Disclaimer

IMPORTANT NOTICE

THIS WEBSITE AND THE INFORMATION CONTAINED HEREIN ARE NOT INTENDED FOR, AND MUST NOT BE ACCESSED BY, ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE “UNITED STATES”) OR ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED) (THE “SECURITIES ACT”) OR ANY PERSON LOCATED IN THE REPUBLIC OF ITALY OR ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE OR TO WHOM IT IS UNLAWFUL TO MAKE SUCH INFORMATION OR SUCH ACCESS AVAILABLE. THIS WEBSITE AND THE INFORMATION CONTAINED HEREIN MAY NOT BE RELEASED, PUBLISHED OR DISTRIBUTED IN OR INTO ANY SUCH JURISDICTION OR TO ANY SUCH PERSON.

IMPORTANT: You must read the following disclaimer before continuing . The following disclaimer applies to this website and the Offer Memorandum available on this website (the “Offer Memorandum”), and you are therefore advised to read this disclaimer carefully before reading, accessing or making any other use of this website and/or the Offer Memorandum. By accessing and taking any action with respect to this website and/or the Offer Memorandum, you agree to be bound by the following terms and conditions, including any modifications to them from time to time, each time you receive any information from Leeds Building Society (formerly known as Leeds and Holbeck Building Society) (the “Society”), Nomura International plc as dealer manager and solicitation agent with respect to the tender offer and consent solicitation to Institutional Investors (as defined in the Offer Memorandum) only (the “Dealer Manager”), Link Market Services Limited as receiving agent and tabulation agent (the “Receiving Agent”), D.F. King Ltd as retail information agent (the “Retail Information Agent”) or Computershare Investor Services PLC as registrar (the “Registrar”) as a result of such access.

This website relates to the Society’s £25,000,000 13^3/8 per cent. Permanent Interest Bearing Shares (the “PIBS”). The ISIN of the PIBS is GB0005104913.

Nothing on this website or in the Offer Memorandum constitutes or contemplates an offer of, or the offer to purchase or the solicitation of an offer to sell, securities in the United States or any other jurisdiction. The PIBS have not been, and will not be, registered under the Securities Act, or the securities laws of any state or other jurisdiction of the United States, and the PIBS may not be offered, sold or delivered, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. Persons (as defined in Regulation S under the Securities Act) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws.

CONFIRMATION OF YOUR REPRESENTATION: By accessing or taking any action with respect to this website and/or the Offer Memorandum, you shall be deemed to have confirmed your representation to the Society, the Dealer Manager, the Receiving Agent and the Retail Information Agent that:

1. you are a holder or a beneficial owner of some of the PIBS;
2. you are not (and are not acting for the account or benefit of a person who is) located or resident in the United States or a U.S. Person (as defined in Regulation S under the Securities Act), and any electronic mail address that you have given to us is not located in the United States;
3. you are not (and are not acting for the account or benefit of a person who is) located or resident in the Republic of Italy, and any electronic mail address that you have given to us is not located in the Republic of Italy;
4. you are a person who may lawfully access this website and to whom it is lawful to make the Offer Memorandum available, to solicit consent under the Offer Memorandum or to make an invitation pursuant to the Tender Offer, in accordance with applicable laws, including the Offer and Distribution Restrictions set out in the Offer Memorandum;
5. you consent to delivery of the Offer Memorandum to you in hard copy, by electronic transmission or in electronic format via this website; and
6. you are not a Sanctions Restricted Person (as defined below).

The Offer Memorandum and other documents available via this website may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever, except that a holder of PIBS who holds as custodian or nominee for one or more beneficial owners may forward a complete copy of the Offer Memorandum to such beneficial owner(s), subject to the restrictions set out below and in the Offer Memorandum, and to compliance with all other applicable laws and regulations. Any other forwarding, distribution or reproduction of the Offer Memorandum and other documents available via this website in whole or in part is unauthorised. Failure to comply with this directive may result in a violation of the applicable laws of certain jurisdictions.

The Offer Memorandum and other documents available via this website must not be forwarded in or into the United States or to U.S. Persons.

The Offer Memorandum is available via this website in an electronic form. Please note that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently none of the Society, the Dealer Manager, the Receiving Agent,the Retail Information Agent or the Registrar, or any person who controls, or is a director, officer, employee, agent, affiliate or adviser of any such person or its affiliates (each an “Affiliate”) accepts any liability or responsibility whatsoever in respect of any such alterations or changes.

Restrictions: The Tender Offer and the Consent Solicitation described in the Offer Memorandum (together, the “Offers”), and the Offer Memorandum itself, are subject to offer and distribution restrictions. Any materials relating to the Offers do not constitute, and may not be used in connection with, any form of offer or solicitation in any place, except where such Offers are permitted by, and conducted in accordance with, applicable law.

Sanctions Restricted Person: For the purposes of representation (vi) above:

“Sanctions Restricted Person” means a person or entity that is from time to time (i) listed or referred to (whether explicitly or by reference to a group of persons) on, or directly or indirectly owned or controlled by a person or entity listed or referred to (whether explicitly or by reference to a group of persons) on, or acting on behalf or at the direction of a person or entity listed or referred to (whether explicitly or by reference to a group of persons) on, any Sanctions List; (ii) that is resident or located in, incorporated under the laws of, or acting on behalf of a person or entity located in or organised under the laws of, any country or territory which is the target of and/or subject to any comprehensive country- or territory-wide Sanctions (being as at the date of the Offer Memorandum, Syria, North Korea, Iran, Cuba, the Crimea region of Ukraine and the non-government controlled areas of Ukraine in the oblasts of Donetsk, Kherson, Luhansk and Zaporizhzhia); or (iii) otherwise a target of Sanctions;

“Sanctions” means the economic, financial and trade embargoes and sanctions laws, regulations, rules and/or restrictive measures administered, enacted or enforced by any Sanctions Authority from time to time;

“Sanctions Authority” means each of:

1. the United States government;
2. the United Nations;
3. the European Union (or any of its member states);
4. the United Kingdom;
5. any other applicable jurisdiction, region, body or government or regulatory authority, institution or agency which administers Sanctions; or
6. the respective governmental, legislative, investigative or regulatory institutions and agencies of any of the foregoing including, without limitation, the Office of Foreign Assets Control of the US Department of the Treasury, the United States Department of State, the United States Department of Commerce and His Majesty’s Treasury of the United Kingdom; and

“Sanctions List” means the most current “Specially Designated Nationals and Blocked Persons” list maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury (which as of the date of the Offer Memorandum can be found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf); the most current Foreign Sanctions Evaders List (which as of the date of the Offer Memorandum can be found at: http://www.treasury.gov/ofac/downloads/fse/fselist.pdf); the most current “Consolidated List of Persons, Groups and Entities subject to EU Financial Sanctions maintained” by the European Commission (which as of the date of the Offer Memorandum can be found at: https://data.europa.eu/data/datasets/consolidated-list-of-persons-groups-and-entities-subject-to-eu-financial-sanctions?locale=en); the most current "Financial sanctions targets: list of all asset freeze targets" published by the UK Office of Financial Sanctions Implementation (which as of the date of the Offer Memorandum can be found at: https://www.gov.uk/government/publications/financial-sanctions-consolidated-list-of-targets/consolidated-list-of-targets); the most current UK Sanctions List (which as of the date of the Offer Memorandum can be found at: https://www.gov.uk/government/publications/the-uk-sanctions-list); or any similar list maintained by, or public announcement of Sanctions designation made by, any Sanctions Authority, in each case, as amended, supplemented or replaced from time to time.