IMPORTANT INFORMATION

If you would like to view the information contained in this area of the website (“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. Smurfit Westrock plc (“Smurfit Westrock”) 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, at the sole discretion of Smurfit Westrock.

To allow you to view the information contained in this Microsite, 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 contained in this Microsite. If you access these materials on this Microsite, you agree to be bound by the terms and conditions below. If you do not agree to the terms and conditions, do not access this Microsite or view any of these materials.

Important Additional Information

Neither this Microsite, its contents, nor any copy of these may be taken or transmitted directly or indirectly into or from any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction, or would result in a requirement to comply with any consent or other formality which Smurfit Westrock regards as unduly onerous. Any failure to comply with this restriction may constitute a violation of such laws or regulations. Persons into whose possession the contents of this Microsite or other information referred to herein comes should inform themselves about, and observe, any restrictions in such laws or regulations.

This Microsite contains information which has been prepared for the purpose of complying with the applicable laws and regulations of the United Kingdom and information disclosed may not be the same as that which would have been disclosed if this information had been prepared in accordance with the laws and regulations of jurisdictions outside the United Kingdom. 

Forward-Looking Statements

This Microsite and the information within it contain forward-looking statements (including within the meaning of US federal securities laws), including any statements regarding the effects of the combination (the “Combination”) of Smurfit Kappa Group plc and WestRock Company on the parties thereto or their combined businesses, the rationale and expected benefits of the Combination (including, but not limited to, synergies), and any other statements regarding Smurfit Westrock’s future expectations, beliefs, plans, objectives, results of operations, financial condition and cash flows, or future events or performance. Statements that are not historical facts, including statements about the beliefs and expectations of the management of Smurfit Westrock, are forward-looking statements. Words such as “believes,” “expects,” “may,” “will,” “shall,” “should,” “would,” “could,” “potential,” “seeks,” “aims,” “projects,” “predicts,” “is optimistic,” “intends,” “plans,” “estimates,” “targets,” “anticipates,” “continues” or other comparable terms or negatives of these terms or other variations or comparable terminology or by discussions of strategy, plans, objectives, goals, future events or intentions, but not all forward-looking statements include such identifying words.

Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. No assurance can be given that such plans, estimates or expectations will be achieved and therefore, actual results may differ materially from any plans, estimates or expectations in such forward-looking statements. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include: Smurfit Westrock is unable to achieve the synergies and value creation contemplated by the Combination; Smurfit Westrock’s availability of sufficient cash to distribute to its shareholders in line with current expectations; Smurfit Westrock is unable to promptly and effectively integrate the businesses following the Combination; credit ratings decline following the Combination; legal proceedings are instituted against Smurfit Westrock; Smurfit Westrock is unable to retain or hire key personnel; consummation of the Combination has a negative effect on the market price of the capital stock of Smurfit Westrock or on Smurfit Westrock’s operating results; evolving legal, regulatory and tax regimes; changes in economic, financial, political and regulatory conditions, in Ireland, the United Kingdom, the United States and elsewhere, and other factors that contribute to uncertainty and volatility, natural and man-made disasters, civil unrest, pandemics (e.g., the coronavirus (COVID-19) pandemic (the “COVID-19 pandemic”)), geopolitical uncertainty, and conditions that may result from legislative, regulatory, trade and policy changes associated with the current or subsequent Irish, U.S. or U.K. administrations; the ability of Smurfit Westrock to successfully recover from a disaster or other business continuity problem due to a hurricane, flood, earthquake, terrorist attack, war, pandemic, security breach, cyber-attack, power loss, telecommunications failure or other natural or man-made event, including the ability to function remotely during long-term disruptions such as the COVID-19 pandemic; the impact of public health crises, such as pandemics (including the COVID-19 pandemic) and epidemics and any related company or governmental policies and actions to protect the health and safety of individuals or governmental policies or actions to maintain the functioning of national or global economies and markets; actions by third parties, including government agencies; the risk that disruptions from the Combination will harm Smurfit Westrock’s business, including current plans and operations; and Smurfit Westrock’s ability to meet expectations regarding the accounting and tax treatments of the Combination; among others. The list of factors presented here should not be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realisation of forward-looking statements. You are cautioned not to place undue reliance on any of these forward-looking statements as they are not guarantees of future performance or outcomes and that actual performance and outcomes, including, without limitation, the actual results of operations, financial condition and liquidity, and the development of new markets or market segments in which Smurfit Westrock operates, may differ materially from those made in or suggested by the forward-looking statements contained in the information in this Microsite. Except as required by law, Smurfit Westrock does not assume any obligation to update or revise the information contained herein, which speaks only as of the date hereof (or if specified as of a certain date, as of such date).

No Profit Forecasts or Estimates

Nothing in this Microsite should be construed as a profit estimate or profit forecast. No statement in this Microsite, or the information within it, including statements regarding the potential effect of the Combination on cash flows and capital returns should be interpreted to mean that cash flows or capital returns of Smurfit Westrock for the current or future financial years will necessarily match or exceed the historical cash flows or capital returns of Smurfit Kappa Group plc or WestRock Company. 

No Offer of Securities

The contents of this Microsite do not constitute or form part of any offer or invitation to purchase, acquire, subscribe for, sell, dispose of or issue, or any solicitation of any offer to sell, dispose of, purchase, acquire or subscribe for, any security, including any shares of Smurfit Westrock (the “Smurfit Westrock Shares”).

Miscellaneous

The contents of this Microsite are not to be construed as legal, business or tax advice. Each shareholder should consult its own legal adviser, financial adviser or tax adviser for legal, financial or tax advice, respectively.

Certain figures contained in the information in this Microsite, including financial information, may have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in the information in this Microsite may not conform precisely with the total figure given. Except as explicitly stated in this Microsite, none of the contents of other sections of Smurfit Westrock’s website, nor any website accessible by hyperlinks on Smurfit Westrock’s website, is incorporated in or forms part of, this Microsite or its contents..

Confirmation of understanding and acceptance

• 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 in any country that renders the accessing of the materials on this website or parts of it illegal.
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• I represent and warrant to Smurfit Westrock 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.

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