Important Notice
NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
IMPORTANT: The following disclaimer applies to the attached consent solicitation memorandum (the “Memorandum”) and you are therefore required to read this disclaimer carefully before accessing, reading or making any other use of the Memorandum. By accessing the Memorandum, you agree (in addition to giving the representations below) to be bound by the following terms and conditions, including any modifications to them from time to time, each time you receive any information from Red Star Macalline Group Corporation Ltd. (the “Company”) or Morrow Sodali Limited (the “Information and Tabulation Agent”) as a result of such access. Capitalised terms used but not otherwise defined in this disclaimer shall have the meaning given to them in the Memorandum.
You are reminded that the Memorandum has been sent to you on the basis that you are a person into whose possession the Memorandum may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located or resident and you may not, nor are you authorised to, deliver, distribute, forward or reproduce the Memorandum to any other person. Any delivery, distribution, forwarding or reproduction of this document in whole or in parts is unauthorised. Failure to comply with this directive may result in a violation of applicable laws.
Confirmation of your representation: In order to view the attached Memorandum or participate in the Consent Solicitation (as defined herein), you must be able to participate lawfully in the invitations by the Company to Bondholders (as defined herein) to approve certain amendments to the terms and conditions of the Bonds (as defined herein) (the “Consent Solicitation”), each on the terms and subject to the conditions set out in the Memorandum. The Memorandum was made available to you at your request and by accessing, reading or making any other use of the Memorandum you shall have represented to the Company and the Information and Tabulation Agent that:
(a) you are a holder or a beneficial owner or a custodian or an intermediary acting on behalf of the holder or beneficial owner of the U.S.$249,700,000 5.20 per cent. credit enhanced Bonds due 2025 issued by the Company (ISIN: XS2516930489, Common Code: 251693048) (the “Bonds”);
(b) you are a person to whom it is lawful to send the Memorandum under all applicable laws;
(c) you consent to delivery of the Memorandum to you by electronic transmission;
(d) you shall not distribute or forward the Memorandum to third parties or otherwise make the Memorandum publicly available; and
(e) you have understood and agreed to the terms set forth in this disclaimer.
If you have recently sold or otherwise transferred all or any of your holding(s) of the Bonds referred to below, you should contact the Information and Tabulation Agent.
The Memorandum has been sent to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission and consequently none of the Company, the Information and Tabulation Agent or any person who controls, or is a director, officer, employee, agent or affiliate of, any such person accepts any liability or responsibility whatsoever in respect of any change or alteration arising during the process of transmission.
The distribution of the Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession the Memorandum comes are required by the Company and the Information and Tabulation Agent to inform themselves about, and to observe, such restrictions.
NEITHER THE MEMORANDUM NOR ANY RELATED DOCUMENT HAS BEEN FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, NOR HAS ANY SUCH DOCUMENT BEEN FILED WITH OR REVIEWED BY ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY OF ANY COUNTRY.
You are responsible for protecting against viruses and other destructive items. Your use of this electronic communication is at your own risk. It is your responsibility to take precautions to ensure that this electronic communication is free from viruses and other items of a destructive nature.