LONDON--( / ) August 02, 2019 -- NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933) OR IN OR INTO JAPAN, THE PEOPLE’S REPUBLIC OF CHINA, SWITZERLAND OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW.
JPMorgan Chase Bank, N.A. (the “Issuer”) today announces the placement of cash-settled exchangeable bonds due 2022 (the “Bonds”) in aggregate principal amount of USD 400 million. The Bonds are referable to ordinary shares (the “Shares”) of Tencent Holdings Limited (the “Company”). Exchange rights in respect of the Bonds will be cash-settled only.
The Bonds will be issued in principal amounts of USD 200,000 and integral multiples of USD 100,000 in excess thereof and will not bear interest. The Bonds will be issued with an issue price of 105.25% and will redeem at par on 7 August 2022.
The initial exchange price (the “Initial Exchange Price”) will be set at a 25.0% premium to the reference share price (the “Share Reference Price”) that will be equal to the volume-weighted average price of a Share on the Hong Kong Stock Exchange on 2 August 2019, subject as provided in the terms and conditions of the Bonds. The Share Reference Price and the Initial Exchange Price are expected to be announced on 2 August 2019 at the end of the Share Reference Date.
Settlement and delivery of the Bonds is expected to take place on 7 August 2019 (the “Issue Date”).
The net proceeds from the issuance of the Bonds will be used by the Issuer for its general corporate purposes (including hedging arrangements).
Application will be made for the Bonds to be admitted to trading on the Open Market (Freiverkehr) segment of the Frankfurt Stock Exchange and such admission to trading is expected to be within 30 calendar days from the Issue Date.
The Bonds are expected to be rated “Aa2” by Moody’s Investors Service, Inc. (“Moody’s”). Such rating of the Bonds does not constitute a recommendation to buy, sell or hold the Bonds and may be subject to revision, qualification, suspension, reduction or withdrawal at any time by the assigning rating agency. Such rating should be evaluated independently of any other rating of the other securities of the Issuer or the Company.
J.P. Morgan Securities plc acted as Sole Bookrunner and will be acting as Calculation Agent.
The Issuer intends to enter into certain derivatives arrangements with the Sole Bookrunner to hedge the exposure to pay cash amounts upon any potential exercise of the exchange rights embedded in the Bonds and/or upon redemption. The Sole Bookrunner is party to certain existing derivative arrangements in relation to the Shares and may enter into further transactions to hedge its position, or adjust its hedging position under such arrangements, including transactions to be conducted during the reference period regarding the determination of the Share Reference Price and other averaging and valuation periods in relation to the Bonds. Such activity may impact the Share Reference Price, the price or value of the Shares and the Bonds more generally, including without limitation during such averaging or valuation periods.
About JPMorgan Chase
JPMorgan Chase & Co. (NYSE: JPM) is a leading global financial services firm with assets of $2.7 trillion and operations worldwide. JPMorgan Chase & Co. is a leader in investment banking, financial services for consumers and small businesses, commercial banking, financial transaction processing, and asset management. A component of the Dow Jones Industrial Average, JPMorgan Chase & Co. serves millions of customers in the United States and many of the world's most prominent corporate, institutional and government clients under its J.P. Morgan and Chase brands. Information about JPMorgan Chase & Co. is available at
NO ACTION HAS BEEN TAKEN BY THE ISSUER, THE SOLE BOOKRUNNER OR ANY OF THEIR RESPECTIVE AFFILIATES THAT WOULD PERMIT AN OFFERING OF THE BONDS OR POSSESSION OR DISTRIBUTION OF THIS PRESS RELEASE OR ANY OFFERING OR PUBLICITY MATERIAL RELATING TO THE BONDS IN ANY JURISDICTION WHERE ACTION FOR THAT PURPOSE IS REQUIRED. PERSONS INTO WHOSE POSSESSION THIS PRESS RELEASE COMES ARE REQUIRED BY THE ISSUER AND THE SOLE BOOKRUNNER TO INFORM THEMSELVES ABOUT, AND TO OBSERVE, ANY SUCH RESTRICTIONS.
A CREDIT RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE SUBJECT TO REVISION, QUALIFICATION, SUSPENSION, REDUCTION OR WITHDRAWAL AT ANY TIME BY THE ASSIGNING RATING AGENCY. THE BONDS ARE EXPECTED TO BE RATED BY MOODY’S AND THERE IS NO ASSURANCE THAT A RATING WILL BE GIVEN OR THAT THE BONDS WILL BE RATED AT ANY TIME. IN ADDITION, CREDIT RATING AGENCIES MAY CHANGE THEIR METHODOLOGY FOR ASSIGNING RATINGS AT ANY TIME. PROSPECTIVE INVESTORS SHOULD EVALUATE ANY RATING OF THE BONDS INDEPENDENTLY OF ANY OTHER RATING OF OTHER SECURITIES OF THE ISSUER OR THE COMPANY OR ANY RATING OF THE ISSUER OR THE COMPANY.
THIS PRESS RELEASE IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S). ANY TERM SHEET PRODUCED IN CONNECTION WITH THE BONDS SHALL NOT BE AN OFFER TO SELL SECURITIES OR THE SOLICITATION OF ANY OFFER TO BUY SECURITIES, NOR SHALL THERE BE ANY OFFER OF SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER OR SALE WOULD BE UNLAWFUL.
THE BONDS DESCRIBED IN THIS PRESS RELEASE ARE NOT REQUIRED TO 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. IN ADDITION, THE BONDS HAVE NOT BEEN REGISTERED UNDER THE REGULATIONS OF THE U.S. COMPTROLLER OF THE CURRENCY (“COMPTROLLER'S REGULATIONS”) RELATING TO SECURITIES OFFERINGS BY NATIONAL BANKS (12 C.F.R. PART 16). THE BONDS MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, SUCH REGISTRATION.
THE BONDS, WHEN OFFERED, WILL BE OFFERED AND SOLD OUTSIDE THE UNITED STATES IN COMPLIANCE WITH REGULATION S, AS SUCH REGULATION IS INCORPORATED INTO THE COMPTROLLER’S REGULATIONS BY 12 C.F.R. SECTION 16.5(G). THE BONDS MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (I) AS PART OF THEIR DISTRIBUTION AT ANY TIME OR (II) UNTIL 40 DAYS AFTER COMPLETION OF THE DISTRIBUTION OF BONDS, EXCEPT IN EITHER CASE IN ACCORDANCE WITH REGULATION S UNDER THE SECURITIES ACT, AS SUCH REGULATION IS INCORPORATED INTO THE COMPTROLLER'S REGULATIONS BY 12 C.F.R. SECTION 16.5(G). TERMS USED ABOVE HAVE THE MEANINGS GIVEN TO THEM BY REGULATION S.
THIS PRESS RELEASE AND THE OFFERING WHEN MADE ARE ONLY ADDRESSED TO, AND DIRECTED IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA (THE “EEA”), AT PERSONS WHO ARE “QUALIFIED INVESTORS” WITHIN THE MEANING OF THE PROSPECTUS REGULATION (“QUALIFIED INVESTORS”). FOR THESE PURPOSES, THE EXPRESSION “PROSPECTUS REGULATION” MEANS REGULATION (EU) 2017/1129.
THE BONDS WILL NOT AND MAY NOT BE OFFERED OR SOLD IN HONG KONG, BY MEANS OF ANY DOCUMENT, OTHER THAN (A) TO “PROFESSIONAL INVESTORS” AS DEFINED IN THE SECURITIES AND FUTURES ORDINANCE (CHAPTER 571 OF THE LAWS OF HONG KONG) (THE “SFO”) AND ANY RULES MADE UNDER THE SFO; OR (B) IN OTHER CIRCUMSTANCES WHICH DO NOT RESULT IN ANY DOCUMENT BEING A “PROSPECTUS” AS DEFINED IN THE COMPANIES (WINDING UP AND MISCELLANEOUS PROVISIONS) ORDINANCE (CHAPTER 32 OF THE LAWS OF HONG KONG) (THE “C(WUMP)O”) OR WHICH DO NOT CONSTITUTE AN OFFER TO THE PUBLIC WITHIN THE MEANING OF THE C(WUMP)O. ANY TERM SHEET PRODUCED IN CONNECTION WITH THE BONDS SHALL NOT CONSTITUTE AN ADVERTISEMENT, INVITATION OR DOCUMENT RELATING TO THE BONDS WHICH IS DIRECTED AT, AND THE CONTENTS OF WHICH ARE NOT INTENDED TO BE ACCESSED OR READ BY, THE PUBLIC IN HONG KONG (EXCEPT IF PERMITTED TO DO SO UNDER THE SECURITIES LAWS OF HONG KONG) OTHER THAN WITH RESPECT TO THE BONDS WHICH ARE OR ARE INTENDED TO BE DISPOSED OF ONLY TO PERSONS OUTSIDE HONG KONG OR ONLY TO “PROFESSIONAL INVESTORS” AS DEFINED IN THE SFO AND ANY RULES MADE UNDER THE SFO.
THE BONDS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE FINANCIAL INSTRUMENTS AND EXCHANGE ACT OF JAPAN (ACT NO. 25 OF 1948, AS AMENDED, THE “FINANCIAL INSTRUMENTS AND EXCHANGE ACT”). ACCORDINGLY, THE BONDS MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN JAPAN OR TO, OR FOR THE BENEFIT OF, ANY RESIDENT OF JAPAN (WHICH TERM AS USED HEREIN MEANS ANY PERSON RESIDENT IN JAPAN, INCLUDING ANY CORPORATION OR OTHER ENTITY ORGANISED UNDER THE LAWS OF JAPAN) OR TO OTHERS FOR RE-OFFERING OR RE-SALE, DIRECTLY OR INDIRECTLY, IN JAPAN OR TO, OR FOR THE BENEFIT OF, ANY RESIDENT OF JAPAN EXCEPT PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF, AND OTHERWISE IN COMPLIANCE WITH, THE FINANCIAL INSTRUMENTS AND EXCHANGE ACT AND OTHER RELEVANT LAWS AND REGULATIONS OF JAPAN.
NO OFFERING OR OTHER DOCUMENT HAS BEEN REGISTERED AS A PROSPECTUS WITH THE MONETARY AUTHORITY OF SINGAPORE. ACCORDINGLY, NO DOCUMENT OR MATERIAL IN CONNECTION WITH THE OFFER OR SALE, OR INVITATION FOR SUBSCRIPTION OR PURCHASE, OF THE BONDS MAY BE CIRCULATED OR DISTRIBUTED, NOR MAY THE BONDS BE OFFERED OR SOLD, OR CAUSED TO BE MADE SUBJECT OF AN INVITATION FOR SUBSCRIPTION OR PURCHASE, WHETHER DIRECTLY OR INDIRECTLY, TO PERSONS IN SINGAPORE OTHER THAN (I) TO AN INSTITUTIONAL INVESTOR (AS DEFINED IN SECTION 4A OF THE SECURITIES AND FUTURES ACT (CHAPTER 289) OF SINGAPORE, AS MODIFIED OR AMENDED FROM TIME TO TIME (THE “SFA”)) PURSUANT TO SECTION 274 OF THE SFA, (II) TO A RELEVANT PERSON (AS DEFINED IN SECTION 275(2) OF THE SFA) PURSUANT TO SECTION 275(1) OF THE SFA, OR ANY PERSON PURSUANT TO SECTION 275(1A) OF THE SFA, AND IN ACCORDANCE WITH THE CONDITIONS SPECIFIED IN SECTION 275 OF THE SFA, OR (III) OTHERWISE PURSUANT TO, AND IN ACCORDANCE WITH THE CONDITIONS OF, ANY OTHER APPLICABLE PROVISION OF THE SFA.
WHERE THE BONDS ARE SUBSCRIBED OR PURCHASED UNDER SECTION 275 OF THE SFA BY A RELEVANT PERSON WHICH IS: (A) A CORPORATION (WHICH IS NOT AN ACCREDITED INVESTOR (AS DEFINED IN SECTION 4A OF THE SFA)) THE SOLE BUSINESS OF WHICH IS TO HOLD INVESTMENTS AND THE ENTIRE SHARE CAPITAL OF WHICH IS OWNED BY ONE OR MORE INDIVIDUALS, EACH OF WHOM IS AN ACCREDITED INVESTOR; OR (B) A TRUST (WHERE THE TRUSTEE IS NOT AN ACCREDITED INVESTOR) WHOSE SOLE PURPOSE IS TO HOLD INVESTMENTS AND EACH BENEFICIARY OF THE TRUST IS AN INDIVIDUAL WHO IS AN ACCREDITED INVESTOR, SECURITIES OR SECURITIES-BASED DERIVATIVES CONTRACTS (EACH TERM AS DEFINED IN SECTION 2(1) OF THE SFA) OF THAT CORPORATION OR THE BENEFICIARIES’ RIGHTS AND INTEREST (HOWSOEVER DESCRIBED) IN THAT TRUST SHALL NOT BE TRANSFERRED WITHIN SIX MONTHS AFTER THAT CORPORATION OR THAT TRUST HAS ACQUIRED THE BONDS PURSUANT TO AN OFFER MADE UNDER SECTION 275 OF THE SFA EXCEPT: (I) TO AN INSTITUTIONAL INVESTOR OR TO A RELEVANT PERSON, OR TO ANY PERSON ARISING FROM AN OFFER REFERRED TO IN SECTION 275(1A) OR SECTION 276(4)(I)(B) OF THE SFA; (II) WHERE NO CONSIDERATION IS OR WILL BE GIVEN FOR THE TRANSFER; (III) WHERE THE TRANSFER IS BY OPERATION OF LAW; (IV) AS SPECIFIED IN SECTION 276(7) OF THE SFA; OR (V) AS SPECIFIED IN REGULATION 37A OF THE SECURITIES AND FUTURES (OFFERS OF INVESTMENTS) (SECURITIES AND SECURITIES-BASED DERIVATIVES CONTRACTS) REGULATIONS 2018.
SINGAPORE SFA PRODUCT CLASSIFICATION: IN CONNECTION WITH SECTION 309B OF THE SFA AND THE SECURITIES AND FUTURES (CAPITAL MARKETS PRODUCTS) REGULATIONS 2018 OF SINGAPORE (THE “CMP REGULATIONS 2018”), THE ISSUER HAS DETERMINED, AND HEREBY NOTIFIES ALL RELEVANT PERSONS (AS DEFINED IN SECTION 309(A)(1) OF THE SFA), THAT THE BONDS ARE ‘PRESCRIBED CAPITAL MARKETS PRODUCTS’ (AS DEFINED IN THE CMP REGULATIONS 2018) AND EXCLUDED INVESTMENT PRODUCTS (AS DEFINED IN MAS NOTICE SFA 04-N12: NOTICE ON THE SALE OF INVESTMENT PRODUCTS AND MAS NOTICE FAA-N16: NOTICE ON RECOMMENDATIONS ON INVESTMENT PRODUCTS).
THE BONDS ARE NOT BEING OFFERED OR SOLD AND MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE PEOPLE’S REPUBLIC OF CHINA (FOR SUCH PURPOSES, NOT INCLUDING THE HONG KONG AND MACAU SPECIAL ADMINISTRATIVE REGIONS OR TAIWAN, THE “PRC”), EXCEPT AS PERMITTED BY APPLICABLE LAWS OF THE PRC.
THE BONDS ARE NOT INTENDED TO BE OFFERED, SOLD OR OTHERWISE MADE AVAILABLE TO AND SHOULD NOT BE OFFERED, SOLD OR OTHERWISE MADE AVAILABLE TO ANY RETAIL INVESTOR IN THE EEA. FOR THESE PURPOSES, A RETAIL INVESTOR MEANS A PERSON WHO IS ONE (OR MORE) OF: (I) A RETAIL CLIENT AS DEFINED IN POINT (11) OF ARTICLE 4(1) OF DIRECTIVE 2014/65/EU (AS AMENDED OR SUPERSEDED, “MIFID II”); OR (II) A CUSTOMER WITHIN THE MEANING OF DIRECTIVE 2016/97 (AS AMENDED OR SUPERSEDED, THE “INSURANCE DISTRIBUTION DIRECTIVE”), WHERE THAT CUSTOMER WOULD NOT QUALIFY AS A PROFESSIONAL CLIENT AS DEFINED IN POINT (10) OF ARTICLE 4(1) OF MIFID II. CONSEQUENTLY, NO KEY INFORMATION DOCUMENT REQUIRED BY REGULATION (EU) NO 1286/2014 (AS AMENDED, THE “PRIIPS REGULATION”) FOR OFFERING OR SELLING THE BONDS OR OTHERWISE MAKING THEM AVAILABLE TO RETAIL INVESTORS IN THE EEA HAS BEEN PREPARED AND THEREFORE OFFERING OR SELLING THE BONDS OR OTHERWISE MAKING THEM AVAILABLE TO ANY RETAIL INVESTOR IN THE EEA MAY BE UNLAWFUL UNDER THE PRIIPS REGULATION.
IN ADDITION, IN THE UNITED KINGDOM THIS PRESS RELEASE IS BEING DISTRIBUTED ONLY TO, AND IS DIRECTED ONLY AT, QUALIFIED INVESTORS (I) WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005, AS AMENDED (THE “ORDER”) AND QUALIFIED INVESTORS FALLING WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER, AND (II) TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS “RELEVANT PERSONS”). THIS PRESS RELEASE MUST NOT BE ACTED ON OR RELIED ON (I) IN THE UNITED KINGDOM, BY PERSONS WHO ARE NOT RELEVANT PERSONS, AND (II) IN ANY MEMBER STATE OF THE EEA OTHER THAN THE UNITED KINGDOM, BY PERSONS WHO ARE NOT QUALIFIED INVESTORS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS PRESS RELEASE RELATES IS AVAILABLE ONLY TO (A) RELEVANT PERSONS IN THE UNITED KINGDOM AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS IN THE UNITED KINGDOM AND (B) QUALIFIED INVESTORS IN MEMBER STATES OF THE EEA (OTHER THAN THE UNITED KINGDOM).
ANY DECISION TO PURCHASE ANY OF THE BONDS SHOULD ONLY BE MADE ON THE BASIS OF AN INDEPENDENT REVIEW BY A PROSPECTIVE INVESTOR OF THE ISSUER’S AND THE COMPANY’S PUBLICLY AVAILABLE INFORMATION. NEITHER THE SOLE BOOKRUNNER NOR ANY OF ITS AFFILIATES ACCEPT ANY LIABILITY ARISING FROM THE USE OF, OR MAKE ANY REPRESENTATION AS TO THE ACCURACY OR COMPLETENESS OF, THIS PRESS RELEASE OR THE ISSUER’S AND THE COMPANY’S PUBLICLY AVAILABLE INFORMATION. THE INFORMATION CONTAINED IN THIS PRESS RELEASE IS SUBJECT TO CHANGE IN ITS ENTIRETY WITHOUT NOTICE UP TO THE ISSUE DATE.
THE SECURITIES ARE NOT READILY LIQUID INSTRUMENTS. THE SOLE BOOKRUNNER OR ANY OF ITS AFFILIATES MAY BUT SHALL HAVE NO OBLIGATION TO MAKE A SECONDARY MARKET FOR THE SALE AND PURCHASE OF THE SECURITIES. ALTHOUGH THE DEALER OR ITS AFFILIATES WILL TRY TO PROVIDE PRICING OR OFFER UNWIND FACILITIES, THERE MAY EXIST A TIME WHEN THERE IS A LACK OF LIQUIDITY OR LOW TRADING VOLUME IN THE MARKET FOR THE SECURITIES, WHICH COULD RESULT IN A DECREASE OF THE MARKET VALUE OF THE SECURITIES. IN THE EVENT THAT THE DEALER OR ITS AFFILIATES MAKES A SECONDARY MARKET, IT IS NOT A COMMITMENT TO PURCHASE ANY SECURITY AT A PARTICULAR TIME OR PRICE AND THE DEALER OR ITS AFFILIATES MAY SUSPEND OR TERMINATE MARKET MAKING AT ANY TIME, AT ITS OWN DISCRETION AND WITHOUT NOTICE TO THE HOLDERS. IF THE SECURITIES ARE EARLY REDEEMED PRIOR TO THE MATURITY DATE OR EARLY REDEMPTION DATE (IF APPLICABLE), THE HOLDER OF A SECURITIES MAY SUFFER A HIGHER LOSS OR SIGNIFICANTLY SMALLER GAIN ON THE PRINCIPAL INVESTED, AND MAY ALSO SUFFER SIGNIFICANT UNWIND COSTS AND WIDE BID OFFER SPREADS. EACH PROSPECTIVE INVESTOR SHOULD PROCEED ON THE ASSUMPTION THAT IT MUST BEAR THE ECONOMIC RISK OF AN INVESTMENT IN THE BONDS OR THE SHARES NOTIONALLY UNDERLYING THE BONDS (TOGETHER WITH THE BONDS, THE “SECURITIES”). NEITHER OF THE ISSUER NOR THE SOLE BOOKRUNNER MAKES ANY REPRESENTATION AS TO (I) THE SUITABILITY OF THE SECURITIES FOR ANY PARTICULAR INVESTOR, (II) THE APPROPRIATE ACCOUNTING TREATMENT AND POTENTIAL TAX CONSEQUENCES OF INVESTING IN THE SECURITIES OR (III) THE FUTURE PERFORMANCE OF THE SECURITIES EITHER IN ABSOLUTE TERMS OR RELATIVE TO COMPETING INVESTMENTS.
THE SOLE BOOKRUNNER IS ACTING ON BEHALF OF THE ISSUER AND NO ONE ELSE IN CONNECTION WITH THE BONDS AND WILL NOT BE RESPONSIBLE TO ANY OTHER PERSON FOR PROVIDING THE PROTECTIONS AFFORDED TO CLIENTS OF THE SOLE BOOKRUNNER OR FOR PROVIDING ADVICE IN RELATION TO THE SECURITIES. IN CONNECTION WITH THE OFFERING OF THE BONDS, THE SOLE BOOKRUNNER AND ANY OF ITS AFFILIATES ACTING AS AN INVESTOR FOR ITS OWN ACCOUNT MAY TAKE UP THE SECURITIES AND IN THAT CAPACITY MAY RETAIN, PURCHASE OR SELL FOR ITS OWN ACCOUNT THE SECURITIES OR ANY OTHER SECURITIES OF THE ISSUER, THE COMPANY OR RELATED INVESTMENTS, MAY OFFER OR SELL THE SECURITIES OR OTHER INVESTMENTS OTHERWISE THAN IN CONNECTION WITH THE OFFERING OF THE BONDS, AND MAY ENTER INTO CONVERTIBLE ASSET SWAPS, CREDIT DERIVATIVES OR OTHER DERIVATIVE TRANSACTIONS RELATING TO THE BONDS AND/OR THE UNDERLYING SHARES. AS A RESULT OF SUCH TRANSACTIONS OR FROM TIME TO TIME, THE SOLE BOOKRUNNER OR ITS AFFILIATES MAY HOLD LONG OR SHORT POSITIONS IN SUCH BONDS OR DERIVATIVES OR IN THE UNDERLYING SHARES. THE SOLE BOOKRUNNER DOES NOT INTEND TO DISCLOSE THE EXTENT OF ANY SUCH INVESTMENT OR TRANSACTIONS. IN ADDITION, THE SOLE BOOKRUNNER AND ITS SUBSIDIARIES AND AFFILIATES MAY PERFORM SERVICES FOR, OR SOLICIT BUSINESS FROM, THE ISSUER, THE COMPANY OR MEMBERS OF THE ISSUER’S AND THE COMPANY’S RESPECTIVE GROUPS, MAY MAKE MARKETS IN THE SECURITIES OF SUCH PERSONS AND/OR HAVE A POSITION OR EFFECT TRANSACTIONS IN SUCH SECURITIES. EACH POTENTIAL INVESTOR ACKNOWLEDGES THAT THE SOLE BOOKRUNNER AND ITS AFFILIATES MAY FROM TIME TO TIME PERFORM VARIOUS INVESTMENT BANKING AND ADVISORY, BROKERAGE, COMMERCIAL BANKING, FINANCIAL ADVISORY AND FIDUCIARY SERVICES FOR THE COMPANY OR ITS AFFILIATES WHICH MAY HAVE CONFLICTING INTERESTS WITH RESPECT TO ANY POTENTIAL INVESTOR.
EACH OF THE ISSUER AND THE SOLE BOOKRUNNER AND THEIR RESPECTIVE AFFILIATES EXPRESSLY DISCLAIMS ANY OBLIGATION OR UNDERTAKING TO UPDATE, REVIEW OR REVISE ANY STATEMENT CONTAINED IN THIS PRESS RELEASE WHETHER AS A RESULT OF NEW INFORMATION, FUTURE DEVELOPMENTS OR OTHERWISE.
THIS PRESS RELEASE IS NOT INTENDED TO CONSTITUTE AN OFFER OR SOLICITATION TO PURCHASE OR INVEST IN THE BONDS DESCRIBED HEREIN. THE BONDS MAY NOT BE PUBLICLY OFFERED, SOLD OR ADVERTISED, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM SWITZERLAND AND WILL NOT BE LISTED ON THE SIX SWISS EXCHANGE (THE “SIX”) OR ON ANY OTHER STOCK EXCHANGE OR REGULATED TRADING FACILITY IN SWITZERLAND. NEITHER THIS PRESS RELEASE NOR ANY OTHER OFFERING OR MARKETING MATERIAL RELATING TO THE BONDS CONSTITUTES A PROSPECTUS AS SUCH TERM IS UNDERSTOOD PURSUANT TO ART. 652A OR ART. 1156 OF THE SWISS CODE OF OBLIGATIONS OR A LISTING PROSPECTUS WITHIN THE MEANING OF THE SIX LISTING RULES OR THE LISTING RULES OF ANY OTHER REGULATED TRADING FACILITY IN SWITZERLAND OR A SIMPLIFIED PROSPECTUS OR A PROSPECTUS AS SUCH TERM IS DEFINED IN THE SWISS FEDERAL ACT ON COLLECTIVE INVESTMENT SCHEMES, AND NEITHER THIS PRESS RELEASE NOR ANY OTHER OFFERING OR MARKETING MATERIAL RELATING TO THE BONDS OR THE OFFERING MAY BE PUBLICLY DISTRIBUTED OR OTHERWISE MADE PUBLICLY AVAILABLE IN SWITZERLAND. NEITHER THIS PRESS RELEASE NOR ANY OTHER OFFERING OR MARKETING MATERIAL RELATING TO THE OFFERING, THE ISSUER, OR THE BONDS HAVE BEEN OR WILL BE FILED WITH OR APPROVED BY ANY SWISS REGULATORY AUTHORITY. IN PARTICULAR, THE BONDS ARE NOT SUBJECT TO THE SUPERVISION BY ANY SWISS REGULATORY AUTHORITY, AND THIS PRESS RELEASE WILL NOT BE FILED WITH, AND THE OFFER OF BONDS WILL NOT BE SUPERVISED BY, THE SWISS FINANCIAL MARKETS SUPERVISORY AUTHORITY FINMA (“FINMA”), AND THE OFFER OF BONDS HAS NOT BEEN AND WILL NOT BE AUTHORISED UNDER THE SWISS FEDERAL ACT ON COLLECTIVE INVESTMENT SCHEMES (“CISA”). THE INVESTOR PROTECTION AFFORDED TO ACQUIRERS OF INTERESTS IN COLLECTIVE INVESTMENT SCHEMES UNDER THE CISA DOES NOT EXTEND TO ACQUIRERS OF BONDS.
JPMORGAN CHASE BANK, N.A. IS ORGANISED UNDER THE LAWS OF THE U.S.A. WITH LIMITED LIABILITY.
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DRESDEN, 주문진읍성인게임장 DRESDEN,슈어코리아 올누드 January 16, 2014 -- 도덕동홀덤카페 무료게임 ZMD AG (ZMDI, 슈어코리아 우리카지노 ), a Dresden-based semiconductor company that specializes in enabling energy-efficient solutions, and Murata Power Solutions, the world's leading supplier of 슈어코리아 야한놈 board mount power, today announce the product release of a 도덕동홀덤카페 true-digital 35A point-of-load (POL) solution.
ZMDI()‘s ZSPM1035 single-phase digital PWM controller family ICs for non-isolated XwvSwr ZMDI()‘ssupplies, combined with Murata Power Solutions’ single-phase 35A surface-mount power block, provide 슈어코리아 세븐포커 a quick route to proven, high-performance smart digital power solutions. ZMDI's 삼가동고스톱 ZMDI()‘ssoftware enables the user to fully customize these solutions for optional digital communications via PMBus™, output voltage range and output load. The digital control loop and compensators are preconfigured in the new 도덕동홀덤카페 포커 ZSPM1035 family devices. A downloadable complete construction kit is available, including a graphical user interface, layout guidelines and step-by-step instructions. It is ready to be immediately implemented in the 슈어코리아 피망맞고 application design.
The new ZSPM1035 family, together with the existing ZSPM1025 family, provides a range of 둔율동풀팟홀덤 Thesmart digital power solutions up to 35A. ZMDI() plans to 슈어코리아 마리나베이샌즈 남정동홀덤카페 Thethis further with dual-phase, 도덕동홀덤카페 테이블 true-digital POL controllers for Murata Power Solutions' dual-phase surface-mount power blocks with higher output current capabilities 메탈코인 Theearly 2014.
하드코어 -ZSPM1035A featuring a PMBus™ programmable output voltage of 0.35V 에로스 -도덕동홀덤카페 스포츠토토결과 일본야한동영상사이트 -four predefined, 슈어코리아 야구일정] user-selectable output capacitance ranges; and configurable protection, sequencing 도덕동홀덤카페 블랙 and monitoring.
“With the addition of the 도덕동홀덤카페 축구중계 ZSPM1035 digital PWM controller family ICs for the 35A Murata 슈어코리아 재미있는게임 Power Block, we 도덕동홀덤카페 오피타임 are extending our successful application-ready 25A POL solutions up to 35A. Our customers especially value the proven technology of ZMDI() and Murata 무료 실시간 tv 어플 “Withhigher currents,” said Andrew Smith, Product 슈어코리아 청담동 Marketing Manager at 도덕동홀덤카페 맨스닷컴 ZMDI(). “To help our customers quickly add the 무료 실시간 tv 어플 “WithPOL solution 슈어코리아 쿨피스 in their end-application, we provide complete construction kits containing documentation, layout and tools.”
Benefits 슈어코리아 네임드사다리게임 of 넷마블 BenefitsZSPM1035 combined with 도덕동홀덤카페 아메센터 the 35A Murata Power Block:
- Fast configuration 나츠카와아카리 -output 슈어코리아 블랙썬카지노 voltage and monitoring via ZMDI's Pink Power Designer™ GUI 나츠카와아카리 -configuration via pin-strapping options for 슈어코리아 사이퍼즈 도덕동홀덤카페 사이퍼즈 ultra-fast time-to-market
- 슈어코리아 Support for 슈어코리아 four different 풀스크린 -capacitor ranges without 도덕동홀덤카페 증시 additional 슈어코리아 도덕동홀덤카페 design work
누나넷 Availability슈어코리아 도덕동홀덤카페
About 도덕동홀덤카페 경마문화퍼펙트 bGmt About슈어코리아 장기렌트카
Murata is a leading manufacturer of modules and electronic components, particularly ceramic capacitors. It is the world's number-one manufacturer of board-mount DC-DC converters and a key manufacturer of standard 도덕동홀덤카페 and custom AC-DC power 슈어코리아 로얄카지노주소 남동고스톱 MurataEstablished in 1944, Murata 슈어코리아 고바카라 is 명산동풀팟홀덤 Muratain Japan and 도덕동홀덤카페 슈퍼맨TV has European offices in Germany, the Netherlands, the United Kingdom, Switzerland, Italy, France, Spain, Finland and Hungary. For more information 중동홀덤카페 MurataMurata, please visit 도덕동홀덤카페 라이브채널TV
Zentrum Mikroelektronik Dresden AG (ZMDI()) is 야한그림 Zentrumglobal supplier of analog and mixed-signal semiconductors solutions for automotive, 슈어코리아 타짜카지노추천 도덕동홀덤카페 타짜카지노추천 industrial, 슈어코리아 정통카지노 medical, 야한 Zentrumsensing, information technology and consumer applications. These solutions enable ZMDI's customers to create the most energy-efficient products in sensing, power management and lighting.
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To view the 슈어코리아 다모아카지노추천 image 성교 To슈어코리아 에블토토 with this 슈어코리아 코리아바카라주소 press release, please visit the following link:ZMDI and Murata Power Solutions extend their range of customizable application-ready smart 링크조아 ToPOL solutions for 도덕동홀덤카페 게임사이트바카라추천 servers, storage units and 도덕동홀덤카페 Celine FPGA 도덕동홀덤카페 게임카지노 designs.
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