BEFORE ENTERING THIS WEBSITE (AND/OR VIEWING THE PROSPECTUS, INFORMATION BOOKLET AND/OR KEY INFORMATION DOCUMENT INCLUDED THEREIN), PLEASE READ CAREFULLY THE FOLLOWING IMPORTANT TERMS AND CONDITIONS THAT GOVERN YOUR ACCESS TO, AND USE OF, EACH OF THESE MATERIALS. IF YOU AGREE TO THE TERMS AND CONDITIONS, CLICK “I AGREE” AT THE BOTTOM OF THIS PAGE TO ENTER THIS WEBSITE AND ACCESS THESE MATERIALS. IF YOU CLICK “I DO NOT AGREE” YOU WILL NOT BE ABLE TO ENTER THIS WEBSITE OR ACCESS THESE MATERIALS. PLEASE NOTE THAT THIS NOTICE AND THE INFORMATION CONTAINED IN IT MAY BE ALTERED OR UPDATED FROM TIME TO TIME, AND SHOULD BE READ IN FULL EACH TIME YOU VISIT THIS WEBSITE.
Access to and use of this website (the “Website“) and the prospectus (the “Prospectus”), the information booklet (the “Information Booklet”) and the key information document (the “Key Information Document” or “KID”) included therein (the Website, the Prospectus, the Information Booklet and the KID together, the “Materials”) is conditional upon your agreement to and compliance with the terms and conditions of access to the Materials (the “Terms and Conditions“). You acknowledge and agree to the Terms and Conditions and agree not to undertake any act or omission that would constitute a breach of these Terms and Conditions.
The Prospectus is a “prospectus” for the purposes of Article 6 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the “EUWA”) (the “UK Prospectus Regulation”).
The Prospectus has been published by Retail Charity Bonds PLC (the “Company”) in connection with the transaction (the “Transaction”), on the basis of which alone purchases of or subscription for the securities (the “Securities”) may be made. The proceeds of the Securities are intended to be loaned to Golden Lane Housing Ltd (the “Charity”). Potential investors should pay particular attention to any sections of the Prospectus describing any risk factors.
The Information Booklet (and the information contained therein) is a financial promotion and is not intended to be investment advice. The Information Booklet is an advertisement within the meaning of Article 2(k) of the UK Prospectus Regulation and is not a prospectus for the purposes of the UK Prospectus Regulation. The Information Booklet has been prepared for information purposes only and does not constitute a prospectus or offering memorandum or an offer to acquire any securities.
The Information Booklet is a financial promotion made by the Issuer and approved by City & Continental Ltd trading as Allia C&C (the “Manager”) solely for the purposes of section 21(2)(b) of the FSMA. “Allia C&C” is a trading name of City & Continental Ltd (incorporated in England No. 09997053), whose registered office is Cheyne House Crown Court, 62-63 Cheapside, London, EC2V 6AX, and which is authorised and regulated by the FCA.
The Information Booklet should not be relied on for making any investment decision in relation to the purchase of the Securities. Any investment decision should be made solely on the basis of a careful review of the Prospectus. Please therefore read the Prospectus carefully before you make any decision to invest. You should ensure that you understand and accept the risks relating to an investment in bonds before making such an investment, otherwise you should seek independent advice.
Key Information Document
The Key Information Document (KID) has been prepared pursuant to Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA, in relation to the Securities.
The Materials contain projections and forward looking statements. The words “believe”, “expect”, “anticipate”, “intend” and “plan” and similar expressions identify forward-looking statements. All statements other than statements of historical facts included in the Materials, including, without limitation, those regarding the Company’s or the Charity’s financial position, business strategy, plans and objectives, are forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Company’s or the Charity’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company’s or the Charity’s present and future business strategies and the environment in which the Company or the Charity will operate in the future. Further, certain forward-looking statements are based upon assumptions of future events which may not prove to be accurate. The forward-looking statements in this document speak only as at the date of the relevant Materials and the Company and the Charity assumes no obligation to update or provide any additional information in relation to such forward-looking statements.
Distribution and use of Materials
The Materials are not intended for distribution to, or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation. In particular these materials are not intended for distribution in the United States or to U.S. persons (as defined in Regulation S) under the United States Securities Act of 1933, as amended.
This document is for distribution in the United Kingdom, Guernsey, Jersey and/or the Isle of Man only to persons who meet the following criteria: 1. (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (ii) persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Order and 2. (a) Market Counterparties or (b) Intermediate Customers (within the meaning of the rules of the FCA and PRA) (all such persons together being referred to as “relevant persons”). This document is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons.
Nothing in the Materials is, or is to be construed as, an offer of or invitation to subscribe for, underwrite or purchase any securities in any jurisdiction where such offer or invitation would be unlawful.
In particular, nothing in the Materials constitutes an offer of any securities for sale in the United States. The securities referred to on the Materials may not be offered, sold, resold, pledged, delivered, distributed or transferred, 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 under the Securities Act) . It is not intended that any securities referred to on the Materials will be registered under the Securities Act or any U.S. State securities laws.
Confirmation and understanding and acceptance of Terms and Conditions
BY CLICKING THE BUTTON BELOW LABELLED “I AGREE”, YOU ARE CERTIFYING THAT (1) YOU ARE NOT LOCATED OR RESIDENT IN THE UNITED STATES, ITS POSSESSIONS OR TERRITORIES AND YOU ARE NOT A U.S. PERSON OR ACTING FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON; (2) YOU ARE NOT LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE THE DISTRIBUTION OR USE OF THE MATERIALS WOULD BE CONTRARY TO LOCAL LAW OR REGULATION; (3) YOU ARE LOCATED AND RESIDENT IN THE UNITED KINGDOM, GUERNSEY, JERSEY OR THE ISLE OF MAN, (4) YOU ARE A PERSON TO WHOM THE MATERIALS MAY BE LAWFULLY COMMUNICATED, AND (5) YOU ACKNOWLEDGE AND AGREE TO THESE TERMS AND CONDITIONS.
IF YOU CANNOT SO CERTIFY, YOU MUST CLICK THE BUTTON LABELLED “I DO NOT AGREE” OR OTHERWISE EXIT THIS WEBSITE.
By clicking the button labelled “I AGREE” below, your acknowledgement shall have the same force and validity as a paper copy of an agreement setting out these Terms and Conditions that has been manually signed, or otherwise duly executed, by you or on your behalf and delivered. These Terms and Conditions and any non-contractual obligations arising out of or in conjunction with them will be governed by, and construed in accordance with, English law. The English courts will have jurisdiction to settle any disputes which may arise out of or in connection with these Terms and Conditions.