel Bain Capital or Craneware and/or their respective affiliates to subject themselves to the jurisdiction or judgment of a US court.

Forward-looking statements

Certain descriptions in documents contained in the Microsite may be oriented towards future events and therefore contain statements that are, or may be deemed to be, “forward-looking statements” which are prospective in nature. Such statements may include, without limitation, statements in respect of trends in commodity prices and currency exchange rates; demand for commodities; reserves and resources and production forecasts; expectations, plans, strategies and objectives of management; expectations regarding financial performance, results of operations and cash flows, climate scenarios; sustainability performance (including, without limitation, environmental, social and governance) related goals, ambitions, targets, intentions, visions, milestones and aspirations; approval of certain projects and consummation of certain transactions; closures or divestments of certain assets, operations or facilities (including, without limitation, associated costs); capital costs and scheduling; operating costs and supply of materials and skilled employees; financings; anticipated productive lives of projects, mines and facilities; provisions and contingent liabilities; and tax, legal and regulatory developments.

These forward-looking statements may be identified by the use of forward-looking terminology, or the negative thereof including, without limitation, “outlook”, “guidance”, “trend”, “plans”, “expects”, “continues”, “assumes”, “is subject to”, “budget”, “scheduled”, “estimates”, “aims”, “forecasts”, “risks”, “intends”, “positioned”, “predicts”, “projects”, “anticipates”, “believes”, or variations of such words or comparable terminology and phrases or statements that certain actions, events or results “may”, “could”, “should”, “shall”, “would”, “might” or “will” be taken, occur or be achieved. The matters disclosed in documents contained in the Microsite are a ‘point in time’ disclosure only as at the date when the relevant document was first published or made available. Forward-looking statements are not based on historical facts, but rather on predictions, expectations, beliefs, opinions, plans, objectives, goals, intentions and projections about future events, results of operations, prospects, financial conditions and discussions of strategy, and reflect judgments, assumptions, estimates and other information available as at the date on which they were made or the date of the corresponding planning or scenario analysis process.

By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to differ materially from any future event, results, performance, achievements or other outcomes expressed or implied by such forward-looking statements. Important factors that could impact these uncertainties include (without limitation) those disclosed in Craneware’s latest annual or half-yearly reports. These risks and uncertainties may materially affect the timing and feasibility of particular developments.

Persons accessing the Microsite should review and consider these risks and uncertainties when considering the information contained in any document on the Microsite (as well as any other risks identified in such document). Neither Bain Capital nor any of its affiliates nor any of its or their respective employees, directors, officers or advisers, provides any representation, warranty, assurance or guarantee as to the accuracy, completeness or correctness, likelihood of achievement or reasonableness of any forward-looking information contained in any document on the Microsite or that the events, results, performance, achievements or other outcomes expressed or implied in any forward-looking statements any document on the Microsite will actually occur. Bain Capital cautions readers against reliance on any forward-looking statements contained in any document on the Microsite.

Unless expressly stated, no statement in any document on the Microsite is intended as any kind of forecast (including, without limitation, a profit forecast or a profit estimate), guarantee or prediction of future events or performance and past performance cannot be relied on as a guide to future performance. This notice shall be governed by, and interpreted in accordance with, English law.

Confirmation of Understanding and Acceptance of Disclaimer

By clicking on the “ACCEPT” button below, you are making the following confirmations:

• I certify that I am not (nor do I act on behalf of someone who is) resident or located in any jurisdiction that renders the accessing of the Microsite or parts thereof unlawful.
• I agree that I will not forward, transfer or distribute (by any means including by electronic transmission) any documents included in the Microsite, either in whole or in part, to any person resident or located in any jurisdiction where such distribution may be restricted by applicable law or regulation.
• I represent and warrant to Bain Capital that I intend to access the Microsite for information purposes only, that I have read and understood this notice and that I understand that it may affect my rights or responsibilities.
• I agree to be bound by the terms of this notice.

If you are not able to give these confirmations (as applicable), we cannot provide you with the information on the site and you should click on the “DECLINE” button below.