Anthropic IPO

Important Information 

This communication is only directed at, and for viewing by, persons resident and physically located in the United Kingdom. 

This communication relates to the offer of shares of class A common stock in the capital of Anthropic, PBC (the "Company") and, where the context requires, CREST depository interests constituted under English law and representing rights to such shares of class A common stock on a one-for-one basis (the "Shares") to persons resident and physically located in the United Kingdom (the "UK Retail Offer"), facilitated through the public offer platform operated by Retail Book Limited ("RetailBook"). RetailBook is authorised and regulated by the Financial Conduct Authority (the "FCA") (FRN 994238). The UK Retail Offer forms part of an offering of Shares registered with the U.S. Securities and Exchange Commission (the “SEC”) under the U.S. Securities Act of 1933, as amended. A preliminary prospectus forming part of the Registration Statement (as defined below) (the "U.S. Prospectus") and a disclosure summary relating to the UK Retail Offer (the "Disclosure Summary") have been published and are available at www.hl.co.uk/anthropic/ipo, subject to certain access restrictions. 

This communication does not constitute an offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, Shares in the United States or in any other jurisdiction other than the United Kingdom. The information contained in this communication must not be distributed, forwarded, reproduced, copied or published in any jurisdiction where to do so would breach applicable laws or regulations or require registration or any other measures. Do not share the information contained in this communication with anyone outside the United Kingdom. 

The Company has filed a registration statement on Form S-1 (the “Registration Statement”), including the U.S. Prospectus, with the SEC relating to the offering of the Shares. The Registration Statement has not yet become effective. The Shares may not be sold, nor may offers to buy be accepted, and no part of the purchase price can be received, until the Registration Statement becomes effective. Any application you submit may be withdrawn or revoked, without obligation or commitment of any kind, at any time before its acceptance after the Registration Statement becomes effective. Before you invest, you should read the U.S. Prospectus and other documents the Company has filed with the SEC for more complete information about the Company and this offering. You may obtain these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. In addition, the U.S. Prospectus has been published and is available at www.hl.co.uk/anthropic/ipo.  

Neither the SEC nor any state securities commission has approved or disapproved of these Shares or passed on the adequacy or accuracy of the U.S. Prospectus. Any representation to the contrary is a criminal offence. 

Whilst the U.S. Prospectus is referred to as a 'prospectus', none of the U.S. Prospectus, the Disclosure Summary nor any other document produced in connection with the UK Retail Offer or the offering of Shares in any other jurisdiction is a prospectus for the purposes of The Public Offers and Admissions to Trading Regulations 2024 (the "POATRs") and/or the Prospectus Rules: Admission to Trading on a Regulated Market sourcebook forming part of the FCA's Handbook of Rules and Guidance (the "UK PRM") and none of these documents has been reviewed or approved by the FCA. The U.S. Prospectus and the Disclosure Summary may not contain the same information as would be included in a prospectus for the purposes of the POATRs and/or the UK PRM. 

The Shares will not be admitted to listing on the Official List of the FCA or admitted to trading on a regulated market or primary MTF (as such terms are defined in the POATRs) in the United Kingdom. 

The UK Retail Offer is being made by means of a regulated platform under paragraph 13 of Part 1 of Schedule 1 to the POATRs and as a “qualifying public offer” as defined in, and meeting the requirements of, article 25DB of the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001. No prospectus is required to be, or has been, prepared or published in the United Kingdom in connection with the UK Retail Offer. 

Any decision to participate in the UK Retail Offer should be made solely on the basis of the information contained in the U.S. Prospectus and the Disclosure Summary. You should read the entirety of the U.S. Prospectus and the Disclosure Summary before deciding whether to participate in the UK Retail Offer, in order to understand fully the potential risks and rewards. If you are in any doubt about participating in the UK Retail Offer or investing in the Shares (or the implications of doing so), you should contact a solicitor, accountant or other financial adviser. 

RetailBook has certain responsibilities in respect of the UK Retail Offer under applicable law, including pursuant to Chapter 23 of the FCA's Conduct of Business Sourcebook and the Financial Services and Markets Act 2000, as amended. Save for such responsibilities, and any liabilities that may arise thereunder, to the fullest extent permitted by law, RetailBook and its advisers, and their respective directors, employees, agents and affiliates, disclaim any liability or responsibility to actual or potential investors who invest in securities of the Company pursuant to the UK Retail Offer. 

This communication is prepared by and is the sole responsibility of Hargreaves Lansdown Asset Management Limited, a firm authorised and regulated by the FCA.