BM3EAC Corp.

Important Information

Electronic versions of the materials you are seeking to access are being made available on this website by Brigade-M3 European Acquisition Corp. in good faith and are for information purposes only.

The materials contained herein are not for general release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States, Australia, Japan, Canada, South Africa or any other jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction. Access to the information and documents on this portion of the website is restricted for regulatory reasons. You are requested to review the following information and make the following confirmation each time you seek to access this restricted information. Your confirmation must be true and accurate. Please note the disclaimer set out below may be altered or updated. You should read it in full each time you visit the site.

The information contained in this section of the website published by Brigade-M3 European Acquisition Corp. (the “Company”) (a) is only intended for, and may only be accessed by, or distributed or disseminated, directly or indirectly, in whole or in part, to (i) “qualified institutional buyers” (as defined in Rule 144A under the U.S. Securities Act of 1933, as amended (the “Securities Act”)) (“QIBs”) or (ii) persons resident and physically present outside the United States of America (including its territories and possessions, any state of the United States and the District of Columbia, the “United States”), Australia, Canada, Japan, or South Africa and resident and physically present in a jurisdiction where to do so will not constitute a violation of the local securities laws or regulations of such jurisdiction, and (b) does not constitute an offer to sell or the solicitation of an offer to buy or acquire, any securities of the Company in the United States, Australia, Canada, Japan, South Africa, or any other jurisdiction where to do so might constitute a violation of the local securities laws or regulations of such jurisdiction.

The securities of the Company referred to in this section of the website (the “Securities) have not been and will not be registered under the Securities Act and may not be offered or sold within the United States absent registration with the United States Securities and Exchange Commission or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There will be no public offering of such securities in the United States. Any Securities sold in the United States will be sold only to QIBs in reliance on an exemption from the registration requirements of the Securities Act. Furthermore, the securities have not been and will not be registered under the applicable securities laws of Australia, Canada, Japan, South Africa, or any other jurisdiction in which it would be unlawful or would require registration or other measures, and therefore may not be offered or sold or for the account or benefit of any person having a registered address in, or located or resident in, Australia, Canada, Japan, South Africa or any other jurisdiction in which it would be unlawful or would require registration or other measures.

The information and documents on this portion of the website are advertisements and do not constitute a prospectus for the purposes of Regulation (EU) 2017/1129 (such Regulation, together with any amendments thereto, the “Prospectus Regulation”) . A prospectus prepared pursuant to the Prospectus Regulation and approved by the Dutch Authority for the Financial Markets (Autoriteit Financiële Markten, the “AFM”) is expected to be published by the Company and, when published, can be obtained on the Company’s website, subject to regulatory restrictions. Investors should not subscribe for any securities referred to in the information and documents on this portion of the website except on the basis of information contained in the prospectus.

In any member state of the European Economic Area (“EEA Member State”), the information and documents on this portion of the website are only addressed to and are only directed at “qualified investors” in that EEA Member State within the meaning of the Prospectus Regulation.

In the United Kingdom, the information and documents on this portion of the website are only addressed to and are only directed at “qualified investors” within the meaning of Article 2(e) of the UK version of the Prospectus Regulation, which is part of UK law by virtue of the European Union (Withdrawal) Act 2018 (the “UK Prospectus Regulation”) as amended, who are also (i) persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); (ii) high net worth bodies corporate, unincorporated associations and partnerships and trustees of high value trusts as described in Article 49(2) of the Order; or (iii) persons to whom it may otherwise lawfully be communicated (all such persons being referred to as “relevant persons”). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

Access to the information contained on this portion of the website may be illegal in certain jurisdictions, and only certain categories of persons may be authorised to access such information and documents. All persons who wish to have access to the documents contained in this section of the Company’s website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this section of the website, or require registration or approval for any acquisition of securities by them. No such registration or approval has been or will be obtained. If you are not permitted to view materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage. The Company assumes no responsibility if there is a violation of applicable law and regulations by any person.

By clicking on the “I confirm” button, I therefore certify that:

1. I am (i) a QIB in the United States or am resident and physically present in a country outside the United States, Australia, Canada, Japan and South Africa or any other jurisdiction where accessing these materials is unlawful and (ii) if I am a person located in an EEA Member State or the United Kingdom, I am a Qualified Investor and (iii) if I am a person located in the United Kingdom, I am also a relevant person;
2. I am authorised to access the information and documents contained on this portion of the website without being subject to any legal restriction and without any further action required by the Company;
3. I agree that I will not transmit or otherwise send any materials contained in this website to any person in the United States, Australia, Canada, Japan, South Africa or any other jurisdiction where to do so would breach applicable local law or regulation; and
4. I have read, understand and agree to comply with all of the restrictions set forth above.