Regulatory Disclosures and Notices
This communication has been produced and completed by Agency Partners LLP on the date and time shown at the end of the previous page and is being distributed by Liberum Capital Limited and/or its affiliates on the date provided on the front of this report. Agency Partners LLP is authorised and regulated by the Financial Conduct Authority (the “FCA”) (firm reference number 524871) and its registered address is 3 Coldbath Square, London EC1R 5HL. Liberum Capital Limited (“LCL”) is authorised and regulated by the Financial Conduct Authority (firm reference number 465050) and is a member of the London Stock Exchange. Liberum Capital Limited’s registered address is Ropemaker Place, 25 Ropemaker Street, London EC2Y 9LY with telephone number 020 3100 2000.
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The opinions expressed are those of the Agency Partners analyst’s responsible for its production as noted on the front page of this communication. Neither Agency Partners LLP nor LCL nor their respective partners, directors, officers and/or employees make any representation about the completeness or accuracy of the data, calculations, information or opinions contained in this communication have been prepared by Agency Partners based on materials and sources that it believes to be reliable. However, neither Agency Partners nor LCL have verified this information and bear no liability in the event of its inaccuracy. The prices of securities referred to in this communication may rise or fall and past performance and forecasts should not be treated as a reliable indicator of future performance or results. This report may not be copied, redistributed or reproduced in part or whole without the express permission of Agency Partners or LCL. This report is categorised as ‘non-independent research’ and a ‘marketing communication’ in accordance with chapter 12 of the FCA’s Conduct of Business Rules (“COBS”). It has not been prepared in accordance with legal requirements designed to promote the independence of investment research and is not subject to any prohibition on dealing ahead of the dissemination of such research. However, Agency Partners has an internal policy which prohibits ‘front running’ and has implemented policies and procedures designed to ensure that the production of its non-independent research complies with the rules relating to investment research under COBS 12. Agency Partners’ Conflicts of Interest Policy ensures that any conflicts that exist between its financial analysts responsible for producing non-independent research and other parts of the business are properly managed including prohibiting its financial analysts and other Personnel from acting on the content of this communication, on a personal basis or for Agency Partners on behalf of another person, until it has been disseminated and the intended recipients have had ample opportunity to digest the material and act upon it. Exemptions to this prohibition may be approved in advance by the Compliance Officer of Agency Partners in exceptional circumstances only. Favourable treatment towards, and inducements from, issuers that are the subject of this communication is not permitted, and neither is the review of any price sensitive information by any other relevant person. LCL has no prior knowledge of nor does it seek to influence the coverage, frequency or recommendation implicit or implied of communications produced by Agency Partners. LCL has a conflicts management policy relating to its own production of research and marketing communication activities, which together with other relevant policies is available on its website, www.liberum.com. LCL does and seeks to provide corporate finance and investment banking services to the issuers of securities admitted to trading publicly in the UK or where an application for such admission is to be made. Should LCL have any such relationship with the issuer(s) which is the subject of this communication this will be disclosed below. LCL may have or take positions in securities of companies mentioned in this communication (or in any related investment) as a market maker or in pursuing the execution of client orders and may from time to time dispose of any such positions. For detailed conflicts of interest disclosures, please refer to www.liberum.com/legal. LCL will seek to distribute research by Agency Partners on the same day on which it is produced or as expediently as possible thereafter.
Distribution outside of the UK
For EU Investors
This communication is distributed solely to persons who are Qualified Investors within the meaning of Article 2(e) of EU Regulation 2017/1129 (as amended or superseded), and this communication is only for such Qualified Investors whose ordinary business activities involve investing in equities, bonds, and associated securities and/or derivative securities and who have professional experience reviewing and engaging in such investments. This communication is therefore not intended to be distributed or passed on, directly or indirectly, to any other class of persons, and is not intended for private individuals or those who would not be classified as “Qualified Investors.” The delivery of this communication is not a recommendation to effect any transactions in the securities discussed herein, nor an endorsement of any opinion expressed herein.
For US Investors
This communication is a marketing communication and has been prepared by Agency Partners LLP and distributed by LCL and/or its affiliates. Liberum Capital Inc. is a U.S. registered broker-dealer and an affiliate of LCL. This communication is distributed solely to persons who qualify as “Major U.S. Institutional Investors” or “U.S. Institutional Investors” as defined in Rule 15a-6 under the Securities and Exchange Act of 1934. This communication is only for those Major U.S. Institutional Investors and U.S. Institutional Investors whose ordinary business activities involve investing in shares, bonds, and associated securities and/or derivative securities and who have professional experience in such investments. Any person who is not a U.S. Institutional Investor or Major U.S. Institutional Investor must not rely on this communication. The delivery of this research communication to any person in the United States of America is not a recommendation to affect any transactions in the securities discussed herein, nor an endorsement of any opinion expressed herein. Liberum Capital Inc, is a FINRA/SIPC member and is regulated by the Securities Exchange Commission and takes responsibility for the content of this communication. Any U.S. recipient of this communication that is not a registered broker-dealer or a bank acting in a broker or dealer capacity and that wishes further information regarding the securities or to place an order in any of the above-mentioned securities please contact a registered representative of Liberum Capital Inc. or any other FINRA registered broker-dealer. The analyst(s) preparing this report is an employee of Agency Partners LLP and is resident outside of the United States and is not an associated person(s) or employee(s) of LCL or its affiliates or any U.S. registered broker-dealer.
Analyst Certification: The analyst(s) who prepared this communication hereby certifies that all of the views expressed in this communication accurately reflect his / her personal views about the subject securities or issuers. No part of his/her compensation was, is, or will be directly or indirectly related to the inclusion of specific recommendations or views in this communication. Research analysts, and their households, are prohibited from dealing in the securities of a company which they cover in any manner. LCL may make a market in the securities mentioned in the communication and may act as principal with regard to sales and purchases of this security. LCL may have managed or co-managed a public offering of any of the securities mentioned in the past 12 months. LCL may have received compensation for investment banking services from any of the companies mentioned in the past 12 months. LCL may receive compensation for investment banking services from any of the companies mentioned within the next 3 months.
Liberum Capital Inc. does not make a market on other securities mentioned in the communication. Liberum Capital Inc. has not managed or co-managed a public offering of any of the securities mentioned in the past 12 months. Liberum Capital Inc. has not received compensation for investment banking services from any of the companies mentioned in the past 12 months. Liberum Capital Inc. neither expects to receive nor intends to seek compensation for investment banking services from any of the companies mentioned within the next 3 months.
For Canadian Investors
This information is not, and under no circumstances is to be construed as, an advertisement or a public offering of the securities described herein in Canada or any province or territory thereof. Under no circumstances is this information to be construed as an offer to sell securities or as a solicitation of an offer to buy securities in any jurisdiction of Canada. Any offer or sale of the securities described herein in Canada will be made only under an exemption from the requirements to file a prospectus with the relevant Canadian securities regulators and only by a dealer properly registered under applicable securities laws or, alternatively, pursuant to an exemption from the registration requirement in the relevant province or territory of Canada in which such offer or sale is made. This information is not, and under no circumstances is it to be construed as, a prospectus, an offering memorandum, an advertisement or a public offering of any securities in Canada. No securities commission or similar regulatory authority in Canada has reviewed or in any way passed upon these materials, the information contained herein or the merits of the securities described herein and any representation to the contrary is an offence. If you are located in Canada, this information has been made available to you based on your representation that you are an “accredited investor” as such term is defined in National Instrument 45-106 Prospectus Exemptions and a “permitted client” as such term is defined in National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations. Under no circumstances is the information contained herein to be construed as investment advice in any province or territory of Canada nor should it be construed as being tailored to the needs of the recipient. Canadian recipients are advised that Liberum Capital Inc., its affiliates and its authorized agents are not responsible for, nor do they accept, any liability whatsoever for any direct or consequential loss arising from any use of this research communication or the information contained herein.
For Swiss Investors
This publication is intended to be distributed to professional investors in circumstances such that there is no public offer. This publication does not constitute a prospectus within the meaning of Articles 652a and 1156 of the Swiss Code of Obligations.
For Australian Investors
This communication is distributed in Australia by Liberum Capital Limited which is exempt from the requirement to hold an Australian Financial Services Licence. This communication may only be distributed to a "Wholesale Client" (within the meaning of section 761G of the Corporations Act 2001 (Cth) (the “Act”) in reliance of Class Order 03/1099. LCL is regulated by the FCA under UK laws, which differ from Australian laws.
Laws and regulations of other countries may also restrict the distribution of this communication. Persons in possession of this communication should inform themselves about possible legal restrictions and observe accordingly.