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BEFORE ENTERING THIS WEBSITE, PLEASE READ CAREFULLY THE FOLLOWING IMPORTANT TERMS AND CONDITIONS THAT GOVERN YOUR ACCESS TO, AND USE OF, THIS WEBSITE, AND ACKNOWLEDGE YOUR AGREEMENT TO THEM. ELECTRONIC VERSIONS OF THE MATERIALS YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBSITE BY PENNON GROUP PLC IN GOOD FAITH AND ARE FOR INFORMATION PURPOSES ONLY. THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSIBLE BY PERSONS OUTSIDE THE UNITED KINGDOM. IF YOU AGREE TO THE TERMS, CLICK “I AGREE” AT THE BOTTOM OF THIS PAGE TO ENTER THIS WEBSITE. IF YOU CLICK “I DO NOT AGREE” YOU WILL NOT BE ABLE TO ENTER THIS WEBSITE.

Access to and use of this website (the “Website”) and the Prospectus dated 18 September 2020 (the “Prospectus”) and any other materials (if any) (collectively, the “Materials”) thereon is conditional upon your agreement to and compliance with the terms and conditions of access to the Website (the “Terms and Conditions“). You acknowledge and agree to the Terms and Conditions and agree not to undertake any act or omission that would constitute a breach of these Terms and Conditions.

In addition, your access to the Materials may be restricted by applicable law, and you must seek your own advice in relation to and observe any such restrictions.

Neither the Website nor the Prospectus nor any other materials on the Website purport to provide any financial, investment, tax, accounting or legal advice or recommendation. Before you enter into any transaction in relation to any securities referred to on the Website or in the Prospectus, you should obtain your own independent advice from your professional accounting, legal, regulatory, tax or other advisers.

The Prospectus and any other materials included on the Website speak only as at the date of those materials. Actual results and developments may be materially different from any opinion or expectation expressed in the Prospectus or any other materials on the Website. In addition, past performance is no guide to future performance, whether of Pennon Group plc or its securities. Pennon Group plc has no duty whatsoever to maintain or update the Prospectus or any such other materials. Pennon Group plc may, however, in its sole discretion remove or make changes to the materials, or discontinue the Website entirely, at any time.

THE PROSPECTUS MAY NOT BE FORWARDED OR DISTRIBUTED SAVE AS PROVIDED BELOW AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. THE MATERIALS MAY ONLY BE ACCESSED OUTSIDE THE UNITED STATES (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933 (THE “SECURITIES ACT”)). ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THE PROSPECTUS IN WHOLE OR IN PART IS STRICTLY PROHIBITED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS.

THE WEBSITE, THE PROSPECTUS AND ANY RELATED MATERIALS ARE FOR INFORMATION ONLY. NOTHING ON THE WEBSITE, INCLUDING THE PROSPECTUS, CONSTITUTES AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES IN THE UNITED STATES OR IN ANY OTHER RESTRICTED JURISDICTION IN WHICH SUCH OFFER OR INVITATION IS NOT AUTHORIZED OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH AN OFFER OR SOLICITATION. RESTRICTED JURISDICTION MEANS ANY JURISDICTION OUTSIDE OF THE UNITED KINGDOM, INCLUDING BUT NOT LIMITED TO AUSTRALIA, CANADA, JAPAN, SWITZERLAND, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA AND THE UNITED STATES, WHERE THE EXTENSION OR AVAILABILITY OF THE WATERSHARE+ SCHEME OFFER (AND ANY OTHER TRANSACTION CONTEMPLATED THEREBY) WOULD (I) RESULT IN A REQUIREMENT TO COMPLY WITH ANY GOVERNMENTAL OR OTHER CONSENT OR ANY REGISTRATION FILING OR OTHER FORMALITY WHICH PENNON GROUP PLC REGARDS AS UNDULY ONEROUS; OR (II) OTHERWISE BREACH ANY APPLICABLE LAW OR REGULATION (“RESTRICTED JURISDICTION”). PENNON GROUP PLC’S SECURITIES CANNOT BE OFFERED, SOLD, TAKEN UP, EXERCISED, RESOLD, RENOUNCED, TRANSFERRED, OR DELIVERED, DIRECTLY OR INDIRECTLY, WITHIN THE UNITED STATES WITHOUT REGISTRATION UNDER THE SECURITIES ACT, OR PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION. THE SECURITIES DESCRIBED IN THE MATERIALS (THE “EXISTING ORDINARY SHARES”) HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OR WITH ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES NOR DOES PENNON GROUP PLC INTEND TO CONDUCT A PUBLIC OFFERING OF THE EXISTING ORDINARY SHARES IN THE UNITED STATES OR ANY OTHER JURISDICTION OF THE UNITED STATES. THE EXISTING ORDINARY SHARES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS. ANY SECURITIES OFFERED BY PENNON GROUP PLC ARE BEING OFFERED AND SOLD SOLELY OUTSIDE THE UNITED STATES IN RELIANCE ON REGULATION S UNDER THE SECURITIES.

Confirmation of your representation: By clicking “I AGREE” below, you are representing and warranting to Pennon Group plc that:

  1. you are not (A) located or resident within the United States (within the meaning of Regulation S under the Securities Act) or (B) acting for or on behalf of any person falling under (A) and, to the extent you are allocated any Existing Ordinary Shares on the basis of accepting the WaterShare+ Scheme Offer as described in the Prospectus, you will be doing so pursuant to Regulation S under the Securities Act;
  1. you are not acquiring the Existing Ordinary Shares with a view to the offer, sale, resale, transfer, delivery or distribution, directly or indirectly, of any such Existing Ordinary Shares into the United States or any other Restricted Jurisdiction;
  1. you are (i) a person resident in the United Kingdom (excluding the Channel Islands and Isle of Man); (ii) not located within a Restricted Jurisdiction; and (iii) not applying for the Existing Ordinary Shares with a view to the reoffer, resale or delivery of Existing Ordinary Shares, directly or indirectly in or into a Restricted Jurisdiction, or to a person located or resident in a restricted jurisdiction, or to any person you believe is purchasing Existing Ordinary Shares for the purpose of such resale, reoffer or delivery;
  1. you are a person to whom the Prospectus the Materials on the Website may be lawfully communicated under the laws of the jurisdiction where you are located or resident and all other applicable laws;
  1. you acknowledge and agree that any investment decision you take in relation to the Existing Ordinary Shares and/or participation in the WaterShare+ Scheme Offer should be based on consideration of the Prospectus, the documents incorporated in the Prospectus by reference and any supplementary prospectus; and
  1. you acknowledge and agree that if you elect the Pennon Shares rebate option under the WaterShare+ Scheme any apply for this rebate option, you will be agreeing with Pennon Group plc to the terms and conditions set out in Part 7A (Terms and Conditions of the WaterShare+ Scheme Offer) and agreeing with the Nominee to the terms and conditions set out in Part 7B (Terms and Conditions of the Nominee Service) of the Prospectus.

If you cannot make the representations and warranties described above, you must click “I DO NOT AGREE”, and you will not be able to access this Website.

The Prospectus has been made available on the Website in electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of transmission and consequently Pennon Group plc accepts no liability or responsibility whatsoever in respect of any discrepancies between the version of the Prospectus that appears on the Website and the hard copy or original version of such document.

You are reminded that the Prospectus has been made available to you on the basis that you are a person into whose possession the Prospectus may lawfully be delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorised to, deliver the Prospectus, electronically or otherwise, to any other person. Neither this Website nor the Prospectus constitutes, and may not be used in connection with, an offer or solicitation in any place. Under no circumstances shall this Website or the Prospectus constitute an offer to sell or the solicitation of an offer to buy any Existing Ordinary Shares in any jurisdiction outside the United Kingdom. Other than in the United Kingdom, no action has been or will be taken in any jurisdiction by Pennon Group plc that would, or is intended to, permit a public offering of any Existing Ordinary Shares, or possession or distribution of the Prospectus or any other offering or publicity material relating to any Existing Ordinary Shares, in any country or jurisdiction where action for that purpose is required.

Unauthorised use of the Website or the Prospectus or other materials including, but not limited to, unauthorised entry or misuse of any information posted to the Website is strictly prohibited.

By clicking the button labelled “I AGREE” below, your acknowledgement shall have the same force and validity as a paper copy of an agreement setting out these Terms and Conditions that has been manually signed, or otherwise duly executed, by you or on your behalf and delivered. These Terms and Conditions and any non-contractual obligations arising out of or in conjunction with them will be governed by, and construed in accordance with, English law. The English courts will have jurisdiction to settle any disputes which may arise out of or in connection with these Terms and Conditions.