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Grand City Properties S.A. announces offer to the -3-

DJ Grand City Properties S.A. announces offer to the holders of its outstanding EUR 500,000,000 2.00 per cent. Notes due 2021 to tender such Notes for purchase by the Company for cash

Dow Jones received a payment from EQS/DGAP to publish this press release.

Grand City Properties S.A. (IRSH) 
Grand City Properties S.A. announces offer to the holders of its outstanding 
EUR 500,000,000 2.00 per cent. Notes due 2021 to tender such Notes for 
purchase by the Company for cash 
 
21-Nov-2018 / 10:35 CET/CEST 
Dissemination of a Regulatory Announcement, transmitted by EQS Group. 
The issuer is solely responsible for the content of this announcement. 
 
*NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE 
UNITED STATES, 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 OR THE DISTRICT OF COLUMBIA 
(THE 'UNITED STATES') OR IN OR INTO OR TO ANY PERSON RESIDENT OR LOCATED IN 
ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO PUBLISH OR DISTRIBUTE THIS 
DOCUMENT.* 
 
*21 November 2018* 
 
*Grand City Properties S.A. announces offer to the holders of its 
outstanding EUR 500,000,000 2.00 per cent. Notes due 2021 to tender such 
Notes for purchase by the Company for cash at a price to be calculated by 
reference to a purchase spread determined pursuant to a modified Dutch 
auction* 
 
The Board of Grand City Properties S.A. (the '*Company*') has decided today 
to offer to the holders of its EUR 500,000,000 2.00 per cent. Notes due 2021 
(of which EUR 138,800,000 are currently outstanding, the '*Notes*') to 
tender such Notes for purchase by the Company for cash (the '*Offer*'). 
 
The Offer shall be subject to the terms and conditions set out in the tender 
offer memorandum dated 21 November 2018 (the '*Tender Offer Memorandum*') 
prepared by the Company. 
 
Capitalised terms used in this announcement but not defined have the 
meanings given to them in the Tender Offer Memorandum. 
 
*Description                *Outstanding                *Maximum  *Amount 
   of the       *ISIN /      Principal    *Benchmark*   Purchase  subject 
   Notes*     Common Code*    Amount*                   Spread*   to the 
                                                                  Offer* 
                                                                  Any and 
                                                                  all at 
                                                                    the 
                                                                  Maximum 
                                                                  Repurch 
                                                                    ase 
                                                                  Spread. 
                                                                  Subject 
                                                                    to 
    EUR                                                           Minimum 
500,000,000   XS1130507053      EUR       Interpolated            Target 
  2.00 per    / 113050705   138,800,000     Mid-Swap     15 bps   Repurch 
cent. Notes                                   Rate                  ase 
  due 2021                                                        Amount 
                                                                    as 
                                                                  further 
                                                                  describ 
                                                                   ed in 
                                                                    the 
                                                                  Tender 
                                                                   Offer 
                                                                  Memoran 
                                                                   dum. 
 
If after the Settlement Date purchases (and corresponding cancellations) 
and/or redemptions should have been effected in respect of 80 per cent or 
more in aggregate principal amount of the Notes, the Company intends to 
redeem all of the then outstanding Notes at their principal amount, together 
with accrued but unpaid interest, if any, to (but excluding) the redemption 
date pursuant to the terms and conditions of the Notes. The Company has 
previously purchased EUR 361,200,000 of the Notes, representing 72.2% of the 
aggregate principal amount of the Notes issued. 
 
*Rationale for the Offer* 
 
The purpose of the Offer is to proactively manage upcoming debt redemptions. 
 
*The Offer* 
 
The '*Purchase Price*' in respect of the Notes will be determined by the 
Dealer Manager at the Pricing Time in accordance with market convention, and 
will be the price which reflects the yield to maturity on the Settlement 
Date equal to the sum (such sum, the '*Purchase Yield*') of (a) the 
Interpolated Mid-Swap Rate (as defined in the Tender Offer Memorandum) and 
(b) the Clearing Spread (as defined below). Specifically, the Purchase Price 
per EUR 100,000 in principal amount of the Notes will equal (a) the value 
per EUR 100,000 in principal amount of all remaining payments of principal 
and interest due to be made up to and including the maturity date of the 
Notes, discounted to the Settlement Date at a discount rate equal to the 
Purchase Yield, minus (b) the Accrued Interest, all calculated in accordance 
with the formula set forth in the Tender Offer Memorandum and rounded to the 
nearest EUR 0.01 (with EUR 0.005 being rounded upwards). 
 
*Modified Dutch Auction Procedure* 
 
If the Company decides to accept any tenders of Notes, it will determine the 
purchase spread in whole basis points (the '*Clearing Spread*') for the 
Notes in accordance with the Modified Dutch Auction Procedure described 
below. The Clearing Spread in respect of the Notes will apply to all Notes 
accepted for purchase and shall be the lower of (i) the Maximum Purchase 
Spread and (ii) the single highest spread specified in Competitive Tender 
Instructions by tendering Noteholders that will enable the Company to 
purchase its desired principal amount of Notes, or, if no Competitive Tender 
Instructions are tendered in respect of the Notes, the Maximum Purchase 
Spread. Following the Expiration Deadline and subject to the foregoing, the 
Company will determine the Clearing Spread for the Notes in its sole and 
absolute discretion. 
 
Under the Modified Dutch Auction Procedure, the Company will determine, in 
its sole discretion (i) the aggregate nominal amount of Notes (if any) (such 
amount, the '*Final Acceptance Amount*') that it will accept for purchase 
pursuant to the Offer, and (ii) the Clearing Spread that will be used in the 
calculation, at the Pricing Time, of the Purchase Yield and the Purchase 
Price for Notes validly tendered and accepted for purchase pursuant to the 
Offer, in each case taking into account the aggregate nominal amount of 
Notes tendered and the purchase spreads at which such Notes are tendered (or 
deemed to be tendered, as set out below). 
 
Under the Modified Dutch Auction Procedure, Noteholders may submit Tender 
Instructions on a 'non-competitive' or a 'competitive' basis, as follows: 
 
(a) a '*Non-Competitive Tender Instruction*' is a Tender Instruction that 
either (i) does not specify a purchase spread, or (ii) specifies a purchase 
spread equal to the Maximum Purchase Spread. Each Non-Competitive Tender 
Instruction that does not specify a purchase spread, will be deemed to have 
specified the Maximum Purchase Spread; and 
 
(b) a '*Competitive Tender Instruction*' is a Tender Instruction that 
specifies a purchase spread over the Interpolated Mid-Swap Rate (in 
increments of 1 basis point below the Maximum Purchase Spread with any other 
amount rounded to the nearest 1 basis point increment below the Maximum 
Purchase Spread (and rounded up in the case of a 0.5 basis point 
increment)). 
 
For further information, please refer to the Tender Offer Memorandum. 
 
A Tender Instruction that specifies a purchase spread higher than the 
Maximum Purchase Spread will be treated as an invalid Tender Instruction. 
 
If the Company accepts a valid Tender Instruction, the relevant Noteholder 
will receive the Purchase Price and Accrued Interest for the Notes as 
determined in the manner described in the Tender Offer Memorandum. The 
Company will pay the Purchase Price and Accrued Interest in respect of the 
Notes to each Noteholder whose Competitive Tender Instruction is accepted, 
even if the purchase spread specified by the Noteholder is greater than the 
Clearing Spread or the Noteholder submitted a Non-Competitive Tender 
Instruction. The Company will not accept Competitive Tender Instructions 
that specify purchase spreads lower than the Clearing Spread. Accordingly, 
if the Company determines that the Clearing Spread for the Offer will be the 
Maximum Purchase Spread, Notes tendered pursuant to Competitive Tender 
Instructions will not be accepted for purchase pursuant to the Offer. 
 
*Final Acceptance Amount* 
 
The Company currently proposes to accept any and all validly tendered Notes 
for repurchase at the Maximum Purchase Spread. For the avoidance of doubt, 
this means, that the Final Acceptance Amount determined by the Company will 
at least be equal to the aggregate principal amount of Notes validly 
tendered via Non-Competitive Tender Instructions and accepted for repurchase 
by the Company. 
 
The Company may however, in its sole discretion, decide to determine a lower 
Clearing Spread as necessary to enable the Company to achieve its desired 
minimum aggregate repurchase amount of Notes of EUR 38,800,000 (the 
'*Minimum Target Repurchase Amount*'). 
 
*Scaling* 
 
If the aggregate nominal amount of Notes validly tendered (i) pursuant to 
Non-Competitive Tender Instructions and (ii) pursuant to Competitive Tender 
Instructions that specify a purchase spread greater than or equal to the 
Clearing Spread, is greater than the Final Acceptance Amount, the Company 
intends to accept for purchase (A) first, all such Notes tendered at 

(MORE TO FOLLOW) Dow Jones Newswires

November 21, 2018 04:35 ET (09:35 GMT)

DJ Grand City Properties S.A. announces offer to the -2-

purchase spreads greater than the Clearing Spread or pursuant to 
Non-Competitive Tender Instructions in full, and (B) second, all such Notes 
tendered at the Clearing Spread on a pro rata basis such that the aggregate 
nominal amount of Notes accepted for purchase (if any) is no greater than 
the Final Acceptance Amount. For the avoidance of doubt, the Final 
Acceptance Amount determined by the Company will at least be equal to the 
aggregate principal amount of Notes validly tendered via Non-Competitive 
Tender Instructions and accepted for repurchase by the Company. 
 
*Accrued Interest* 
 
The Company will also pay an Accrued Interest Payment in respect of Notes 
validly tendered and delivered and accepted for purchase by the Company 
pursuant to the Offer. 
 
*Total Amount Payable to Noteholders* 
 
If the Company decides to accept valid tenders of Notes pursuant to the 
Offer, the total consideration that will be payable to each Noteholder on 
the Settlement Date for the Notes accepted for purchase from such Noteholder 
will be an amount (rounded to the nearest EUR 0.01, with EUR 0.005 being 
rounded upwards) equal to the sum of: 
 
(a) the product of (i) the aggregate principal amount of the Notes accepted 
for purchase from such Noteholder pursuant to the Offer and (ii) the 
Purchase Price; and 
 
(b) the Accrued Interest Payment on the Notes. 
 
The Purchase Price will be determined in accordance with market convention, 
at the Pricing Time on the Pricing Date in the manner described in the 
Tender Offer Memorandum. 
 
*Expected Timetable of Key Events* 
 
The following table sets forth the expected dates and times of the key 
events relating to the Offer. The times and dates below are indicative only 
and subject to changes. 
 
*Events*                            *Times and Dates * 
                                    (All times are CET) 
*Commencement of the Offer*         21 November 2018 
 
Announcement of the Offer made by 
publication on the website of the 
Irish Stock Exchange at www.ise.ie 
[1] and through the Clearing 
Systems. Tender Offer Memorandum 
available from the Tender Agent. 
*Expiration Deadline*               5:00 p.m. on 4 December 2018 
 
Final deadline for receipt of valid 
Tender Instructions by the Tender 
Agent in order for Noteholders to 
be able to participate in the 
Offer. 
*Announcement of Clearing Spread    At or around 9 a.m. on 5 
and indicative Offer Results*       December 2018 
 
Announcement by the Company of 
whether it intends to accept valid 
tenders of Notes for purchase 
pursuant to the Offer and, if so 
accepted, (i) the Clearing Spread, 
(ii) the indicative Final 
Acceptance Amount and (iii) any 
indicative Scaling Factor. 
*Pricing Date *                     11:00 a.m. on 5 December 
                                    2018 
Determination of the Interpolated 
Mid-Swap Rate, the Purchase Yield 
and the Purchase Price. 
*Announcement of Offer Results*     As soon as reasonably 
                                    practicable after the 
Announcement by the Company of      Pricing Time on the Pricing 
whether it will accept valid        Date 
tenders of Notes pursuant to the 
Offer and, in respect of Notes 
accepted for purchase, (i) the 
Final Acceptance Amount and any 
Scaling Factor, (ii) the Purchase 
Yield, Purchase Price and Accrued 
Interest, and (iii) the final 
aggregate nominal amount of Notes 
that will remain outstanding after 
the Settlement Date. 
*Settlement Date*                   10 December 2018 
 
Expected Settlement Date for the 
Offer. 
 
The Company may, subject to applicable laws, at its option and in its sole 
discretion, at any time before any acceptance by it of any Notes tendered 
for purchase in the Offer extend each of the dates above (in which case all 
references in the Tender Offer Memorandum to such extended date will, unless 
the context otherwise requires, be to the latest time and date to which such 
date has been so extended). 
 
*Tender Instructions* 
 
A separate Tender Instruction must be completed on behalf of each beneficial 
owner of the Notes. 
 
In order to participate in, and be eligible to receive the Purchase Price 
and the Accrued Interest Payment pursuant to each of the Offer, Noteholders 
must validly tender their Notes by delivering, or arranging to have 
delivered on their behalf, a valid Tender Instruction in respect of Notes 
held by such Noteholders that is received by the Tender Agent by the 
Expiration Deadline. See '_Procedures for Participating in the Offer_' in 
the Tender Offer Memorandum. 
 
Tender Instructions must be submitted in respect of a minimum nominal amount 
of Notes of EUR 100,000 and may thereafter be submitted in integral 
multiples of EUR 100,000. Tender Instructions which relate (including after 
any pro rata scaling) to a nominal amount of Notes of less than EUR 100,000 
will be rejected. 
 
Tender Instructions may be submitted on a 'non-competitive' or a 
'competitive' basis, as further described in the Tender Offer Memorandum. 
 
Noteholders are advised to check with any bank, securities broker or other 
intermediary through which they hold Notes when such intermediary would need 
to receive instructions from a Noteholder in order for that Noteholder to be 
able to participate in, or (in the limited circumstances in which revocation 
is permitted) revoke their instruction to participate in, an Offer before 
the deadlines specified in the Tender Offer Memorandum. The deadlines set by 
any such intermediary and each Clearing System for the submission of Tender 
Instructions may be earlier than the relevant deadlines specified above. 
 
*General* 
 
The complete terms and conditions of the Offer is set forth in the Tender 
Offer Memorandum, which will be sent to eligible Noteholders at their 
request. Noteholders are urged to read the Tender Offer Memorandum 
carefully. 
 
The Company is not under any obligation to accept any tender of Notes for 
purchase pursuant to the Offer. Tenders of Notes for purchase may be 
rejected in the sole and absolute discretion of the Company for any reason, 
and the Company is not under any obligation to Noteholders to furnish any 
reason or justification for refusing to accept a tender of Notes for 
purchase. *For example, tenders of Notes for purchase may be rejected if the 
Offer is terminated, if the Offer does not comply with the relevant 
requirements of a particular jurisdiction or for any other reason.* 
 
Notes that are not successfully tendered for purchase pursuant to the Offer 
will remain outstanding. 
 
If after the Settlement Date purchases (and corresponding cancellations) 
and/or redemptions should have been effected in respect of 80 per cent or 
more in aggregate principal amount of the Notes, the Company intends to 
redeem all of the then outstanding Notes at their principal amount, together 
with accrued but unpaid interest, if any, to (but excluding) the redemption 
date pursuant to the terms and conditions of the Notes. The Company has 
previously purchased EUR 361,200,000 of the Notes, representing 72.2% of the 
aggregate principal amount of the Notes issued. 
 
Noteholders are advised that the Company may, in its sole discretion, accept 
tenders of Notes pursuant to the relevant Offer on more than one date if 
such Offer is extended or re-opened. 
 
The Company has retained Morgan Stanley & Co. International plc to act as 
dealer manager (the '*Dealer Manager*') and Lucid Issuer Services Limited to 
act as the Tender Agent (the '*Tender Agent*'). Questions or requests for 
assistance concerning the terms of the Offer should be directed to the 
Dealer Manager or the Tender Agent at: 
 
*Contact Details:* 
 
*THE DEALER MANAGER* 
 
*Morgan Stanley & Co. International plc* 
25 Cabot Square 
Canary Wharf 
London E14 4QA 
United Kingdom 
 
Telephone: +44 (0)20 7677 5040 
Attention: Liability Management Group 
Email: liabilitymanagementeurope@morganstanley.com 
 
*THE TENDER AGENT* 
 
*Lucid Issuer Services Limited* 
 
Tankerton Works 
 
12 Argyle Walk 
 
London WC1H 8HA 
 
United Kingdom 
 
Telephone: +44 20 7704 0880 
 
Attention: Arlind Bytyqi 
 
Email: gcp@lucid-is.com 
 
This announcement is made by the Company: 
 
*Grand City Properties S.A.* 
1, avenue du Bois 
L-1251 Luxembourg 
Grand Duchy of Luxembourg 
 
*DISCLAIMER *This announcement must be read in conjunction with the Tender 
Offer Memorandum. This announcement and the Tender Offer Memorandum contain 
important information which should be read carefully before any decision is 
made with respect to the Offer. If you are in any doubt as to the contents 
of this announcement or the Tender Offer Memorandum or the action you should 
take, you are recommended to seek your own financial and legal advice, 
including as to any tax consequences, immediately from your broker, bank 
manager, solicitor, accountant or other independent financial or legal 
adviser. Any individual or company whose Notes are held on its behalf by a 
broker, dealer, bank, custodian, trust company or other nominee or 
intermediary must contact such entity if it wishes to participate in the 
Offer. None of the Dealer Manager, the Tender Agent and the Company makes 
any recommendation as to whether Noteholders should tender Notes for 
purchase pursuant to the Offer. 
 
None of the Dealer Manager, the Tender Agent and any of their respective 
directors, officers, employees, agents or affiliates assumes any 
responsibility for the accuracy or completeness of the information 
concerning the Company, the Notes or the Offer contained in this 
announcement or in the Tender Offer Memorandum. None of the Company, the 
Dealer Manager, the Tender Agent, or any director, officer, employee, agent 
or affiliate of any such person, is acting for any Noteholder, or will be 
responsible to any Noteholder for providing any protections which would be 
afforded to its clients or for providing advice in relation to the Offer, 
and accordingly none of the Company, the Dealer Manager, the Tender Agent, 
or any director, officer, employee, agent or affiliate of any such person, 

(MORE TO FOLLOW) Dow Jones Newswires

November 21, 2018 04:35 ET (09:35 GMT)

makes any recommendation as to whether Noteholders should tender Notes in 
the Offer. None of the Dealer Manager, the Tender Agent nor any of their 
respective directors, officers, employees, agents or affiliates assumes any 
responsibility for any failure by the Company to disclose information with 
regard to the Company or the Notes which is material in the context of the 
Offer and which is not otherwise publicly available. 
 
*Offer and distribution restrictions* 
 
Neither this announcement, the Tender Offer Memorandum nor the electronic 
transmission thereof constitutes an offer to buy or the solicitation of an 
offer to sell Notes (and tenders of Notes in the Offer will not be accepted 
from Noteholders) in any circumstances in which such offer or solicitation 
is unlawful. In those jurisdictions where the securities, blue sky or other 
laws require the Offer to be made by a licensed broker or dealer and the 
Dealer Manager or any of their respective affiliates is such a licensed 
broker or dealer in any such jurisdiction, the Offer shall be deemed to be 
made by such Dealer Manager or such affiliate, as the case may be, on behalf 
of the Company in such jurisdiction. 
 
The distribution of this announcement and the Tender Offer Memorandum in 
certain jurisdictions is restricted by law. Persons into whose possession 
this announcement or the Offer to Purchase come are required by the Company, 
the Dealer Manager and the Tender Agent to inform themselves about, and to 
observe, any such restrictions. 
 
In addition to the representations referred to below in respect of the 
United States, each Noteholder participating in the Offer will also be 
deemed to give certain representations, acknowledgements, warranties and 
undertakings and make certain agreements in respect of the other 
jurisdictions referred to below and generally as set out in the Tender Offer 
Memorandum. Any tender of Notes for purchase pursuant to the Offer from a 
Noteholder that is unable to make these representations will not be 
accepted. Each of the Company, the Dealer Manager and the Tender Agent 
reserves the right, in their absolute discretion, to investigate, in 
relation to any tender of Notes for purchase pursuant to the Offer, whether 
any such representation given by a Noteholder is correct and, if such 
investigation is undertaken and as a result the Company determines (for any 
reason) that such representation is not correct, such tender will not be 
accepted. 
 
*United States* 
 
The Offer is not being made, and will not be made, directly or indirectly in 
or into, or by use of the mails of, or by any means or instrumentality of 
interstate or foreign commerce of or of any facilities of a national 
securities exchange of, the United States. This includes, but is not limited 
to, facsimile transmission, electronic mail, telex, telephone, the internet 
and other forms of electronic communication. The Notes may not be tendered 
in the Offer by any such use, means, instrumentality or facility from or 
within the United States or by persons located or resident in the United 
States. Accordingly, copies of the Tender Offer Memorandum and any other 
documents or materials relating to the Offer are not being, and must not be, 
directly or indirectly mailed or otherwise transmitted, distributed or 
forwarded (including, without limitation, by custodians, nominees or 
trustees) in or into the United States and the Notes cannot be tendered in 
the Offer by any such use, means, instrumentality or facility or from or 
within or by persons located or resident in the United States. Any purported 
tender of Notes in the Offer resulting directly or indirectly from a 
violation of these restrictions will be invalid and any purported tender of 
Notes made by any person acting for the account or benefit of, a person 
resident or located in the United States or any agent, fiduciary or other 
intermediary acting on a non-discretionary basis for a principal giving 
instructions from within the United States will be invalid and will not be 
accepted. 
 
Each holder of Notes participating in the Offer will represent that it is 
not located in the United States and is not participating in the Offer from 
the United States, or it is acting on a non-discretionary basis for a 
principal located outside the United States that is not giving an order to 
participate in the Offer from the United States. For the purposes of this 
and the above paragraph, '*United States*' means 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. 
 
*United Kingdom* 
 
The communication of this announcement and the Tender Offer Memorandum and 
any other documents or materials relating to the Offer is not being made, 
and such documents and/or materials have not been approved, by an authorised 
person for the purposes of section 21 of the Financial Services and Markets 
Act 2000. Accordingly, such documents and/or materials are not being 
distributed to, and must not be passed on to, the general public in the 
United Kingdom. The communication of such documents and/or materials as a 
financial promotion is only being made to, and may only be acted upon by, 
those persons in the United Kingdom falling within the definition of 
investment professionals (as defined in Article 19(5) of the Financial 
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the 
'*Financial Promotion Order*')) or any other persons to whom it may 
otherwise lawfully be made under the Financial Promotion Order. 
 
*Italy* 
 
None of the Offer, the Tender Offer Memorandum and any other document or 
materials relating to the Offer has been or will be submitted to the 
clearance procedures of the _Commissione Nazionale per le Società e la Borsa 
_('*CONSOB*') pursuant to Italian laws and regulations. The Offer are being 
carried out in Italy as exempted offers pursuant to article 101-bis, 
paragraph 3-bis of the Legislative Decree No. 58 of 24 February 1998, as 
amended (the '*Financial Services Act*') and article 35-bis, paragraph 3 of 
CONSOB Regulation No. 11971 of 14 May 1999, as amended (the '*Issuers' 
Regulation*'). Noteholders or beneficial owners of the Notes can tender some 
or all of their Notes pursuant to the Offer through authorised persons (such 
as investment firms, banks or financial intermediaries permitted to conduct 
such activities in Italy in accordance with the Financial Services Act, 
CONSOB Regulation No. 16190 of 29 October 2007, as amended from time to 
time, and Legislative Decree No. 385 of September 1, 1993, as amended) and 
in compliance with applicable laws and regulations or with requirements 
imposed by CONSOB or any other Italian authority. 
 
Each intermediary must comply with the applicable laws and regulations 
concerning information duties vis-à-vis its clients in connection with the 
Notes or the Offer. 
 
*France* 
 
The Offer is not being made, directly or indirectly, to the public in the 
Republic of France ('*France*'). Neither the Tender Offer Memorandum nor any 
other document or material relating to the Offer has been or shall be 
distributed to the public in France and only (i) providers of investment 
services relating to portfolio management for the account of third parties 
(_personnes fournissant le service d'investissement de gestion de 
portefeuille pour compte de tiers_) and/or (ii) qualified investors 
(_investisseurs qualifiés_), other than individuals, acting for their own 
account, all as defined in, and in accordance with, Articles L.411-1, 
L.411-2 and D.411-1 of the French Code _monétaire et financier_, are 
eligible to participate in the Offer. The Tender Offer Memorandum and any 
other documents or materials relating to the Offer have not been and will 
not be submitted for clearance to nor approved by the _Autorité des Marchés 
Financiers_. 
 
*Belgium* 
 
Neither the Tender Offer Memorandum nor any other documents or materials 
relating to the Offer have been submitted to or will be submitted for 
approval or recognition to the Belgian Financial Services and Markets 
Authority (_Autoriteit voor Financiële Diensten en Markten / Financial 
Services and Markets Authority_) and, accordingly, the Offer may not be made 
in Belgium by way of a public offering, as defined in Article 3 of the 
Belgian Law of 1 April 2007 on public takeover bids (the '*Belgian Takeover 
Law*'), as amended or replaced from time to time. Accordingly, the Offer may 
not be advertised and the Offer will not be extended, and neither the Tender 
Offer Memorandum nor any other documents or materials relating to the Offer 
(including any memorandum, information circular, brochure or any similar 
documents) has been or shall be distributed or made available, directly or 
indirectly, to any person in Belgium other than to (i) 'qualified investors' 
in the sense of Article 10 of the Belgian Law of 16 June 2006 on the public 
offer of placement instruments and the admission to trading of placement 
instruments on regulated markets (as amended from time to time), acting on 
their own account or (ii) in any circumstances set out in Article 6, §4 of 
the Belgian Takeover Law. Insofar as Belgium is concerned, the Tender Offer 
Memorandum has been issued only for the personal use of the above qualified 
investors and exclusively for the purpose of the Offer. Accordingly, the 
information contained in the Tender Offer Memorandum may not be used for any 
other purpose or disclosed to any other person in Belgium. 
 
* * * * * 
 
ISIN:          LU0775917882, XS1130507053, XS1191320297, XS1220083551, 
               XS1491364953, XS1373990834, XS1654229373, XS1811181566, 
               XS1706939904, XS1763144604, XS1781401085, CH0401956872 
Category Code: MSCL 
TIDM:          IRSH 
LEI Code:      5299002QLUYKK2WBMB18 
Sequence No.:  6622 
EQS News ID:   749427 
 
End of Announcement EQS News Service 
 
 

(MORE TO FOLLOW) Dow Jones Newswires

November 21, 2018 04:35 ET (09:35 GMT)

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