Recommended cash offer ("the Offer") by Canon Inc. ("Canon") and Canon Finance Netherlands B.V. ("the Offeror") for all issued and outstanding ordinary shares in the capital of Océ N.V. ("Océ") at an offer price of EUR 8.60 per ordinary share in the capital of Océ (the "Shares").
NOTE: THE INFORMATION RELATING TO THE OFFER IS BEING MADE AVAILABLE ON THIS WEBSITE BY CANON IN GOOD FAITH AND FOR INFORMATION PURPOSES ONLY. THE OFFER CANNOT BE VALIDLY ACCEPTED BY HOLDERS OF OCÉ SHARES (THE "SHAREHOLDERS") OR ANY OTHER PERSONS THROUGH MEANS OF DOWNLOADING A COPY OF THE OFFER MEMORANDUM ("OFFER MEMORANDUM") OR ANY DOCUMENTS RELATED THERETO FROM THIS WEBSITE.
Please read this notice carefully - it applies to all persons who view this part of the website and, depending upon who you are and where you live, it may affect your rights. This part of the website contains information on the Offer, the Offer Memorandum and further information related thereto. Please note that as the Offer progresses, the disclaimer set out below may be altered or updated. You should read it in full each time you visit this part of the website.
For regulatory reasons, we have to ensure you are aware of the appropriate regulations for the country which you are in. To allow you to view details relating to the Offer, you have to read the following then press "I AGREE". If you are unable to agree, you should press "I DISAGREE" and you will not be able to view any such details.
The Offer is made with due observance of such statements, conditions and restrictions as are included in the Offer Memorandum. The Offeror reserves the right to accept any tender under the Offer, which is made by or on behalf of a Shareholder, even if it has not been effected in the manner set out in this Offer Memorandum. The Offer is not being made, and the Shares will not be accepted for purchase from or on behalf of any Shareholder, in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities or other laws or regulations of such jurisdiction or would require any registration, approval or filing with any regulatory authority not expressly contemplated by the terms of this Offer Memorandum. However, acceptances of the Offer by Shareholders not residing in the Netherlands will be accepted by the Offeror if such acceptances comply with (i) the acceptance procedure set out in this Offer Memorandum and (ii) the applicable laws and regulations of the jurisdiction from which such acceptance has been made. Persons obtaining the Offer Memorandum are required to take due note and observe all such restrictions and obtain any necessary authorisations, approvals or consents. Neither the Offeror, nor Canon, nor Océ, nor any of their respective affiliates, managing or supervisory board members, employees, nor their respective advisers accepts any liability for any violation by any person of any such restriction. Any person (including, without limitation, custodians, nominees and trustees) who would or otherwise intend to forward this Offer Memorandum or any related document to any jurisdiction outside the Netherlands should carefully read this Section 1 (Restrictions and important information) before taking any action. The distribution of this Offer Memorandum in jurisdictions other than the Netherlands may be restricted by law and therefore persons into whose possession this Offer Memorandum comes should inform themselves about and observe such restrictions. Any failure to comply with any such restrictions may constitute a violation of the law of any such jurisdiction.
The Offer is not being, and will not be made, directly or indirectly, in or into, or by use of the mails, or by any means or instrumentality (including, without limitation, electronic mail, post, telephone, facsimile, telex or electronic transmission) of interstate or foreign commerce of, or any facility of a national securities exchange of the U.S. or Canada, and the Offer should not be accepted by any such use, means, instrumentality or facility or from within the U.S. or Canada. Accordingly, this Offer Memorandum, any acceptance of the Offer made in the manner specified in this Offer Memorandum and any related documents are not being and must not be mailed or otherwise distributed or sent in, into or from (whether by use of the mails, or by any means or instrumentality (including, without limitation, electronic mail, post, telephone, facsimile, telex or electronic transmission) of interstate or foreign commerce, or of any facility of a national securities exchange of) the U.S. or Canada. Persons receiving such documents (including, without limitation, custodians, nominees and trustees) must not distribute or send them into or from such jurisdictions or use such mails or any such means, instrumentality or facility for any purpose directly or indirectly with this Offer and doing so will render invalid any relevant purported acceptance of the Offer.
This Offer Memorandum has not been submitted to or reviewed by the U.S. Securities and Exchange Commission ("SEC") or any state securities commission in the U.S. and neither the SEC nor any such state securities commission has approved or disapproved or determined whether this Offer Memorandum is truthful or complete. Any representation to the contrary is a criminal offence in the U.S.
If you are not permitted to view the information on this part of the website, or viewing the information would result in a breach of the above, or you are in any doubt as to whether you are permitted to view the information, please exit this web page by clicking on the "I DISAGREE" box below.
Any person seeking access to this part of Canon's website represents and warrants to Canon that they are doing so for information purposes only. The Shareholders should seek advice from an independent financial adviser as to the suitability of any action for the individual concerned.
THE INFORMATION RELATING TO THE OFFER MAY NOT BE DOWNLOADED BY ANY PERSON EITHER IN WHOLE OR IN PART WHERE TO DO SO WOULD OR MAY CONSTITUTE A BREACH OF ANY APPLICABLE LOCAL LAWS OR REGULATIONS.
I have read and understood the disclaimer set out above. I understand that it may affect my rights. I agree to be bound by its terms. I confirm that I am not a resident of the United States of America or Canada and I am permitted to proceed to this part of the website.
