|SECTION 1||PERSONS RESPONSIBLE, THIRD PARTY INFORMATION, EXPERTS’ REPORTS AND COMPETENT AUTHORITY APPROVAL|
|Item 1.1||Identify all persons responsible for the information or any parts of it, given in the securities note with, in the latter case, an indication of such parts. In the case of natural persons, including members of the issuer’s administrative, management or supervisory bodies, indicate the name and function of the person; in the case of legal persons indicate the name and registered office.||Category A|
A declaration by those responsible for the securities note that to the best of their knowledge, the information contained in the securities note is in accordance with the facts and that the securities note makes no omission likely to affect its import.
Where applicable, a declaration by those responsible for certain parts of the securities note that, to the best of their knowledge, the information contained in those parts of the securities note for which they are responsible is in accordance with the facts and that those parts of the securities note make no omission likely to affect their import.
Where a statement or report attributed to a person as an expert is included in the Securities Note, provide the following details for that person:
If the statement or report has been produced at the issuer’s request, state that such statement or report has been included in the securities note with the consent of the person who has authorised the contents of that part of the securities note for the purpose of the prospectus.
|Item 1.4||Where information has been sourced from a third party, provide a confirmation that this information has been accurately reproduced and that as far as the issuer is aware and is able to ascertain from information published by that third party, no facts have been omitted which would render the reproduced information inaccurate or misleading. In addition, identify the source(s) of the information.||Category C|
A statement that:
|SECTION 2||RISK FACTORS|
A description of the material risks that are specific to the securities being offered and/or admitted to trading, in a limited number of categories, in a section headed Risk Factors.
Risks to be disclosed shall include:
In each category the most material risks, in the assessment of the issuer, offeror or person asking for admission to trading on a regulated market, taking into account the negative impact on the issuer and the securities and the probability of their occurrence, shall be set out first. The risks shall be corroborated by the content of the securities note.
|SECTION 3||ESSENTIAL INFORMATION|
Interest of natural and legal persons involved in the issue/offer
A description of any interest, including a conflict of interest that is material to the issue/offer, detailing the persons involved and the nature of the interest.
|Item 3.2 (Retail only)||Reasons for the offer to the public or for the admission to trading if different from making profit and/or hedging certain risks. In case of an offer to the public, disclosure of the estimated total expenses of the issue/offer and the estimated net amount of the proceeds. These expenses and proceeds shall be broken into each principal intended use and presented in order of priority of such uses. If the issuer is aware that the anticipated proceeds will not be sufficient to fund all the proposed uses, then state the amount and sources of other funds needed.||Category C|
|Item 3.3 (Wholesale only)||Reasons for the issuance if different from making profit and/or hedging certain risks||Category C|
|SECTION 4||INFORMATION CONCERNING THE SECURITIES TO BE OFFERED/ADMITTED TO TRADING|
|Item 4.2||Currency of the securities issue.||Category C|
|Item 4.3||In the case of new issues, a statement of the resolutions, authorisations and approvals by virtue of which the securities have been or will be created and/or issued.||Category C|
|Item 4.4||A description of any restrictions on the transferability of the securities.||Category B|
|Item 4.5 (Retail only)|
A warning that the tax legislation of the investor’s Member State and of the issuer’s country of incorporation may have an impact on the income received from the securities.
Information on the taxation treatment of the securities where the proposed investment attracts a tax regime specific to that type of investment.
|Item 4.6||If different from the issuer, the identity and contact details of the offeror, of the securities and/or the person asking for admission to trading including the legal entity identifier (LEI) where the offeror has legal personality.||Category C|
|Item 4.7||The relative seniority of the securities in the issuer’s capital structure in the event of insolvency, including, where applicable, information on the level of subordination of the securities and the potential impact on the investment in the event of a resolution under Directive 2014/59/EU.||Category A|
|Item 4.8||A description of the rights attached to the securities, including any limitations of those rights.||Category B|
|Item 4.9||Category C|
|Where the rate is not fixed:|
|Item 4.10||Category C|
|Item 4.11||Category C|
|Item 4.15||Representation of debt securities holders including an identification of the organisation representing the investors and provisions applying to such representation. Indication of the website where the public may have free access to the contracts relating to these forms of representation.||Category B|
|Item 4.16||Where there is no offer, the issue date of the securities.||Category C|
|SECTION 5||TERMS AND CONDITIONS OF THE OFFER (RETAIL ONLY)|
|SECTION 6||ADMISSION TO TRADING AND DEALING ARRANGEMENTS|
|Item 6.1||An indication as to whether the securities offered are or will be the object of an application for admission to trading, with a view to their distribution in a regulated market, other equivalent third country markets or an SME Growth Market with an indication of the markets in question. This circumstance must be set out, without creating the impression that the admission to trading will necessarily be approved. If known, the earliest dates on which the securities will be admitted to trading.||Category B|
|Item 6.2 (Retail only)||All the regulated markets, equivalent third country markets or SME Growth Markets on which, to the knowledge of the issuer, securities of the same class of the securities to be offered or admitted to trading are already admitted to trading.||Category C|
|Item 6.3 (Retail only)||The issue price of the securities.||Category C|
|Item 6.4 (Wholesale only)||An estimate of the total expenses related to the admission to trading.||Category C|
|Item 6.5||Name and address of any paying agents and depositary agents in each country.||Category C|
|SECTION 7||ADDITIONAL INFORMATION|
|Item 7.1||If advisors connected with an issue are referred to in the securities note, a statement of the capacity in which the advisors have acted.||Category C|
|Item 7.2||An indication of other information in the securities note which has been audited or reviewed by statutory auditors and where auditors have produced a report. Reproduction of the report or, with permission of the competent authority, a summary of the report.||Category A|
|Item 7.3 (Retail only)||Credit ratings assigned to the securities at the request or with the cooperation of the issuer in the rating process. A brief explanation of the meaning of the ratings if this has previously been published by the rating provider.||Category C|
|Item 7.3.a (Retail only)||Where the summary is substituted in part with the information set out in points (c) to (i) of paragraph 3 of Article 8 of Regulation (EU) No 1286/2014, all such information must be disclosed to the extent it is not already disclosed elsewhere in the securities note.||Category C|
|Item 7.4 (Wholesale only)||An estimate of the total expenses related to the admission to trading.||Category C|
|Item 7.5 (Wholesale only)||Credit ratings assigned to the securities at the request or with the cooperation of the issuer in the rating process.||Category C|