DISCLAIMER – IMPORTANT

ELECTRONIC VERSIONS OF THE MATERIALS YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBPAGE BY BRAINLAB AG (IN THE FUTURE: BRAINLAB SE) (THE “COMPANY”) IN GOOD FAITH AND FOR INFORMATION PURPOSES ONLY.

THESE MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED IN THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR ANY OTHER JURISDICTION WHERE THE EXTENSION OR AVAILABILITY OF THE TRANSACTION (AND ANY OTHER TRANSACTION CONTEMPLATED THEREBY) WOULD BREACH ANY APPLICABLE LAW OR REGULATION (THE “RESTRICTED JURISDICTIONS”).

Please read this notice carefully — it applies to all persons who view this webpage. Please note that the disclaimer set out below may be altered or updated. You should read it in full each time you visit the site.

Basis of access

Access to electronic versions of these materials is being made available by the Company in good faith and for information purposes only. Any person seeking access to this webpage represents and warrants to the Company that they are doing so for information purposes only. Making press announcements and other documents available in electronic format does not constitute an offer to sell or the solicitation of an offer to buy the securities mentioned in such materials (the “Securities”). Further, it does not constitute a recommendation by the Company or any other party to sell or buy the Securities.

Overseas Persons

Viewing the materials on this webpage may not be lawful in certain jurisdictions. In other jurisdictions, only certain categories of person may be allowed to view such materials. Any persons in or resident in any Restricted Jurisdiction, who wish to view these materials should satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so.

In particular, unless otherwise determined by the Company and permitted by applicable law and regulation, the materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for the Securities by the Company made in the Restricted Jurisdictions or any other jurisdiction in which such offers or sales are unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

In particular, the Securities have not been and will not be registered under the US Securities Act of 1933 (the "Securities Act"), and may not be offered or sold in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Securities will not be registered under or offered in compliance with applicable securities laws of any state, province, territory, county or jurisdiction of the United States or the other Restricted Jurisdictions. Accordingly, unless an exemption under the relevant securities law is applicable, the Securities may not be offered, sold, taken up, exercised, renounced, resold, delivered or distributed, directly or indirectly, in or into the United States or the other Restricted Jurisdictions or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction. There will be no public offering of the Securities in the United States.

Users located in the United Kingdom

In the United Kingdom the following materials are only directed at, ''qualified investors'' within the meaning of Prospectus Regulation (Regulation (EU) 2017/1129), as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 who are (i) "investment professionals" within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"); (ii) high net worth entities to whom it may otherwise lawfully be communicated falling within Article 49(2)(a) to (d) of the Order, or (iii) persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities of the Company or any member of its group may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). The Securities are available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be available only to or will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

Users located within the European Economic Area (other than Germany, the “Permitted Country”)

You are located or resident in a member state of the European Economic Area ("EEA") (other than in the Permitted Country) and are a "qualified investor" within the meaning of Article 2(e) the Prospectus Regulation ("Qualified Investor"). For these purposes, the expression "Prospectus Regulation" means Regulation (EU) 2017/1129, as amended. Further, if you are acting as a fiduciary or agent for one or more investor accounts, (a) each such account is a Qualified Investor, (b) you have investment discretion with respect to each account, and (c) you have full power and authority to make the representations, warranties, agreements and acknowledgements herein on behalf of each such account.

If you are not permitted to view materials on this webpage or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

Confirmation of understanding and acceptance of disclaimer

Electronic versions of these materials are not directed at or accessible by nor should they be made available to persons located in the Restricted Jurisdictions or in any other restricted jurisdiction.

By clicking on the “Agree” button, I certify that:

I am not located in any of the Restricted Jurisdictions or in any other restricted jurisdiction;
if I am located in the United Kingdom, I am a “relevant person” (as defined above); and
if I am located in the EEA (other than in the Permitted Country), I am a “Qualified Investor” (as defined above).

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. By clicking on the “Agree” button, I confirm that I am permitted to proceed to electronic versions of these materials.

Investor RelationsIPO

DISCLAIMER