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Disclaimer – Senior Notes Offering

Restrictions

Neither Intertrust N.V. nor any of its direct or indirect subsidiaries (together, the “Group”) accept any liability for the contents of this website (the “Content”). The Content is for general information purposes only and may include forward-looking statements. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms “believes, ‟estimates”, ‟anticipates”, “expects, ‟intends”, ‟may”, ‟will” or “should” or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts and include statements regarding the Group’s intentions, beliefs or current expectations concerning, among other things, the Group’s results of operations, financial condition, liquidity, prospects, growth, strategies and the industries in which it operates. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Readers are cautioned that forward-looking statements are not guarantees of future performance and that the Group’s actual results of operations, financial condition and liquidity, and the development of the industries in which it operates may differ materially from those made in or suggested by such forward-looking statements.

The Content is not intended for, and may not be accessed by, or distributed or disseminated to, persons resident or physically present in the United States of America (including its territories, the “United States”), Canada, Japan or Australia, and do not constitute an offer to sell or the solicitation of an offer to purchase or acquire, any securities of the Group in the United States, Canada, Japan or Australia. Any securities of the Group referred to in the Content have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and are offered only to investors who are either (1) qualified institutional buyers (“QIBs”) within the meaning of Rule 144A under the U.S. Securities Act, or (2) outside the United States within the meaning of Regulation S under the U.S. Securities Act (and if investors are resident in a member state of the European Economic Area (“EEA”) a qualified investor within the meaning of Article 2(1)(E) of the Directive 2003/71/EC (as amended, the “Prospectus Directive”), and any relevant implementing measure in each member state of the EEA).

The Content is directed solely at persons who (i) fall within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”)), (ii) are persons falling within Article 49(2)(a) to (d) (such as certain high net worth companies and unincorporated associations) of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv) are persons to whom an invitation or inducement to engage in investment activity within the meaning of section 21 of the Financial Services and Markets Act 2000 (the “FSMA”) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). The Content is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which the Content relates is available only to relevant persons and will be engaged in only with relevant persons.

I therefore certify that:

  • I am not a resident of or physically present in the United States, Canada, Japan or Australia, or if I am resident or physically present in the United States that I am a QIB; AND
  • I am not resident or physically present in a member state of the EEA having implemented the Prospectus Directive, or else I am a qualified investor acting for my own account; AND
  • I am not resident or physically present in the United Kingdom, or else I am a relevant person; AND
  • I am resident and physically present outside each of the jurisdictions referred to in clauses (1) through (3) and I am authorized to access the Content without being subject to any legal restriction and without any further action required by the Group.

I have read and understood the foregoing, and hereby make the certifications above and agree to comply with all of the above restrictions.

 I have read and understood the foregoing, and hereby make the certifications above and agree to comply with all of the above restrictions.

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