IMPORTANT NOTICE

PROSPECTUS DISCLAIMER

This document, which comprises a prospectus (the “Prospectus”), has been issued by Johnson Service Group PLC (the "Company") in connection with the application for admission ("Admission") of the whole of the Ordinary shares in the capital of the Company (the “Ordinary Shares”) to the equity shares (commercial companies) category of the Official List of the Financial Conduct Authority (the "FCA") and to trading on the London Stock Exchange plc's Main Market for listed securities. The Prospectus has been prepared in accordance with the prospectus regulation rules (the “Prospectus Regulation Rules”) of the FCA made under section 73A of the Financial Services and Markets Act 2000. The Prospectus has been approved by the FCA as competent authority under Regulation (EU) 2017/1129 as amended by The Prospectus (Amendment etc.) (EU Exit) Regulations 2019, which is part of UK law by virtue of the European Union (Withdrawal) Act 2018 as amended. The Prospectus has been filed with the FCA in accordance with the Prospectus Regulation Rules and together with the documents incorporated into it by reference (as set out in Part XIII – “Documentation incorporated by reference” of the Prospectus) and is being made available to the public in accordance with Prospectus Regulation Rule 3.2 by the same being made available, free of charge, on the Company’s website and at the Company’s registered office at Johnson House Abbots Park, Monks Way, Preston Brook, Cheshire, WA7 3GH.

This document is being distributed in the United Kingdom and is directed only at: (a) (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") (investment professionals); and (ii) persons who fall within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations etc.), and (b) “qualified investors” being a person or entity described in Schedule 1 of Regulation (EU) No 600/2014 of the European Parliament and of the Council as amended by The Markets in Financial Instruments (Amendment) (EU Exit) Regulations 2018 (being categories of client who are considered to be professionals), and persons or entities who are, on request, treated as professional clients in accordance with Section II of that Annex, or recognised as eligible counterparties in accordance with Article 71 of Regulation (EU) No 600/2014 of the European Parliament and of the Council as amended by The Markets in Financial Instruments (Amendment) (EU Exit) Regulations 2018 unless they have entered into an agreement to be treated as non-professional clients in accordance with the fourth paragraph of Section 1 of that Annex; and (c) person to whom it is otherwise lawful to distribute it (all such persons referred to above being "Relevant Persons").  If you are not permitted to view this document or are in any doubts as to whether you are permitted to view this document, please exit this webpage.

This document does not constitute, or form part of, any offer or invitation to sell, allot or issue or any solicitation of any offer to purchase or subscribe for any securities, nor shall it (or any part of it) or the fact of its distribution form the basis of, or be relied upon in connection with, or act as any inducement to enter into, any contract or commitment for securities.

This document is not directed at and should not be distributed, published, reproduced or otherwise made available in whole or in part or disclosed by recipients to any persons with addresses in the United States, Canada, Australia, South Africa, New Zealand, Japan or in any other country outside of the United Kingdom where such distribution may lead to a breach of any applicable legal or regulatory requirements (each a "Restricted Jurisdiction").

The Ordinary Shares have not been, nor will they be, registered under the United States Securities Act of 1933 (as amended) or under the securities legislation of any state of the United States of America and no securities commission or similar authority in Canada has in any way passed on the merits of the securities offered hereunder and any representation to the contrary is an offence.  No document in relation to the Ordinary Shares has been, or will be, lodged with, or registered by, The Australian Securities and Investments Commission, and no registration statement has been, or will be, filed with the Japanese Ministry of Finance.  Accordingly, subject to certain exceptions, the Ordinary Shares may not be, directly or indirectly, offered, sold, taken up, delivered or transferred in or into or from a Restricted Jurisdiction or offered or sold to a person within a Restricted Jurisdiction.

This document does not constitute an offer to issue or sell, or the solicitation of an offer to subscribe for or purchase, any Ordinary Shares to any person in any Restricted Jurisdiction.

This document contains certain statements that are, or may be, forward looking statements with respect to the financial condition, results of operations, business achievements and/or investment strategy of the Company.  Such forward looking statements involve unknown risks, uncertainties and other factors which may cause the actual results, financial condition, performance or achievements of the Company or the success of its investment strategy to be materially different from any future results, performance or achievements expressed or implied by such statements.  Factors that might cause such a difference include, but are not limited to, those discussed in the “Risk Factors” section set out in this document.

By accepting this document you agree to be bound by the above conditions and limitations. 

Please download the document here.