HSBC Continental Europe: Pre Stabilisation Notice

Werfen, S.A.

Pre Stabilisation Notice

PARIS, April 25, 2024 (GLOBE NEWSWIRE) -- HSBC (contact: syndexecution@noexternalmail.hsbc.com) hereby gives notice, as Stabilisation Coordinator, that the Stabilisation Manager(s) named below may stabilise the offer of the following securities

The securities:
Issuer:	Werfen, S.A.
Guarantor (if any):	na
Aggregate nominal amount:	EUR 500,000,000
Description:	Fixed rate due 3rd May 2030
Offer price:	TBC
Other offer terms:
Stabilisation:
Stabilising Manager(s):	HSBC Continental Europe, BBVA, BNP Paribas, CaixaBank, Citigroup, Deutsche Bank, JP Morgan
Stabilisation period expected to start on:	25th April 2024
Stabilisation period expected to end no later than:	31st May 2024
Existence, maximum size & conditions of use of over-allotment facility[1]:	5% of the aggregate nominal amount
Stabilisation Venue(s)	Over the counter (OTC)

In connection with the offer of the above securities, the Stabilisation Manager(s) may over-allot the securities or effect transactions with a view to supporting the market price of the securities at a level higher than that which might otherwise prevail. However, there is no assurance that the Stabilisation Manager(s) will take any stabilisation action and any stabilisation action, if begun, may be ended at any time. Any stabilisation action or over-allotment shall be conducted in accordance with all applicable laws and rules.
This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.

In addition, if and to the extent that this announcement is communicated in, or the offer of the securities to which it relates is made in, any EEA Member State before the publication of a prospectus in relation to the securities which has been approved by the competent authority in that Member State in accordance with the Regulation (EU) 2017/1129 (the "Prospectus Regulation") (or which has been approved by a competent authority in another Member State and notified to the competent authority in that Member State in accordance with the Prospectus Regulation), this announcement and the offer are only addressed to and directed at persons in that Member State who are qualified investors within the meaning of the Prospectus Regulation (or who are other persons to whom the offer may lawfully be addressed) and must not be acted on or relied on by other persons in that Member State.

This announcement and the offer of the securities to which it relates are only addressed to and directed at persons outside the United Kingdom and persons in the United Kingdom who have professional experience in matters related to investments or who are high net worth persons within article 12(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and must not be acted on or relied on by other persons in the United Kingdom.

This announcement is not an offer of securities for sale into the United States. The securities have not been, and will not be, registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration. There will be no public offer of securities in the United States.

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^[1] Please note that the existence and the maximum size of any greenshoe option, the exercise period of the greenshoe option and any conditions for exercise of the greenshoe option must also be disclosed, if such option exists. In addition, the exercise of the greenshoe option must be disclosed to the public promptly, together with all appropriate details, including in particular the date of exercise and the number and nature of securities involved 

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