Disclaimer – Legal Notices
You are attempting to enter the section of this website which Quebec B.V., a wholly-owned subsidiary of Thermo Fisher Scientific Inc. (“Thermo Fisher”), has designated for the publication of documents and information in connection with the voluntary public takeover offer (the “Takeover Offer”) to acquire all ordinary shares of QIAGEN N.V. (“QIAGEN”).
Shareholders of QIAGEN are kindly requested to read and acknowledge the following legal notice on this page before going on to the pages containing information about the Takeover Offer.
IMPORTANT LEGAL INFORMATION
On March 3, 2020, Quebec B.V. published its decision to make a voluntary public takeover offer to the shareholders of QIAGEN (the “QIAGEN Shareholders”) to acquire all ordinary shares in QIAGEN by way of the Takeover Offer.
In this section of the website, you will find announcements, documents and information (collectively, the “Information”) relating to the Takeover Offer, including the publication of the decision to make the Takeover Offer in accordance with Section 10 para. 1 in conjunction with Sections 29 para. 1, 34 of the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz, “WpÜG”) and the press release of Thermo Fisher. After the approval of its publication by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, “BaFin”), this website will also contain the offer document as well as further information pertaining to the Takeover Offer.
The Takeover Offer relates to shares in a Dutch company which are traded on the Frankfurt Stock Exchange and the New York Stock Exchange. The Takeover Offer is subject to the statutory provisions of the Federal Republic of Germany and the Netherlands (to the extent applicable) on the implementation of such an offer and to the provisions of the securities laws of the United States of America including the applicable provisions governing tender offers under the U.S. Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder.
ACCESS TO THIS SECTION OF THE WEBSITE MAY BE RESTRICTED UNDER SECURITIES LAWS IN CERTAIN JURISDICTIONS. THIS NOTICE REQUIRES YOU TO CONFIRM CERTAIN MATTERS, BEFORE YOU MAY OBTAIN ACCESS TO THE INFORMATION. THE INFORMATION IS NOT DIRECTED AT, AND IS NOT INTENDED TO BE ACCESSIBLE BY, PERSONS RESIDENT IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.
THE INFORMATION IS BEING MADE AVAILABLE IN GOOD FAITH AND FOR INFORMATION PURPOSES AS WELL AS FOR THE PURPOSE OF COMPLYING WITH APPLICABLE STATUTORY PROVISIONS AND REQUIREMENTS, AND ITS AVAILABILITY IS SUBJECT TO THE TERMS AND CONDITIONS SET OUT BELOW. THE INFORMATION IS NOT INTENDED TO, AND DOES NOT, CONSTITUTE OR FORM ANY PART OF AN OFFER TO SELL OR OTHERWISE DISPOSE OF OR AN INVITATION OR THE SOLICITATION OF AN OFFER TO PURCHASE OR OTHERWISE ACQUIRE ANY SECURITIES, OR THE SOLICITATION OF A VOTE OR APPROVAL PURSUANT TO THE INFORMATION OR OTHERWISE. ANY PERSON SEEKING ACCESS TO THIS SECTION OF THERMO FISHER’S WEBSITE REPRESENTS AND WARRANTS TO THERMO FISHER THAT THEY ARE DOING SO FOR INFORMATIONAL PURPOSES ONLY.
The final terms of the Takeover Offer may differ from the basic information described in this website. QIAGEN Shareholders are strongly recommended to read the offer document and all documents in connection with the Takeover Offer as they are published, since they will contain important information.
If QIAGEN Shareholders are residing in a country outside of the Netherlands, it may be difficult for them to enforce rights and claims arising outside of the laws of this country of residency, since QIAGEN is incorporated in the Netherlands and some or all of its officers and directors may be residents of a country other than the respective QIAGEN Shareholders’ country of residency. QIAGEN Shareholders may not be able to sue, in a court in their country of residency, a foreign company or its officers or directors for violations of the laws of the respective QIAGEN Shareholders’ country of residency. Further, it may be difficult to compel a foreign company and its affiliates to subject themselves to a judgment of a court of the QIAGEN Shareholders’ country of residency.
All information contained on, or accessible through, this website is for information purposes as well as for the purpose of complying with the provisions of the WpÜG, the pertinent regulation (WpÜG-Angebotsverordnung), applicable provisions of the securities laws of the United States of America and other legal requirements applicable in relation to the Takeover Offer. Thermo Fisher and Quebec B.V. do not assume any obligation to keep the information and documents which are made available up to date unless required by applicable laws. ANY PERSON SEEKING ACCESS TO THIS PORTION OF THE WEBSITE REPRESENTS AND WARRANTS THAT THEY ARE DOING SO FOR INFORMATION PURPOSES ONLY.
BASIS OF ACCESS TO INFORMATION
Please read this notice carefully before clicking “I confirm” or “I do not confirm” below. This notice applies to all persons who view this section of the website and, depending on where you live, it may affect your rights. This notice may be amended or updated by Thermo Fisher and Quebec B.V. from time to time and it should be read carefully in full each time you wish to view the website. In addition, the content of the website, and its accessibility by certain persons, may be amended at any time, in whole or in part, at the sole discretion of Thermo Fisher and Quebec B.V. The Information speaks only at the date of the relevant document or announcement and Thermo Fisher and Quebec B.V. have, and accept, no responsibility or duty to update any Information (other than to the extent such duty arises as a matter of law or regulation). For regulatory reasons we have to ensure that you are aware of the appropriate regulations for the country which you are in. To be allowed to view details relating to the Offer, you have to read the following and then press “I confirm”. If you are unable to confirm you should press “I do not confirm”, and you will not be able to view any such details.
The Information is not for publication or distribution, directly or indirectly, in or into any jurisdiction where it would be unlawful to do so. The Information is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities or the solicitation of any votes attaching to securities which are the subject of the Offer in any jurisdiction in which such offer, solicitation or invitation is unlawful, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. The Information may not be downloaded or accessed by any person from or in any jurisdiction where it would or may constitute a breach of any applicable laws or regulations. By clicking on the “I confirm” box below, you certify that you will not forward, transmit, show or distribute (by any means, including by electronic transmission) the Information to any person. In particular, you certify that you will not forward or transmit the Information either in whole or in part to any person in any jurisdiction where such distribution may be restricted by applicable law or regulation. Failure to comply with any such restrictions may constitute a violation of the laws and/or regulations of any such jurisdiction.
CONFIRMATION OF UNDERSTANDING AND ACCEPTANCE OF THIS NOTICE
By clicking on “I confirm” below, you confirm that you have read and understood to be bound by the terms of the notice set out above. If you click “I do not confirm” below, we will be unable to provide you with access to the Information and you will be redirected. Subject to any continuing obligations under applicable law or any relevant regulatory requirements, Thermo Fisher and Quebec B.V. expressly disclaim any obligation to disseminate, after the date of the posting of any document or announcement on this webpage, any updates or revisions to any statements in such documents or announcements in relation to the Offer to reflect any change in expectations or events, conditions or circumstances on which any such statements are based. If you are in any doubt about the contents of this section of the website or the action you should take, you should seek your own financial advice from an appropriately authorized independent financial adviser.
