(Información remitida por la empresa firmante)
This announcement is released by INEOS Quattro Finance 2 Plc and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of MAR, encompassing information relating to the Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055 (including as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 (as amended), this announcement is made by Dirk Arhelger, Head of Investor Relations at INEOS Quattro Finance 2 Plc. Questions and requests for assistance in connection with the Offer may be directed to Goldman Sachs Bank Europe SE, ING Bank N.V., London Branch or Santander US Capital Markets LLC:
Goldman Sachs Bank Europe SE
Marienturm
Taunusanlage 9-10
-D-60329 Frankfurt am Main
Germany
Attention: Liability Management Group
Telephone: +44 20 7774 4836
Email: liabilitymanagement.eu@gs.com
ING Bank N.V., London Branch
-8-10 Moorgate
London EC2R 6DA
United Kingdom
Telephone: +44 20 7767 6784
Email: liability.management@ing.com
Attention: Liability Management Group
Santander US Capital Markets LLC
437 Madison Avenue
New York, NY 10022
Call Collect: (212) 350-0660
Toll Free: (855) 404-3636
Attn: Liability Management
Email: AmericasLM@santander.us
NOTICE AND DISCLAIMER
Whether or not the purchase of any Securities pursuant to the Offer is completed, the Offeror, IQHL or any of their respective subsidiaries or affiliates may, to the extent permitted by applicable law, acquire Securities other than pursuant to the Offer, including through open market purchases, privately negotiated transactions, tender offers, exchange offers, redemptions or otherwise. Such purchases may be on such terms and at such prices as the Offeror or, if applicable, IQHL or any of their respective subsidiaries or affiliates may determine, which may be more or less than the prices to be paid pursuant to the Offer and could be for cash or other consideration or otherwise on terms more or less favorable than those contemplated by the Offer. Any future purchases of Securities by the Offeror or any of its affiliates will depend on various factors existing at the relevant time. There can be no assurance that the Offeror or any of its affiliates will pursue any such future offers to purchase or as to the structure or terms (or combinations thereof) of any such future offers to purchase. To the extent that less than all of the Securities are tendered and accepted for purchase pursuant to the Offer, the Offeror intends to give a notice of optional redemption with respect to such Securities to redeem the Securities that remain outstanding after completion of the Offer in full at par on January 15, 2025 in accordance with their terms.
This announcement must be read in conjunction with the Offer to Purchase. This announcement and the Offer to Purchase contain important information which must be read carefully before any decision is made with respect to the Offer. If any Holder is in any doubt as to the action it should take or is unsure of the impact of the Offer, it is recommended to seek its own financial, legal or tax advice, including as to any tax consequences, from its stockbroker, bank manager, attorney, accountant or other independent financial, legal or tax adviser. Any individual or company whose Securities 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 tender Securities in the Offer (or to validly withdraw any such tender). None of the Dealer Managers, the Tender & Information Agent, the Offeror, IQHL, nor any director, officer, employee, agent or affiliate of, any such person makes any recommendation whether Holders should tender Securities in the Offer.
Information Regarding Forward-Looking Statements
This announcement contains both historical and forward-looking statements. These forward-looking statements are not historical facts, but only predictions and generally can be identified by use of statements that include phrases such as «will,» «may,» «should,» «could,» «continue,» «anticipate,» «believe,» «expect,» «plan,» «probability,» «appear,» «project,» «estimate,» «intend,» «risk,» «target,» «goal,» «endeavor,» «outlook,» «optimistic,» «prospects» or other words or phrases of similar import. Similarly, statements that describe our objectives, plans or goals also are forward-looking statements. All statements that address the Offeror’s or IQHL’s future operating performance or events or developments that they expect or anticipate will occur in the future are forward-looking statements.
These forward-looking statements are based on the Offeror’s or IQHL’s then current plans, estimates and projections and are subject to risks and uncertainties that could cause actual results to differ materially from those currently anticipated. Factors that could materially affect these forward-looking statements can be found in the Offer to Purchase under the heading «Risk Factors.» Holders are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements included in this announcement are made only as of the date of this announcement, and the Offeror undertakes no obligation to update publicly these forward-looking statements to reflect new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events might or might not occur. The Offeror cannot assure you that projected results or events will be achieved.
OFFER AND DISTRIBUTION RESTRICTIONS
This announcement and the Offer to Purchase do not constitute an offer or an invitation to participate in the Offer in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such offer or invitation or for there to be such participation under applicable laws. The distribution of this announcement and the Offer to Purchase in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Offer to Purchase comes are required by the Offeror, the Dealer Managers and the Tender & Information Agent to inform themselves about and to observe any such restrictions.
United Kingdom
The Offer to Purchase and any other documents or materials relating to the Offer are only addressed to Holders where they would (if they were clients of the Offeror) be per se professional clients or per se eligible counterparties of the Offeror within the meaning of the rules of the Financial Conduct Authority (FCA). Neither the Offer to Purchase nor any other documents or materials are addressed to or directed at any persons who would be retail clients within the meaning of the FCA rules and any such persons should not act or rely on them. Recipients of the Offer to Purchase and any other documents or materials relating to the Offer should note that the Offeror is acting on its own account in relation to the Offer and will not be responsible to any other person for providing the protections which would be afforded to clients of the Offeror or for providing advice in relation to the Offer.
(CONTINUA)
