Fitbug Holdings Plc Documents

IMPORTANT NOTICE - CIRCULAR dated 29 June 2016

Proposed Placing, Open Offer, Loan Capitalisation and Subdivision of the Ordinary Shares
and
Proposed approval of a waiver under Rule 9 of the City Code on Takeovers and Mergers
(together, "Proposals")

This part of our website contains documents made available by reference from the Circular ("Information") for the purposes of the disclosure requirements arising under the City Code on Takeovers and Mergers. The Information is not provided for any purpose in connection with the other Proposals described in the Circular. The Information is being made available in good faith and for information purposes only. The availability of the Information is subject to the terms and conditions set out below.

ACCESS TO THIS WEBSITE MAY BE RESTRICTED UNDER THE SECURITIES LAWS OF CERTAIN JURISDICTIONS. IN PARTICULAR, THE INFORMATION IS NOT DIRECTED AT, AND IS NOT ACCESSIBLE BY, PERSONS RESIDENT, OR OTHERWISE LOCATED, IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

Terms defined in the Circular dated 29 June 2016 shall have the same meaning when used in this notice.

Basis of access to the Information on this website

Please read this notice carefully before clicking on any of the links below. This notice applies to all persons who view the website. This notice may be amended or updated by Fitbug Holdings plc ("Company") from time to time and accordingly it should be read carefully in full each time you wish to view this part of the website. In addition, the content of this part of the website, and its availability to persons resident in certain jurisdictions, may be amended at any time in whole or in part at the sole discretion of the Company.

Any person seeking access to this website represents and warrants to the Company that they are doing so for information purposes only. Making the Information available does not constitute an offer of securities in the Company.

Shareholders should seek advice from an independent financial adviser as to the suitability of any action for the individual concerned in connection with the Proposals described in the Circular. Any shareholder action required in connection with those Proposals will be set out in documents sent to or made available to Shareholders and any decision made by Shareholders should be made solely and only on the basis of information provided in those documents.

Overseas persons

Viewing the Information in jurisdictions other than the United Kingdom may be prohibited or restricted by applicable law and regulation. In some jurisdictions, only certain categories of person are allowed to view the Information. Any person resident outside the United Kingdom who wishes to view the Information must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so.

Copies of any documents relating to the Proposals are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, transmitted, distributed, sent or accessed in or into or from any other jurisdiction where to do so may result in a significant risk of civil, regulatory or criminal exposure for the Company (a "Restricted Jurisdiction"). Persons receiving such documents (including, without limitation, custodians, nominees and trustees) should observe these restrictions and must not mail or otherwise forward, transmit, distribute or send them in or into or from any Restricted Jurisdiction.

If you are not permitted to download or view the Information, or if downloading or viewing the Information would result in a breach of the above, or if you are in any doubt as to whether you are permitted to download or view the Information, please exit this webpage now.

Responsibility

In relation to any Information, the only responsibility accepted by the directors of the Company is for the correctness of its reproduction, unless the responsibility statement in any relevant document expressly provides otherwise.

Neither the Company nor its advisers have reviewed and none of them is responsible for, or accepts any liability in respect of, any information on any other website that may be linked to this website by a third party.

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 authorised under the Financial Services and Markets Act 2000 or, if you are located outside the United Kingdom, from an appropriately authorised independent financial adviser.

THE DOCUMENTS IN THIS WEBSITE MAY NOT BE DOWNLOADED, FORWARDED, TRANSMITTED OR SHARED WITH ANY OTHER PERSON EITHER IN WHOLE OR IN PART WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

Governing law

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

Confirmation of understanding and acceptance of this notice

By clicking on and opening any of the documents below, you:

• confirm that you have read, understood and agree to be bound by the terms of the notice set out above;

• warrant and represent that you are accessing this website for information purposes only;

• warrant and represent that you are not a resident of, or otherwise located in any jurisdiction where accessing the Information would constitute a violation of the relevant laws or regulations of that jurisdiction (or acting on behalf of any person resident of or otherwise located in any such jurisdiction); and

• agree that you will not transmit or otherwise send (directly or indirectly) any Information to any person in any jurisdiction if to do so would breach any applicable law or regulation.

If you disagree with any of the above you should not open, transmit or use in anyway, any of the documents below.

This page contains download links to significant documents including the most recent financial report and other circulars/publications sent to shareholders in the past 12 months.

NW1 Investments Limited loan agreement July 2014 (signed)

NW1 Investments Limited loan agreement September 2014

NW1 Investments Limited loan extension November 2014

Placing agreement signed on behalf of company v2 (09 12 14)

Placing Agreement

NW1 Subscription Letter

Deed of Waiver NW1 Interest

Deed of Confirmation and Amendment NW1 Loan

NW1 Loan Note Instrument

Deed of Waiver KIFIN Interest

KIFIN Deed of Variation

Bridge Agreements signed NW1

Fitbug Placing Agreement

Hybridian Distribution Agreement

Fitbug Kifin loan capitalisation agreement

Fitbug NW1 loan capitalisation agreement

Fitbug NW1 underwriting agreement

AG Employment Contract

FitBug Mark Ollila Contract Update

FitBug-Mark Ollila NED Contract

Fitbug Chairman appointment letter

Fitbug Fundraise Circular

Mark Ollila variation letter

Tyler Tarr US Independent Director Agreement

Tyler Tarr appointmtent letter

Annual Report for 2015/2016

Interim results for June 2015

Proposed Share Placing & Notice of General Meeting

Interim Results - for the six months ended 30 June 2010

AIM Admission Document

Articles of Association

Amendments to Articles of Association

Annual Report 2008 - for the period ended 31 December 2008

Interim Results - for the six months ended 30 June 2009

Circular to Shareholders - 03 December 2009

Annual Report 2009 - for the period ended 31 December 2009

Annual Report 2010 - for the period ended 31 December 2010

Annual Report 2011 - for the period ended 31 December 2011

Annual Report 2012 - for the period ended 31 December 2012

Annual Report for 2013

Annual Report for 2014

Annual Report for 2015

Annual Report for 2016

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