You are attempting to enter the section of this website (the “Microsite”) containing documents and other information (together, the “Information”) relating to a mandatory public takeover offer (the “Offer”) by the Kingdom of Denmark via the Ministry of Finance (the “Offeror”) to acquire all issued and outstanding shares of Københavns Lufthavne A/S (the “Company”), a company organised under the laws of Denmark.

ACCESS TO THE MICROSITE 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 OR PHYSICALLY PRESENT IN SUCH A JURISDICTION, BEFORE YOU MAY OBTAIN ACCESS TO THE INFORMATION. THE INFORMATION IS NOT DIRECTED AT, AND IS NOT INTENDED TO BE ACCESSIBLE, DIRECTLY OR INDIRECTLY BY, PERSONS WHO ARE RESIDENT OR PHYSICALLY PRESENT IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION (A “RESTRICTED JURISDICTION”). IF YOU ARE NOT PERMITTED TO VIEW THE INFORMATION, OR VIEWING THE INFORMATION WOULD RESULT IN A VIOLATION OF THE ABOVE, OR YOU ARE IN ANY DOUBT AS TO WHETHER YOU ARE PERMITTED TO VIEW THE INFORMATION, PLEASE EXIT THIS WEBPAGE.

THE INFORMATION IS BEING MADE AVAILABLE IN GOOD FAITH FOR INFORMATION PURPOSES ONLY, AND ITS AVAILABILITY IS SUBJECT TO THE TERMS AND CONDITIONS SET OUT BELOW. ANY PERSON SEEKING ACCESS TO THE MICROSITE REPRESENTS AND WARRANTS TO THE OFFEROR AND THE COMPANY THAT THEY ARE DOING SO FOR INFORMATION PURPOSES ONLY.

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

Similarly, copies of the pages of the following sections, including documents posted thereon, are not being, and must not be, released or otherwise forwarded, distributed or sent in, into or from a Restricted Jurisdiction, and persons receiving such documents, including custodians, nominees and trustees, must not distribute or send them in, into or from a Restricted Jurisdiction.

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.

The Information contained in this Microsite does not constitute an offer to sell or otherwise dispose of, or an invitation or solicitation of, any offer to sell or otherwise dispose of any securities pursuant to the Offer or otherwise in any jurisdiction in which such offer or solicitation is unlawful. The Offer will be made solely by means of an offer document (the “Offer Document”), which will contain the full terms and conditions of the Offer, including details on how it may be accepted. Any decision in relation to the Offer should be made only on the basis of the Offer Document.

Jurisdiction and Applicable Law
The Offer is subject to the laws of Denmark. The Offer relates to the securities of a Danish company and is subject to the disclosure requirements applicable under Danish law, which may be different in material respects from those applicable in other jurisdictions.

The Offer is not being made, directly or indirectly, in or into a Restricted Jurisdiction by use of mail or any other communication, and the Offer cannot be accepted from any Restricted Jurisdiction. Accordingly, the Information relating to the Offer is not being and should not be sent, mailed or otherwise distributed or forwarded in or into the Restricted Jurisdictions.

The Offer is not being made, and must not be, sent to shareholders of the Company with registered addresses in a Restricted Jurisdiction. Custodian banks, account holding institutions, fiduciaries and other intermediaries holding shares for persons in a Restricted Jurisdictions must not forward the Information or any document accessed through the Microsite to such persons.

Persons receiving such documents or information, including custodian banks, account holding institutions, fiduciaries and other intermediaries holding shares for persons in a Restricted Jurisdiction, should not distribute, forward, mail, transmit or send these with a Restricted Jurisdiction or use the mail or any other means or instruments of communications, into or within a Restricted Jurisdiction in connection with the Offer. Any failure to comply with these restrictions may constitute a violation of the securities laws of any of the Restricted Jurisdictions. It is the responsibility of all persons obtaining the Information relating to the Offer Document or to the Offer, or into whose possession such Information otherwise comes, to inform themselves of and observe all such restrictions.

Any recipient of the Information who is in any doubt about their status in relation to these restrictions should consult their professional adviser in the relevant territory.

Any person, including custodian banks, account holding institutions, fiduciaries and other intermediaries holding shares for persons in a Restricted Jurisdiction, who intends to forward the Information or any related document to any jurisdiction outside of Denmark should inform themselves of these restrictions before taking any action.

None of the Offeror, the Company, their advisers and/or the settlement agent accepts or assumes any responsibility or liability for any violation by any person of any such restrictions.

Notice to U.S. Shareholders
The Offer is in respect of the shares in the Company, a public limited liability company incorporated and admitted to trading on a regulated market in Denmark.

Shareholders in the Company who are resident in the United States (“CPH U.S. Shareholders”) are advised that the shares in the Company (the “CPH Shares”) are not listed on a U.S. securities exchange and that the Company is not subject to the reporting requirements of the U.S. Securities Exchange Act of 1934, as amended (the “U.S. Exchange Act”) and is not required to, and does not, file any reports with the U.S. Securities and Exchange Commission (the “SEC”) thereunder. The Offer is also being made to U.S. CPH Shareholders on the same terms as those applying to all other shareholders of the Company to whom the Offer is made. The Offer is being made by the Offeror and no one else.

The Offer is subject to and being made in accordance with the requirements of Danish law, including the Danish Capital Markets Act and the Danish Takeover Order, and Danish practice.

The Offer is being made in compliance with the applicable U.S. tender offer rules under the U.S. Exchange Act, including Regulation 14E promulgated thereunder, relying on the exemptions available for “Tier I” tender offers under the U.S. Exchange Act, and otherwise in accordance with the requirements of Danish law.

Accordingly, U.S. CPH Shareholders should be aware that the Information and any other documents regarding the Offer have been prepared in accordance with, and will be subject to, the disclosure and other procedural requirements, including with respect to withdrawal rights, the Offer timetable, settlement procedures and timing of payments of Danish law and practice, which may materially differ from those applicable under U.S. domestic tender offer law and practice. In addition, the Information has not been prepared in accordance with generally accepted accounting principles in the United States, or derived therefrom, and may therefore differ from, or not be comparable with, financial information of U.S. companies.

Unless required by applicable law, no registrations, approvals, admissions or authorisations have been applied for or granted in respect of the Information and/or the Offer outside of Denmark.

In accordance with the laws of, and practice in, Denmark and to the extent permitted by applicable law, including Rule 14e-5(b) under the U.S. Exchange Act, the Offeror, the Offeror’s affiliates or any nominees or brokers of the foregoing (acting as agents, or in a similar capacity, for the Offeror or any of its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly, purchase, or arrange to purchase, CPH Shares or any securities that are convertible into, exchangeable for or exercisable for such CPH Shares, inside or outside the United States, before or during the period in which the Offer remains open for acceptance so long as those acquisitions or arrangements comply with applicable Danish law and practice. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Any information about such purchases will be announced via Nasdaq Copenhagen and relevant electronic media if, and to the extent, such announcement is required under applicable Danish law and practice. To the extent information about such purchases or arrangements to purchase is made public in Denmark, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. CPH Shareholders of such information.

In addition, subject to the applicable laws of Denmark and U.S. securities laws, including Rule 14e-5 under the U.S. Exchange Act, the financial advisers to the Offeror or their respective affiliates may also engage in ordinary course trading activities in securities of the Company, which may include purchases or arrangements to purchase such securities. 

In the ordinary course of business, the financial advisers to the Offeror and its affiliates may make or hold a broad array of investments including serving as counterparties to certain derivative and hedging arrangements and actively trade debt and equity financial instruments (or related derivative financial instruments) and other types of financial instruments (including bank loans) for their own account and for the accounts of their customers, and such investment and financial instrument activities may involve securities and/or instruments of the Company.

It may not be possible for U.S. CPH Shareholders to effect service of process within the United States upon the Company, the Offeror or any of their respective affiliates, or their respective officers or directors, some or all of which reside outside the United States, or to enforce against any of them judgments of the United States courts predicated upon the civil liability provisions of the federal securities laws of the United States or other U.S. law, including as the Offeror is a sovereign state.

It may not be possible to bring an action against the Offeror, the Company and/or their respective officers, directors, ministries, agencies, instrumentalities and political subdivision (as applicable) in a non-US court for violations of U.S. laws. Further, it may not be possible to compel the Offeror and/or the Company or their respective affiliates, as applicable, to subject themselves to the judgment of a U.S. court. In addition, it may be difficult to enforce in Denmark original actions, or actions for the enforcement of judgments of U.S. courts, based on the civil liability provisions of the U.S. federal securities laws.

The Offer may have consequences under U.S. federal income tax and under applicable U.S. state and local, as well as foreign and other, tax laws. Each U.S. CPH Shareholder is urged to consult its independent professional adviser immediately regarding the tax consequences of the Offer.

Notice to Shareholders in the United Kingdom
In relation to the United Kingdom, this Microsite and any of its contents are directed only at persons who: (i) are outside the United Kingdom; (ii) 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 “FPO Order”); (iii) fall within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations, etc.”) of the FPO Order; or (iv) it may otherwise lawfully be communicated (all such persons together being referred to as “Relevant Persons”). Any investment or investment activity to which this Microsite relates is only available to, and will be engaged in only with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this Microsite or any of its contents.

Forward-Looking Statements
This Microsite and the Information contained in it may contain statements that are, or may be deemed to be, forward-looking statements. These forward-looking statements can be identified by the use of forward-looking terminology, such as "aims," "believes," "expects," "estimates," "may," "anticipates,"assumes,” “assesses,” “contemplates,” "plans," "intends," "should," "will," "seeks," "forecasts," "in the future", or the negative of these terms or similar expressions, or in particular by discussions about "strategy," "targets," "plans," or "intentions". There is a possibility that actual business results may materially differ from those expressed in or implied by such forward-looking statements due to various factors. Such factors include, but are not limited to, the following: (i) uncertainties related to the structure and schedule for the completion of the Offer, (ii) the Company’s shareholders may or may not tender their shares to the Offeror, (iii) a proposal that competes with the Offer may be made, (iv) the possibility that the announcement of the Offer may cause difficulty in keeping the relations with the Company’s management and employees (including key employees), customers, suppliers and other trading or business partners, (v) the risk that a lawsuit related to the CPH Shares will be filed and that the defence thereof may cause significant expenses or lead to large payments, (vi) the impact of changes in the legislative system, accounting standards and other management environments related to the relevant parties, (vii) issues in implementing business strategies, (viii) the impact of financial uncertainties and changes in other general economic and industrial conditions, (ix) costs associated with the Offer, (x) fixed or contingent liabilities that may materialize and/or the potential needs for increased investments (including investments arising from increased demand, new business opportunities, and/or the development of new technology), and (xi) other risks set forth in the documents publicly disclosed by the Offeror or the Company, including the Information. Neither the Offeror nor the Company has a duty of updating the forward-looking statements as a result of new information, future circumstances or other circumstances, unless the updating is explicitly required by applicable law.

While the Offeror believes that the expectations reflected in these forward-looking statements are reasonable as of the time of the Information, such forward-looking statements are based on the Offeror's current expectations, estimates, forecasts, assumptions and projections about the Company’s business and, following completion of the Offer, including settlement of the Offer in accordance with the terms and conditions as set out in the Offer Document, the Company business and the industry in which the Company operates. These statements are primarily based on publicly available information which has been extracted from publications, reports and other documents prepared by the Company and/or the Offeror and are not guarantees of future performance or development and involve known and unknown risks, uncertainties and other important factors beyond the Offeror and/or the Company's control that could cause the Offeror or the Company’s actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements.

Other than to the extent required by applicable law, neither the Offeror nor any of its advisors assume any obligation to update or revise any statements contained herein or to reflect any change in their respective expectations with regard thereto or any change in events, new information, conditions or circumstances on which any such statement is based and to adapt them to future events or developments.

No U.S. Regulatory Approval 
NEITHER THE SEC. NOR ANY SECURITIES COMMISSION OR OTHER REGULATORY AUTHORITY IN ANY STATE OF THE U.S. HAS APPROVED OR DECLINED TO APPROVE THE OFFER OR THE INFORMATION, PASSED UPON THE FAIRNESS OR MERITS OF THE OFFER OR PROVIDED AN OPINION AS TO THE ACCURACY OR COMPLETENESS OF THE INFORMATION OR ANY OFFER DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.

No U.K. Regulatory Approval
In the United Kingdom, the communication of the Information and any other documents or materials relating to the Offer is not being made, and such documents and/or materials have not been approved by, an authorised person for the purposes of section 21 of the Financial Services and Markets Act 2000 or the Financial Conduct Authority. Accordingly, the Information and such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom.

Restrictions on Distribution
THE INFORMATION CONTAINED ON THIS MICROSITE MAY NOT BE FORWARDED OR DISTRIBUTED TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THESE INFOMRATION, IN WHOLE OR IN PART, IS UNAUTHORISED. DISTRIBUTION IS FURTHER PROHIBITED WHERE IT WOULD CONTRAVENE APPLICABLE SANCTIONS OR SIMILAR RESTRICTIVE MEASURES.

Confirmation of Understanding and Acceptance

I hereby confirm that:

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

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