Please read this notice carefully.
You have entered the website which ISRA VISION AG has designated for the publication of documents and information in connection with the voluntary public takeover offer by Atlas Copco Germany Holding AG to acquire all shares of ISRA VISION AG pursuant to the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz – WpÜG) (the “Takeover Offer“).
Shareholders of ISRA VISION AG 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 10 February 2020 Atlas Copco Germany Holding AG (the “Bidder”) announced to make a voluntary public takeover offer to the shareholders of ISRA VISION AG (the “ISRA Shareholders”) to acquire all no-par value registered shares (nennwertlose Namensaktien) in ISRA VISION AG (the “ISRA Shares”) by way of a voluntary public takeover offer.
The publication of the Offer Document has been approved on 28 February 2020 pursuant to section 14 para. 2 sentence 1 of the Takeover Act. The Takeover Offer referenced on this website published on this website is exclusively made on the basis of the terms set out in the offer document.
The Takeover Offer to the ISRA Shareholders for the acquisition of all ISRA Shares is implemented solely in accordance with German law, in particular the provisions of the WpÜG, and certain applicable securities law provisions of the United States of America (the “United States”).
The legal provisions of the Federal Republic of Germany on the implementation of such a takeover offer differ significantly from the corresponding U.S. legal provisions. It may be difficult for shareholders whose place of residence, seat or place of habitual abode is in the United States (the “U.S. shareholders”) to enforce their rights and claims under U.S. federal securities laws, since both ISRA VISION AG and the Bidder have their seat outside the United States. U.S. shareholders may not be able to sue a company with its seat outside of the United States, nor its officers or directors who are resident outside the United States before a court outside the United States for violations of U.S. securities laws. Furthermore, it may be difficult to enforce the decisions of a U.S. court against a company having its seat outside the United States.
The Takeover Offer is not made pursuant to the provisions of any other legal system. Accordingly, no notifications, registrations, admissions or approvals of the Takeover Offer or of the offer document containing the Takeover Offer are applied for or initiated by the Bidder or the persons acting jointly with the Bidder within the meaning of section 2 para. 5 sentence 1 and 3 WpÜG outside of the Federal Republic of Germany.
The publication, dispatch, distribution or dissemination of the offer document or other documents connected with the Takeover Offer, which are contained on this website, outside the Federal Republic of Germany, the Member States of the European Union and the European Economic Area and the United States may be subject to legal restrictions. The offer document and other documents connected with the Takeover Offer, which are contained on this website, may not be dispatched to, or disseminated, distributed or published in, countries where this would be illegal. The Bidder has not given its permission for the dispatch, publication, distribution or dissemination of the offer document or other documents connected with the Takeover Offer, which are contained on this website, outside the Federal Republic of Germany, the Member States of the European Union and the European Economic Area and the United States. The ability of a shareholder of ISRA VISION AG who is not located in or a citizen of the Federal Republic of Germany, the Member States of the European Union, the European Economic Area or the United States to accept the Takeover Offer might be affected by the laws of the jurisdiction in which such shareholder is located or of which such shareholder is a citizen. ISRA Shareholders who come into possession of the offer document outside the Federal Republic of Germany, the Member States of the European Union and the European Economic Area or the United States, who wish to accept the Takeover Offer outside the Federal Republic of German, the Member States of the European Union, the European Economic Area or the United States and/or who are subject to legal provisions other than those of the Federal Republic of Germany, the Member States of the European Union, the European Economic Area or the United States are advised to inform themselves of the applicable legal provisions and to comply with them.
All information contained on, or accessible through, this website is for information purposes as well as the purpose of complying with the provisions of the WpÜG, the pertinent regulation (WpÜG-Angebotsverordnung) and other legal requirements applicable in relation to the Takeover Offer. ISRA VISION AG does not assume any obligation to keep the information and documents which are made available up to date unless required by applicable laws.
An offer to purchase ISRA Shares is only and exclusively made in accordance with the terms and conditions of the published offer document. The information contained on this website and the documents accessible through this website do not constitute an offer to the ISRA Shareholders to purchase, or an invitation to make an offer to sell, ISRA Shares, and do not contain, and are not for the purposes of the Bidder making any representations or entering into any other legal commitments. ISRA VISION AG notes that to the extent legally permissible, the Bidder reserves the right to change the terms and conditions of the Takeover Offer.
Announcements or information on, or accessible through, this website may contain statements about the Bidder, Atlas CopCo AB (publ) and/or its subsidiaries (together the “Atlas CopCo Group”), or ISRA VISION AG and/or its subsidiaries (together the “ISRA Group”) that may be “forward-looking statements”. Forward-looking statements include, without limitation, statements that typically contain words such as “anticipate”, “target”, “expect”, “estimate”, “intend”, “plan”, “believe”, “hope”, “aims”, “continue”, “will”, “may”, “should”, “would”, “could”, or other words of similar meaning. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements could prove to be incorrect, and outcomes usually cannot be influenced by the Bidder or the persons acting jointly therewith pursuant to section 2 para. 5 WpÜG. It should be kept in mind that actual events or consequences may differ materially from expectations.
For further information and for the option to download the offer document, please visit the website of the Bidder (www.technology-offer.com).