Advertising – This document is advertising for the purposes of the Prospectus Regulations. (as defined below)
This announcement is not intended for sale. Both directly and indirectly In or to the United States of America or other jurisdictions where such distribution is prohibited under applicable law.
Brussels (Belgium) 7 November 2023 – 08:30 (CET) Regulatory information
Today UCB SA/NV (UCB and Issuer) announced the launch of a public offer of notes with a maturity of 6 years in the amount of a minimum of 100 million euros and a maximum of 300 million euros ( noteThe Notes will be issued by public offer in Belgium and in the Grand Duchy of Luxembourg under UCB’s recently enhanced Euro Medium Term Note Scheme, with a subscription period starting from. 9 November 2023 at 9:00 AM (CET) to 13 November inclusive, November 2023 at 17:30 (CET) (subject to early cancellation) Belfius Bank (NL/FR), BNP Paribas Fortis (NL/ FR), ING Bank NV, Belgium Branch (NL/FR) and KBC Bank (NL/FR) will act as joint lead managers for the transaction ( managerAn application will be made for the Notes to be listed on Euronext Brussel and permitted to trade on Euronext Brussel’s regulated market from the date of issuance.
Key features of Notes are described below:
- Different commissions may apply to qualified investors as detailed in the final regulations.
Risk warning
Notes constitute unsecured and unsecured debt instruments. When applying, note The investor will lend money to the issuer of the note, which is responsible for paying interest and repaying the principal of the note on November 21, 2029, in the event of the issuer’s bankruptcy or default. Investors cannot reclaim the amount they are entitled to receive. and risk losing all or part of your investment
Investing in Notes involves certain risks and may not be a suitable investment for all investors. Each potential investor must carefully consider whether it is suitable for that investor to invest in the Notes based on his or her financial knowledge and experience. and should receive advice from experts if necessary. Those interested in investing should read the basic prospectus. As supplemented by Appendix N1 and the final specifications. (Each item as set out below) in its entirety and in particular Risk factors described under the heading Basic prospectus risk factors As supplemented by Appendix N1, before making any investment decision to fully understand the potential risks and rewards associated with the decision to invest in the Notes.
Apply for membership
The minimum subscription and denomination is EUR 1,000. The application period will run from 9 November 2023 at 9:00 AM (CET) until 13 November 2023 at 17:30 (CET), subject to early termination. This can happen as early as 9 November 2023 at 17:30 (CET) (i.e. the Minimum Sales Period). All subscriptions that Retail Investors duly introduced to the Manager before the end of the period. Minimum sales will be taken into account when allocating notes. Taking into account that in the case of oversubscription There may be a proportional reduction. Retail investors are therefore advised to subscribe to the Notes on the first day of the subscription period before 5:30 PM (CET).
To subscribe to Notes or receive more information Investors can contact Belfius Bank (New Zealand/France), BNP Paribas Fortis (New Zealand/France), ING Bank NV, Belgium Branch (New Zealand/France) and KBC Bank (New Zealand/France).
expenses
A commission of 1.875% is charged to all retail investors. (which is included in the offering price of the Notes) The Manager will provide financial services related to the Notes free of charge. Investors must inform themselves about charges that their financial institution may impose.
Basic Prospectus, Appendix N1 and Final Terms
The basic prospectus has been approved by the Belgian Financial Services and Markets Authority (SSSS) as the competent authority under Regulation (EU) 2017/1129 (as amended Prospectus regulations) on October 17, 2023 (at base prospectus). Supplementary document n1 to the base prospectus was approved by FSMA on October 24, 2023 ( Supplement N1). FSMA approves only the base prospectus and Appendix N1 as meeting the standards of completeness, understandability and consistency as required by the Prospectus Regulations. Approval by FSMA should not be considered an endorsement of UCB or the quality of the Notes. Investors should make their own assessment of the suitability of investing in the Notes. Potential investors should read the basic prospectus. It is supplemented by Appendix N1 and all final requirements. Before deciding to invest This is especially true in the risk factor section of the basic prospectus. To understand the risks that may occur and Rewards related to the decision to invest in the Notes
Approval of the base prospectus and Appendix N1 has been notified by FSMA to Commission Surveillance du Secteur Financier As the competent authority for the purposes of the regulations concerning the public offering of the Notes in the Grand Duchy of Luxembourg
Basic Prospectus, Appendix N1 and Final Provisions Related to the Notes (the final condition), which includes topical summaries in English, Dutch and French, can be found on its website. UCB and on the website of Belfius Bank (New Zealand/France), BNP Paribas Fortis (New Zealand/France), ING Bank NV, Belgium Branch (New Zealand/France) and KBC Bank (New Zealand/France).
appeal
If you have a complaint You can do this at:
Your local Belfius branch Your financial advisor or via email at complaints@belfius.be
If you are not satisfied with the answer, You can contact Belfius Bank NV-SA, Negotiation (No. 7913), Karel Rogierplein 11, 1210 Brussel or by email at allowance@belfius.be
BNP Paribas Fortis Complaints Department, Warandeberg 3, 1000 Brussel or by email at gestiondesplaintes@bnpparibasfortis.com
ING Customer Service Sint-Michielswarande 60, 1040 Brussels or by email. klachten@ing.be
You can contact your local KBC bank branch.
If you believe that your suggestion or complaint cannot be resolved.
KBC Bank branch or if you are not satisfied with the proposed solution, please contact KBC Complaint Management, Brusselesteenweg 100, 3000 Leuven at telephone number 0800 62 084 or by email at klachten@kbc.be
If you don’t find a solution immediately after contacting the above mentioned services. You can contact the Ombudsman for Financial Conflicts, North Gate II, Koning Albert II-laan 8, Box 2, 1000 Brussels, at telephone number 02 545 77 70 or by email at ombudsman@ombudsfin.be
Disclaimer
This announcement is not intended for sale. Both directly and indirectly In or to the United States of America or other jurisdictions where such distribution is prohibited under applicable law.
This announcement does not constitute an offer to sell or subscribe for securities. or an invitation to offer to buy securities or subscribe for securities and you may not sell or subscribe for securities in any jurisdiction where an offer, invitation, sale or subscription would be unlawful without prior subscription or qualification in accordance with the financial laws of such jurisdiction. or the purchase of securities is subject to legal or special regulatory restrictions in certain jurisdictions, UCB will not be liable for any violation of such restrictions by any person.
The securities referred to in this document may not be offered to the public in the United States. The securities referred to herein have not been registered under the United States Securities Act of 1933 and will not be registered under the United States Securities Act of 1933, as amended ( Securities Act) or the securities laws of any state. or any jurisdiction in the united states and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons. except as exempted from the registration requirements of Securities Act Terms used in this paragraph have the meanings given to them by Regulation S under the Securities Act. The securities referred to in this document have not been approved or have not been approved by the SEC, other state securities commissions or other regulatory agencies of the United States. and these agencies have not assessed the adequacy of this proposed offering. or the adequacy or accuracy of this document. Any representation to the contrary is a criminal offense in the United States.
This document is not an offering document or prospectus relating to any offering of securities by UCB. Investors must not accept any offering of securities. referred to in this document or acquired such securities unless done according to the information contained in the basic prospectus. As supplemented by Appendix N1 and the final specifications. This document is an advertisement for the purposes of the Prospectus Regulations.
If you have questions about this release or would like additional information, please contact UCB:
Investor Relations
Ange Witte
Call +32 2 559 94 14
antje.witte@ucb.com
Julian Bayet
Call +32 2 559 95 80
julien.bayet@ucb.com
corporate communications
Laurent Scott
T+32 2 559 92 64
laurent.schots@ucb.com
About UCB
UCB, Brussels, Belgium (www.ucb.com) is a global biopharmaceutical company focused on discovering and developing innovative medicines and solutions to transform the lives of people with serious diseases of the immune system or nervous system. central With approximately 8,700 employees in approximately 40 countries, the company generated revenues of 5.5 billion in 2022. UCB is listed on Euronext Brussel (ticker: UCB). Follow us on Twitter: @UCB_news.
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