Privacy statement

This website (the “Website”) is the website of Open Orphan plc (“Open Orphan plc”, “us” or “we”), a company registered in England under company number 07514939 and with its registered address at Queen Mary BioEnterprises Innovation Centre, 42 New Road, London, E1 2AX, England.

The pages on the Website are published by Investis Limited (“Investis) on behalf of Open Orphan plc.

Please read these terms of use of the Website carefully as by using the Website you agree to be bound by them. We reserve the right to vary these terms of use at any time and will post any variations here. You are advised to review these terms of use on a regular basis as you will be deemed to have accepted variations if you continue to use the Website after they have been posted. If you do not agree to abide by these terms of use you should not use the Website in any way.

Accessing the Website

Neither Investis nor Open Orphan plc guarantee that the Website, or any content on it, will always be available or be uninterrupted. Access to the Website is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the Website without notice. We will not be liable to you if for any reason the Website is unavailable at any time or for any period.

You are responsible for making all arrangements necessary for you to have access to the Website. You are also responsible for ensuring that any persons with access to the Website through your internet connection are aware of these terms of use, and that they comply with them.

Your login details

Any personal information provided when you register for alert services on the Website will be held in accordance with the Investis privacy policy available on the Website. We have the right to disable any user accounts at any time if, in our reasonable opinion, you have failed to comply with any of the provisions of these terms of use and/or if we believe that your account is being used in an unised or fraudulent manner. If you know or suspect that anyone other than you have or is likely to access your user account, you must promptly notify us. Following such notification, you may be required to set up a new account with a new email address.

Information we provide on the Website

Information published by Investis on the Website is supplied by Open Orphan plc and, where indicated, by certain third parties. Investis and Open Orphan plc take every care and precaution to ensure that information published on the Website is accurate when posted and regularly updated, but neither Investis nor Open Orphan plc guarantees or can be held liable for its accuracy or timeliness and Investis or Open Orphan plc may change the information at any time without notice. You must not rely on the information on the Website and you acknowledge that you must take appropriate steps to verify this information before acting on it. OPEN ORPHAN PLC AND INVESTIS PUBLISH THE WEBSITE “AS IS” WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITE, THE ACCURACY OF THE INFORMATION OR THE PRODUCTS OR SERVICES REFERRED TO ON THE WEBSITE (IN SO FAR AS SUCH WARRANTIES MAY BE EXCLUDED UNDER ANY RELEVANT LAW) AND TO THE EXTENT PERMITTED BY LAW, NEITHER OPEN ORPHAN PLC NOR INVESTIS SHALL BE LIABLE FOR ANY LOSSES OR DAMAGE WHETHER DIRECT OR INDIRECT (INCLUDING, WITHOUT LIMITATION DIRECT OR INDIRECT LOSS OF PROFITS), CONSEQUENTIAL, SPECIAL OR OTHERWISE INCIDENTAL THAT MAY RESULT FROM USE OF THE WEBSITE HOWSOEVER ARISING. Nothing in these terms of use excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by law.

Share and company information

The information contained in the Website is not an invitation to invest in shares or other securities, or any other products or services or otherwise deal in these or enter into a contract with Open Orphan plc or any other company. The information provided should not be relied upon in connection with any investment decision. You should always seek appropriate professional advice in relation to such. The past performance of Open Orphan plc or any other company referred to on the Website cannot be relied upon as a guide to its future performance. The price of shares and the income derived from them can go down as well as up and investors may not recoup the amount originally invested. Any reference to any product or service which has been or may be provided by Open Orphan plc or any other company does not amount to a promise that such product or service will be available at any time. Changes to or improvements in such products or services may be made at any time without notice.

Intellectual property rights

Copyright in the design and architecture of the Website is owned by Investis. Open Orphan plc owns the copyright in the content published on the Website except where otherwise indicated by a third party's proprietary notice. Images, trademarks and brands are also protected by other intellectual property laws and may not be reproduced or appropriated in any manner without written permission of their respective owners. Unless specifically prohibited by a notice published on any page, you may make a print copy of such parts of the Website as you may reasonably require for your own personal use provided that any copy has attached to it any relevant proprietary notices and/or disclaimers. All other use is prohibited.

Viruses

We do not guarantee that the Website will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programmes and platform in order to access the Website. You should use your own virus protection software. You must not misuse the Website by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unised access to the Website, the server on which the Website is stored, or any server, computer or database connected to the Website. You must not attack the Website via a denial-of-service attack or a distributed denial-of service attack. [Include the next sentence only if the company is based in the UK, otherwise delete it.] By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. [End of UK-only sentence – delete these notes from web page.] We will report any such breach to the relevant law enforcement ities, and we will cooperate with those ities by disclosing your identity to them. In the event of such a breach, your right to use the Website will cease immediately.

Third-party websites

We are not responsible for the content of any other website from which you have accessed the Website or to which you may hyperlink from the website and cannot be held liable for any loss or damage you incur as a result thereof.

General

These terms of use are governed by the laws of England and Wales and you agree that the English courts shall have exclusive jurisdiction in any dispute. To the extent that any part of these terms of use is found to be invalid, unlawful or unenforceable by any court of competent jurisdiction such part shall to that extent be severed from the remaining terms all of which shall remain in full force and effect as permitted by law.

YOUR RIGHTS UNDER THE GDPR

You have rights under data protection law in relation to how Open Orphan uses your Personal Data. You may generally access your rights free of charge.

You can ask for access to the Personal Data we hold on you
You have the right to ask for all the Personal Data we have about you. When we receive a request from you in writing, we must give you access to all Personal Data we’ve recorded about you as well as details of the processing, the categories of Personal Data concerned and the recipients of the Personal Data.
We will provide the first copy of your Personal Data free of charge, but we may charge you a reasonable fee for any additional copies. 
We cannot give you access to a copy of your Personal Data in some limited cases including where this might adversely affect the rights and freedoms of others.

You can ask to change Personal Data you think is inaccurate
You should let us know if you disagree with something included in your Personal Data.
We may not always be able to change or remove that information, but we’ll correct factual inaccuracies and may include your comments in the record to show that you disagree with it.

You can ask to delete Personal Data (right to be forgotten)
In some circumstances you can ask for your Personal Data to be deleted, for example, where: 

  • your Personal Data is no longer needed for the reason that it was collected in the first place
  • you have removed your consent for us to use your Personal Data (where there is no other lawful basis for us to use it)
  • there is no lawful basis for the use of your Personal Data
  • deleting the Personal Data is a legal requirement

Where your Personal Data has been shared with others, we will do what we can to make sure those using your Personal Data comply with your request for erasure.
Please note that we cannot delete your Personal Data where:

  • we are required to have it by law
  • it is used for freedom of expression 
  • it is used for public health purposes
  • it is used for scientific or historical research or statistical purposes where deleting the Personal Data would make it difficult or impossible to achieve the objectives of the processing
  • it is necessary for legal claims. 

You can ask us to limit what we use your Personal Data for
You have the right to ask us to restrict what we use your Personal Data for where:

  • you have identified inaccurate information, and have told us of it
  • where we have no legal reason to use that Personal Data but you want us to restrict what we use it for rather than erase it altogether

When Personal Data is restricted it can’t be used other than to securely store the Personal Data and with your consent to handle legal claims and protect others, or where it’s for important public interests.

You can ask to have your Personal Data moved to another provider (data portability)
You have the right to ask for your Personal Data to be given back to you or for it to be provided to another service provider of your choice in a commonly used format. This is called data portability.

This right only applies if we’re using your Personal Data with consent and if decisions were made by a computer and not a human being. It does not apply where it would adversely affect the rights and freedoms of others.

You can make a complaint
You have the right to lodge a complaint with the local supervisory ity for data protection in the EU member state where you usually reside, where you work or where you think an infringement of data protection law took place.

AMENDMENTS TO THIS PRIVACY NOTICE

We will post any changes on the Website and when doing so will change the effective date at the top of this Privacy Statement. Please make sure to check the date when you use our services to see if there have been any changes since you last used those services. If you are not happy with any changes that we have made please contact us. 

In some cases, we may provide you with additional notice of changes to this Privacy Statement, such as accompanying the annual member booklet. We will always provide you with any notice in advance of the changes taking effect where we consider the changes to be material.

OUR CONTACT INFORMATION

Please contact us if you have any questions about this Privacy Statement or Personal Data we hold about you:

  • by email at: DPO@cdzkteco.com
  • or write to us at:  
    Data Protection Officer, 
    Open Orphan
    18 Fitzwilliam Place,
    Dublin 2,
    Ireland,
    D02 HH29

SUPERVISORY ITY

The Data Protection Commission in Ireland may be contacted using the contact details below if you have any concerns or questions about the processing of your Personal Data.

E-mail: info@dataprotection.ie
Lo-Call No: 1890 252 231
Telephone Number: 057 8684800
Postal Address: 21 Fitzwilliam Square South, Dublin 2, D02 RD28

© Investis Limited
24 Fashion Street
London
E1 6PX

Disclaimer

Offer ("Offer") for the entire issued and to be issued share capital of hVIVO plc ("Offeree") by Open Orphan plc ("Offeror")

ACCESS TO THIS AREA OF THE WEBSITE MAY BE RESTRICTED UNDER SECURITIES LAWS OR REGULATIONS IN CERTAIN JURISDICTIONS. THIS NOTICE REQUIRES YOU TO CONFIRM CERTAIN MATTERS (INCLUDING THAT YOU ARE NOT RESIDENT IN SUCH A JURISDICTION), BEFORE YOU MAY OBTAIN ACCESS TO THE INFORMATION ON THIS AREA OF THE WEBSITE. THESE MATERIALS ARE NOT DIRECTED AT OR TO BE ACCESSED BY PERSONS RESIDENT IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH ANY CONSENT OR OTHER FORMALITY WHICH THE OFFEROR REGARDS AS UNDULY ONEROUS.

This website contains announcements, documents and other information (together the "Information") published by the Offeree and/or the Offeror in connection with the Offer. The Information is being made available in good faith and for information purposes only and is subject to the terms and conditions set out below.

The Information is not intended to, and does not, constitute or form any part of an offer to sell or otherwise dispose of or an invitation or the solicitation of an offer to purchase or otherwise acquire any securities, or the solicitation of a vote or approval pursuant to the Offer or otherwise in any jurisdiction in which such offer or solicitation is unlawful.

The Offer is expected to be made by means of an offer document (or potentially a scheme circular) which will contain the full terms and conditions of the Offer, including details on how it may be accepted. Any decision made in relation to the Offer should be made solely on the basis of the information provided in any such document.

Please read this notice carefully—it applies to all persons who view the website to access Information and, depending on who you are and where you live, it may affect your rights. This notice and the Information contained in this website may be altered or updated from time to time, and should be read carefully each time you visit this website. The Information speaks only at the date of the relevant information reproduced on this website. The Offeror does not have, and does not accept, any responsibility or duty to update any such Information and reserves the right to add to, remove or amend any Information reproduced on this website at any time and at its absolute discretion.

Access to the website

You are attempting to enter the part of this website that is designated for the publication of documents and information in connection with the Offer.

If you would like to view this part of the website, please read this notice carefully. This notice applies to all persons who view this part of the website and, depending on where you are located, may affect your rights or responsibilities. The Offeror reserves the right to amend or update this notice at any time and you should, therefore, read it in full each time you visit the site. In addition, the contents of this part of the website may be amended at any time, in whole or in part, at the sole discretion of the Offeror.

This part of the website contains electronic versions of materials relating to the Offer. The materials you are seeking to access are made available in good faith and for information purposes only and are subject to the terms and conditions set out below. The materials do not constitute an offer to sell or otherwise dispose of or an invitation or solicitation of any offer to purchase or subscribe for any securities pursuant to the Offer. Any person seeking to access this part of the website represents and warrants to the Offeror that they are doing so for information purposes only.

To allow you to view information about the Offer, you must read this notice and then click ‘I ACCEPT’. If you are unable to agree, you should click ‘I DECLINE’ and you will not be able to view information about the Offer.

Overseas jurisdictions

Viewing the materials you are seeking to access may be unlawful if you are resident or located in certain jurisdictions. In certain jurisdictions, only certain categories of persons may be allowed to view such materials. All persons resident or located outside of the UK who wish to view this part of the website must first satisfy themselves that they are not subject to any local requirements which prohibit or restrict them from doing so and should inform themselves about, and observe, any legal or regulatory requirements applicable in their jurisdiction.

These materials are not directed at or intended to be accessible by persons resident in any jurisdiction if to do so would constitute a violation of the relevant laws or regulations of that jurisdiction.

YOU SHOULD NOT DOWNLOAD, MAIL, FORWARD, DISTRIBUTE, SEND OR SHARE THE INFORMATION OR DOCUMENTS CONTAINED ON THIS PART OF THE WEBSITE TO ANY PERSON. IN PARTICULAR, YOU SHOULD NOT MAIL, FORWARD, DISTRIBUTE OR SEND THE INFORMATION OR DOCUMENTS CONTAINED THEREIN TO ANY JURISDICTION WHERE IT WOULD BE UNLAWFUL TO DO SO.

This part of the website contains information that has been prepared for the purposes of complying with English law and the City Code on Takeovers and Mergers ("Code") and the information disclosed may not be the same as that which would have been disclosed if this information had been prepared in accordance with the laws and regulations of any jurisdiction outside of England and Wales.

It is your responsibility to satisfy yourself as to the full observance of any relevant laws and regulatory requirements. If you are in any doubt, you should not continue to seek to access this part of the website.

Additional US information

The Offer relates to the securities of a company incorporated in England and Wales and is subject to UK procedural and disclosure requirements that are different from those of the United States ("US"). Any financial statements or other financial information included in this area of the website may have been prepared in accordance with non-US accounting standards that may not be comparable to the financial statements of US companies or companies whose financial statements are prepared in accordance with generally accepted accounting principles in the US. It may be difficult for US holders of shares to enforce their rights and any claims they may have arising under the US federal securities laws in connection with the Offer, since each of the Offeree and the Offeror are located in a country other than the US, and some or all of their officers and directors may be residents of countries other than the US. US holders of shares may not be able to sue Offeree and Offeror or their respective officers or directors in a non-US court for violations of the US securities laws. Further, it may be difficult to compel Offeree and Offeror and their respective affiliates to subject themselves to the jurisdiction or judgment of a US court.

Responsibility

In relation to any Offer-related materials accessible on this area of the website please note any statement of responsibility contained therein.

The documents included in this part of the website issued or published by the Offeror speak only at the specified date of the relevant document and the Offeror has, and accepts, no responsibility or duty to update or revise such documents (other than to the extent such duty arises as a matter of law or regulation).

In relation to any announcements or other Offer-related materials issued or published by the Offeror, or which relate to the Offeror or any of its subsidiaries, that are accessible on this area of the website, the only responsibility accepted by the Offeror and its directors is for the correctness and fairness of its reproduction.

Neither the directors of the Offeror, nor the Offeror, nor any affiliated companies of the Offeror, have reviewed, and no such person is or shall be responsible for or accepts any liability in respect of, any information contained on any other website which may be linked to or from this part of the website.

Forward-looking statements

The information included in this part of the website may contain statements about Offeree and Offeror that are or may be forward-looking statements. All statements other than statements of historical facts included in this document may be forward-looking statements. Without limitation, any statements preceded or followed by or that include the words ‘targets’, ‘plans’, ‘believes’, ‘expects’, ‘aims’, ‘intends’, ‘will’, ‘may’, ‘anticipates’, ‘estimates’, ‘projects’ or, words or terms of similar substance or the negative thereof, are forward-looking statements. Forward-looking statements include, but are not limited to, statements relating to the expected benefits of the acquisition to Offeree and Offeror, the expected timing and scope of the Offer and other statements other than historical facts. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.

Such forward-looking statements are based on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Many factors could cause actual results to differ materially from those projected or implied in any forward-looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date hereof. Each of the Offeree, the Offeror and their respective members, directors, officers, employees, advisers and any person acting on behalf of one or more of them expressly disclaims any intention or obligation to update or revise any forward-looking or other statements contained herein, whether as a result of new information, future events or otherwise except as required by applicable law.

None of the Offeree, the Offeror and their respective members, directors, officers, employees, advisers and any person acting on their behalf provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this document will actually occur.

Other

If you are in any doubt about the contents of this part of the website or the action you should take, you should seek your own financial advice from an independent financial adviser ised under the Financial Services and Markets Act 2000 (as amended) or, if you are located outside the UK, from an appropriately ised independent financial adviser.

This notice shall be governed by and construed in accordance with English law.

Confirmation of understanding and acceptance

By clicking on I ACCEPT below, you:

  • confirm that you have read and understood the notice set out above and agree to be bound by its terms;
  • represent and warrant that you are not (nor do you act on behalf of someone who is) resident in any country that renders the accessing of the materials on this website or parts of it illegal;
  • agree that you will not print, download, or otherwise seek to copy, mail, forward, distribute or send any of the materials on this part of the website to any other person at any time; and
  • represent and warrant to the Offeror that you intend to access this part of the website for information purposes only.

If you are not able to give these confirmations, you should click on "I DECLINE" below.

Decline