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part, in certain jurisdictions.
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The information contained in this website does not constitute an offer of, or the solicitation of an offer to buy or subscribe for, any securities of the Company in the United States or to any person in any other jurisdiction to whom or in which such offer or solicitation is unlawful and, in particular, is not for distribution in the United States.
The offer and sale of any securities referred to in the information that follows has not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or under the applicable securities laws of any state or other jurisdiction of the United States. Subject to certain exceptions, the securities will not be offered in the United States and may not be offered or sold in the United States unless registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, such registration requirement. No public offering of securities of the Company is being made in the United States. The Securities offered and sold outside the United States are being offered in reliance on Regulation S of the Securities Act.
The information included in this section is restricted due to applicable securities laws in your country of residence. The information in this section of the website is, therefore, not available to persons located in your country of residence.
THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
The offer and sale of any securities referred to in the information that follows has not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or under the applicable securities laws of any state or other jurisdiction of the United States. Subject to certain exceptions, the securities will not be offered in the United States and may not be offered or sold in the United States unless registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, such registration requirement. No public offering of securities of the Company is being made in the United States. The Securities offered and sold outside the United States are being offered in reliance on Regulation S of the Securities Act.
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On 28 May 2009 the Board of Eurocastle Investment Limited announced an offering of perpetual convertible debt securities convertible into its ordinary shares to raise €130 million.
Further details are set out in the Convertible Securities Information Memorandum, which has been sent to Qualifying Shareholders and which is also available on this page.
Information about the application process and timetable are contained in the Information Memorandum. An application form also appears on this page. Under the current timetable, application forms and related subscription monies are expected from Qualifying Shareholders by 25 June 2009.
Capitalised terms below shall bear the meanings attributed to them in the Information Memorandum issued by Eurocastle Investment Limited dated 28 May 2009.
Under the terms and conditions of all convertible securities in issue by Eurocastle Investment Limited, the first date on which Eurocastle may accept Conversion Notices falls on 29 December 2009. The first Conversion Date, being the next following business day, shall therefore be 30 December 2009. The Issuer has up to 10 TARGET business days after this date to deliver shares resulting from a conversion. The latest Eurocastle can deliver such shares, assuming a Conversion Notice was duly filed (along with the relevant Convertible Security) prior to 5 pm on 29 December 2009, is 14 January 2010.
Securityholders should be aware that under the terms and conditions of the convertible securities, no accrued interest is due until at least the first Payment Date, being 30 June 2010. As a result, any conversions prior to this date shall not benefit from any compensation for accrued interest.
Securityholders should note that where partial conversions are being requested, the minimum denomination of EUR 50,000 must be maintained for the principal amount of Convertible Securities remaining unconverted.
For further and fuller information on the convertible securities and their conversion, securityholders are requested to consult the terms and conditions of their convertible securities which shall prevail over any other information about Eurocastle’s convertible securities howsoever communicated.
THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
Access to this presentation is restricted to Eligible Counterparties and Professional Clients (as defined within the rules of the Financial Services Authority). By clicking “I AGREE” below, you represent the following:
that you are an “Eligible Counterparty” or a “Professional Client”; and
you have the requisite experience, knowledge and sophistication to evaluate the merits of the investment in the securities being offered by Eurocastle Investment Limited; and
you are aware of and are permitted by the applicable laws and regulations to evaluate and make this investment without intermediation or involvement by an entity approved under applicable law and regulations
