The following pages contain information relating to the additional issuance by Voltalia of bonds convertible into and/or exchangeable for new or existing shares (the “New Bonds”) by means of an offer only to qualified investors (investisseurs qualifiés).
This website and the information contained herein are not intended for, and may not be accessed by, or be published, distributed or disseminated to, persons resident or physically present in the United States (as this term is defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”)), Canada, Japan or Australia, and do not constitute, and shall not be construed as, an offer to sell or a solicitation of an offer to subscribe or purchase, any New Bonds or other securities of Voltalia, directly or indirectly, in the United States, Canada, Japan or Australia or to, or for the account or benefit of any person in the United States, Canada, Japan or Australia, including any corporation or other entity organized under the laws of any of such jurisdictions. The New Bonds or other securities of Voltalia referred to on this website have not been and will not be registered under the U.S. Securities Act, and may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act. Voltalia does not intend to register securities or conduct a public offering in the United States.
All persons residing outside of France and all persons located outside of the United States, Canada, Japan and Australia who wish to access the documents contained on this website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this website, or require registration or approval for any acquisition of securities by them. No such registration or approval has been obtained. Voltalia assumes no responsibility if there is a violation of applicable law and regulations by any person.
No key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the New Bonds or otherwise making them available to retail investors in the European Economic Area (“EEA”) or in the United Kingdom (as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (“UK PRIIPs”)) has been prepared and therefore offering or selling the New Bonds or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation or in the United Kingdom under UK PRIIPs.
I therefore certify that:
(1) I am a French resident of and physically present in France; or
(2) I am a resident of and physically present or I represent an entity duly incorporated in a Member State of the European Economic Area (other than France) which is subject to the provisions of Regulation (EU) 2017/1129 of the European Parliament of the Council of June 14, 2017 (the “Prospectus Regulation”) or the United Kingdom, and I am either or the entity is either:
(a) a qualified investor as defined in the Prospectus Regulation; or
(b) otherwise authorized to access this information pursuant to applicable laws or regulations;
(c) if I am in or the entity I represent is incorporated in the United Kingdom, I am or it is a qualified investor (as defined in the Prospectus Regulation as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018) and I am or it is (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), (ii) a high net worth entity or other such person falling within Article 49(2)(a) to (d) of the Order (“high net worth companies”, “unincorporated associations”, etc.) or (iii) another person to whom an invitation or inducement to participate in investment activity (within the meaning of Section 21 of the Financial Services and Market Act 2000) may otherwise lawfully be communicated or caused to be communicated; and
(3) I am not physically present in the United States, Canada, Japan or Australia.
I have read and understood the foregoing, and hereby make the certifications above and agree to comply with all of the above restrictions: