Third Point Investors Ltd - Redemption Notice
THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. WHEN CONSIDERING WHAT ACTION YOU SHOULD TAKE, YOU ARE RECOMMENDED TO SEEK FINANCIAL ADVICE FROM YOUR STOCKBROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER FINANCIAL ADVISER AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000 (AS AMENDED).
If you sell or have sold or otherwise transferred all of your Shares, please immediately forward the accompanying Circular but not this personalised Redemption Notice to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was effected, for delivery to the purchaser or transferee. The Circular should not, however, be sent or transmitted in, or into,
This Redemption Notice should be read in conjunction with and is subject to the accompanying circular dated
The 2024 Redemption Offer is not being made, directly or indirectly, in or into, or by use of the mails of, or by any means or instrumentality (including, without limitation, facsimile transmission, internet, email, telex or telephone) of interstate or foreign commerce of, or any facility of a national state or other securities exchange of,
REDEMPTION NOTICE
(a non-cellular company limited by shares incorporated under the laws of Guernsey with registration number 47161)
Proposed 2024 Redemption Offer
IF YOU DO NOT WISH TO PARTICIPATE IN THE 2024 REDEMPTION OFFER,
DO NOT COMPLETE AND RETURN THIS FORM
Valid redemption notices must be received by
IF YOU WISH TO PARTICIPATE IN THE 2024 REDEMPTION OFFER
If you hold Shares in certificated form (that is, not in CREST), you should complete and sign page 3 of this Redemption Notice in accordance with the instructions set out on page 2 and then send this Redemption Notice, together with your share certificate(s) and/or other document(s) of title, by post in the accompanying pre-paid envelope (for use in the
If you have lost your share certificate(s) and/or other document(s) of title or they are not readily available, complete this Redemption Notice and return it as described above and forward the share certificate(s) and/or other document(s) of title as soon as possible thereafter and in any event so as to be received by
If you hold Shares in uncertificated form (that is, in CREST), you should not complete this Redemption Notice, but should send a TTE Instruction in accordance with the instructions in the letter from the Chairman of the Company and paragraph 1 of Part II contained in the Circular so as to be received no later than
If you hold Shares in both certificated and uncertificated form, you should complete this Redemption Notice in respect of your holding in certificated form. Similarly, you should complete a separate Redemption Notice for Shares held in certificated form but under different designation. You can obtain further Redemption Notices from
Please read carefully this Redemption Notice and Circular, the terms of which form part of this Redemption Notice. If you have any questions on how to complete this Redemption Notice or you need further copies of the Redemption Notice, please contact
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HOW TO COMPLETE THIS FORM
1 REGISTERED SHAREHOLDER DETAILS If the name and/or address shown in Box 1 on page 3 are incorrect, please insert the correct details in BLOCK CAPITALS. Any changes to a name must be supported by appropriate documentation. If no name or address is shown in Box 1 on page 3, please insert in BLOCK CAPITALS the full name(s) and registered address(es) of the eligible Shareholder(s) to which this Redemption Notice relates. Unless you complete Box 6, the address shown in Box 1 is the address to which your payment (if relevant) and any documents will be sent. 2 DAYTIME TELEPHONE NUMBER Insert in Box 2 your daytime telephone number, including the full dialling code, in case of queries relating to the completion of this Redemption Notice. 3 NUMBER OF SHARES IN RESPECT OF WHICH YOU WISH TO ACCEPT THE 2024 REDEMPTION OFFER Insert in Box 3 the number of Shares which you wish to redeem pursuant to the 2024 Redemption Offer. Your Basic Entitlement is 25 per cent, of the Shares you hold as of the Record Date. However, you can request the redemption of less or more Shares than your Basic Entitlement. If you wish to request the redemption of more Shares than your Basic Entitlement then you should insert such higher number in Box 3 (a number which can be up to, but not exceed, your entire holding of Shares). The number of Shares requested to be redeemed by you in excess of your Basic Entitlement will be dealt with in accordance with the terms of the Circular. If you wish to request the redemption of less than your Basic Entitlement, please insert such lower number in Box 3. 4A EXECUTION BY INDIVIDUALS You must sign and date in Box 4A in the presence of an independent witness, who must also sign where indicated, adding his or her name and address. In the case of a joint holding, all joint holders must sign and each of their signatures must be witnessed. Witnesses must be over 18 years of age and should not be one of the joint holders (if any) or otherwise have any financial interest in the Shares or in the proceeds resulting from a successful acceptance of the 2024 Redemption Offer. The same person may witness the signature of one or more of the joint holders. If this Redemption Notice is signed by a person(s) who is/are not the registered holder(s), insert the name(s) and the capacity (e.g. executor(s)) of the person (s) signing. You must deliver evidence of your authority in accordance with the notes on page 4 of this Redemption Notice. By signing Box 4A, you agree to the redemption of your requested number of Shares, subject to the terms of the 2024 Redemption Offer set out in the Circular. A Redemption Notice, once submitted, may only be withdrawn with the consent of the Company. 4B EXECUTION BY A COMPANY Two directors, a director and the secretary or one director (provided his signature is witnessed) may sign this Redemption Notice on behalf of a company incorporated inGreat Britain or such a company may execute under seal. If the holder is a company incorporated outsideGreat Britain , it must sign in accordance with the laws of its jurisdiction of incorporation. In all cases, execution must be expressed to be by the relevant company. By signing Box 4B, you agree to the redemption of your requested number of Shares, subject to the terms of the 2024 Redemption Offer set out in the Circular. A Redemption Notice, once submitted, may only be withdrawn with the consent of the Company. 5 ALTERNATIVE ADDRESS TO WHICH THE CASH PAYMENT AND ANY DOCUMENTS ARE TO BE SENT If you want the cash payment and any documents to be sent to someone other than the person at the address set out in Box 1 (e.g. if you would prefer them to be sent to your bank manager or stockbroker), you should complete Box 5 by inserting the address details (which must be outside theCanada ,Australia orJapan ) to which you want such cash payment and/or any other documents to be sent. Box 5 must be completed by holders with registered addresses inCanada ,Australia orJapan or holders who have completed Box 1 with an address inCanada ,Australia orJapan .
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REDEMPTION NOTICE
INSTRUCTIONS AND FURTHER NOTES ARE SET OUT ON PAGES 2 AND 4
PLEASE COMPLETE THIS FORM USING BLACK INK ONLY
INVESTOR CODE
Your registered holding of Ordinary Shares held at close of business (6:00pm London Time) on 3Name (s) and address(es) ofApril 2024 (for information purposes only) 1 registered holder(s) 3 Please insert here the number of Shares which you wish to redeem pursuant to the 2024 Redemption Offer
_____________________________________________________________ | |Please enter here a daytime telephone number (including STD| |2|code) where | | |you can be reached in the event of a query arising from | | |completion of this Redemption Notice | |_|___________________________________________________________|
+ SIGN AND DATE HERE TO ACCEPT THE TERMS OF THE 2024 REDEMPTION OFFER +
______________________________________________________________________________ | |EXECUTION BY INDIVIDUALS || || || |4A| ||Witnessed by: || || | |Executed and delivered as|| || || | |a deed by: || || || |__|_________________________||_______________________||______________________|| | |1. First holder: ||1. Signature of witness||1. Name and address of|| | |Signature/Date || ||witness || |__|_________________________||_______________________||______________________|| | |2. Joint holders: ||2. Signature of witness||2. Name and address of|| | |Signature/Date || ||witness || |__|_________________________||_______________________||______________________|| | |3. Signature/Date ||3. Signature of witness||3. Name and address of|| | | || ||witness || |__|_________________________||_______________________||______________________|| | |4. Signature/Date ||4. Signature of witness||4. Name and address of|| | | || ||witness || |__|_________________________||_______________________||______________________|| | |Note: The signature of each registered holder should be witnessed, and the|| | |witness must also sign and print his/her name and address as indicated. || | |The witness must be over 18 years of age and should not be one of the || | |registered holders or otherwise have any financial interest in the || | |Ordinary Shares. || |__|__________________________________________________________________________||
____________________________________________________________________________ | |EXECUTION BY A COMPANY||Signature of Director/||Signature of second || |4B| ||Date ||Director or Secretary or|| | |Executed and delivered|| ||witness/ Date || |__|as a deed by ||______________________||________________________|| |__|______________________||______________________||________________________|| | |Name of Company ||Name of Director ||Name of second Director || | | || ||or Secretary or witness || |__|______________________||______________________||________________________|| | | || ||Address of witness (if || | | || ||applicable) || |__|______________________||______________________||________________________||
ALTERNATIVE ADDRESS 5 Address (outside ofCanada ,Australia orJapan ) to which the consideration or returned documents should be sent, if not as set out in Box 1 above (to be written in BLOCK CAPITALS)Name House number Post Code Address
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NOTES REGARDING THE COMPLETION AND LODGING OF THIS REDEMPTION NOTICE
In order to be valid, this Redemption Notice must, except as mentioned below, be executed personally by the registered holder or, in the case of a joint holding by ALL joint holders or under a power of attorney, in which case the original power of attorney or a duly certified copy thereof, as provided in the Powers of Attorney Act 1971, should be lodged with this Redemption Notice. All signatures of individuals must be witnessed by someone who is not a joint holder and over the age of 18. A body corporate must either execute this Redemption Notice under seal, the seal being affixed and witnessed in accordance with its articles of association or other regulations, or otherwise validly execute and deliver this Redemption Notice as a deed.
Please note that you do not have to request the redemption of Shares pursuant to the 2024 Redemption Offer in respect of your entire Basic Entitlement of Shares and can request the redemption of Shares pursuant to the 2024 Redemption Offer in respect of more than your Basic Entitlement (in which case such request will be treated as set out in the Circular). However, if you insert a number greater than your entire holding of Shares at the Record Date in Box 3, you will be deemed to have made a request in respect of your Basic Entitlement at the Record Date.
If no number is inserted in Box 3 you will not be deemed to have requested the redemption of any Shares pursuant to the 2024 Redemption Offer.
If you do not wish to accept the 2024 Redemption Offer, you should not complete and return this Redemption Notice.
The following suggestions are made to avoid delay and inconvenience:
1. If the person named in Box 1 is away from home (e.g. abroad or on holiday) or where a power of attorney has been granted:
Send this Redemption Notice by the quickest means (such as air mail) to the holder for execution but do not send it into
1. If the only Shareholder named in Box 1 has died:
If probate or letters of administration have been registered with the Company, this Redemption Notice must be executed by the personal representative(s) of the deceased. If probate or letters of administration has/have been granted but have not been registered with the Company, the personal representative(s) should execute this Redemption Notice and forward it to
1. If one or more of the joint holders named in Box 1 has died:
This Redemption Notice is valid if executed by all the surviving holders and lodged with
1. If your Shares are in certificated form (that is, not in CREST) and the share certificate is held by your stockbroker, bank or some other agent:
If your share certificate(s) and/or other document(s) of title is/are held by your stockbroker, bank or some other agent, complete this Redemption Notice and, if the share certificate(s) and/or other document(s) of title is/are readily available, deliver this completed Redemption Notice to your agent for lodging with
If your share certificate(s) and/or document(s) of title is/are not readily available, you should complete this Redemption Notice and lodge it, together with a note of explanation, and arrange for the share certificate(s) and/or document(s) of title to be forwarded as soon as possible thereafter and, in any event, so as to arrive by no later than
1. If you hold your Ordinary Shares in certificated form (that is, not in CREST) and any of your certificates have been lost:
Complete and send this Redemption Notice duly completed and signed in the reply-paid envelope with a letter of explanation and any shares certificate(s) available to
1. If you have sold or transferred all, or wish to sell or transfer part, of your holding of Ordinary Shares:
If you have sold or transferred all of your Ordinary Shares, you should take no action. The Redemption Offer is open to Qualifying Shareholders on the Register at
1. Payment of Consideration:
The consideration payable under the Redemption Offer cannot be sent to you until all relevant documents have been properly completed and sent by post or by hand (during normal business hours) to
1. If your full name or other particulars are different from those appearing in Box 1, e.g.:
(i) incorrect name – complete and lodge this Redemption Notice with the correct name and accompanied by a letter from your bank, stockbroker or solicitor confirming that the person described on the certificate and the person who has executed this Redemption Notice are one and the same;
(ii) incorrect address – write the correct address on this Redemption Notice;
(iii) change of name – lodge your marriage certificate or the deed poll with this Redemption Notice for noting. These documents will be returned as directed.