The Royal Masonic Benevolent Institution Care Company 6.25% Sustainable Bonds due 2029
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THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, INTO OR WITHIN THE UNITED STATES, AUSTRALIA, CANADA, THE EEA, JAPAN, SOUTH AFRICA, OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THE MATERIALS CONTAINED HEREIN.
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The information to which this gatepost gives access (the “Materials”) is intended exclusively for persons who are residents of the United Kingdom or (subject as set out below) residents of Jersey, the Bailiwick of Guernsey or the Isle of Man but not residents of the United States or persons who are physically located in the United States. The Materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities in the United States or in any other jurisdiction in which such an offer or solicitation would be unlawful and nothing contained herein shall form the basis of any contract or commitment whatsoever. The Materials (other than the prospectus dated 30 January 2022 (the “Prospectus”)), have not been approved by the UK Financial Conduct Authority and neither the Materials nor the Prospectus have been approved by the regulatory authorities in the Isle of Man, the Bailiwick of Guernsey, Jersey, any jurisdiction in the EEA or any other jurisdiction.
The securities referred to herein and on the pages that follow have not been and will not be registered under the U.S. Securities Act of 1933, as amended, (the “Securities Act”), or with any securities regulatory authority of any State or other jurisdiction of the United States, and may not be offered, sold, resold, pledged, delivered, distributed or transferred, directly or indirectly, into or within the United States or to or for the account or benefit of U.S. persons (as defined in Regulation S of the Securities Act). The securities referred to herein are being offered and sold outside the United States in offshore transactions, as defined in, and in reliance on, Regulation S under the Securities Act.
There will be no public offer of the securities referred to herein and on the pages that follow in the United States, Australia, Canada, the EEA, Japan, South Africa or any other jurisdiction where it is unlawful to offer the securities. The securities referred to herein and on the pages that follow may not be offered, sold, resold, pledged, delivered, distributed or transferred, directly or indirectly, in Australia, Canada, the EEA, Japan, South Africa or any other jurisdiction where it is unlawful to do so or to any resident or citizen of Australia, Canada, the EEA, Japan, South Africa or any other jurisdiction where it is unlawful to do so.
The offer and sale of the securities referred to herein and on the pages that follow have not been and will not be registered under the applicable securities laws of Australia, Canada, the EEA, Japan or South Africa. Potential users of this information are requested to inform themselves about and to observe any such restrictions. The securities may only be sold in Jersey in compliance with the provisions of the Control of Borrowing (Jersey) Order 1958 (the “COBO Order”) by a person or persons authorised to conduct the appropriate category of financial services business under the Financial Services (Jersey) Law 1998 (as amended). The securities may only be promoted or sold in or from within the Bailiwick of Guernsey in compliance with the provisions of The Protection of Investors (Bailiwick of Guernsey) Law, 2020, as amended. The securities may only be marketed, offered or sold in, or to persons resident in the Isle of Man in accordance with the licensing requirements of the Isle of Man Financial Services Act 2008 as amended and the Regulated Activities Order 2011 (as amended) or any exemption therefrom.
No reliance may be placed for any purposes whatsoever on the information contained in the Materials, other than in respect of the Prospectus, or on their accuracy or completeness. The contents of the Materials, other than the Prospectus, have not been verified by RCB Bonds plc (the “Issuer”) and none of the Materials have been verified by any other person. The information in the Materials is subject to completion and change. Any potential investor should determine for itself the relevance of the information contained in the Materials and any investment in the securities should be based upon such investigation as it deems necessary. Neither the Issuer nor its advisers and/or agents provide legal, tax, accounting or investment advice in relation to the securities and they are not responsible for any advice you may receive from any third party. You should seek independent advice if you are in any doubt as to the suitability of an investment in the securities for your circumstances.
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