AEG 21604 G Manual de usuario descargar pdf (Pagina 25)

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Delivery and Settlement: The delivery and settlement for the Public Offer will be made by

Close Brothers through the Paying Agent. The Paying Agent has

committed itself to transfer the Notes to the investors in the Public

Offer according to the allotment as soon as the Paying Agent has

received the Notes for further transfer from Close Brothers, pre-

sumably on 1 December 2010. The Paying Agent is obliged to

forward the received Issue Price - after deduction of costs and fees

- to Close Brothers who will pass the amounts on to the Issuer in

accordance with the Subscription Agreement concluded between

the Issuer and Close Brothers on 16 November 2010.

Any investor who has submitted a subscription offer for the Notes

via the Subscription Box may request at its respective depositary

bank the number of Notes allotted to him at the latest two days

after the end of the Offer Period.

Delivery and settlement for the Institutional Offer will be made by

Close Brothers on a delivery versus payment basis presumably on

1 December 2010 via book-entry through the Clearing System.

Result of the Offer: The result of the Public Offer and the Institutional Offer of the

Notes will be published on the website of the Issuer following the

end of the Offer Period, presumably on 29 November 2010.

Underwriting: According to a subscription agreement concluded on 16 Novem-

ber 2010 (the “Subscription Agreement”), the Issuer has agreed

to issue the Notes to Close Brothers and Close Brothers has

agreed, subject to certain conditions precedent, to subscribe the

Notes after the allotment to investors and to sell and transfer these

to investors who have given subscription offers in the course of

the Offer and to whom Notes have been allotted.

The Subscription Agreement provides that Close Brothers may,

under certain circumstances, rescind the Subscription Agreement.

These circumstances include in particular: any material adverse

change or probable material adverse change in the financial condi-

tion, results or operations or business of the Issuer; any material

adverse change in conditions on the capital markets, particularly

on the Frankfurt Stock Exchange. If the Subscription Agreement is

rescinded the Offer of the Notes will not take place or— if the

Offer has already begun at this point— it will be cancelled. Any

allotments already made to investors will be invalidated and inves-

tors will have no claim for delivery of the Notes. In this case Close

Brothers will not be obliged to deliver Notes to investors.

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AEG 21604 G Manual de usuario Pagina 25

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AEG 21604 G Manual de usuario Pagina 25

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