The Trust Deed, the Agency Agreement, the Supplemental Trust Deed, the Supplemental Agency Agreement, the Notice of call of the Meeting of Noteholders (the Notice), the Explanatory Note prepared by the Board of Directors, the Proxy Form for the Designated Representative and the Proxy Form are being provided to holders of the EUR 300,000,000 4.50 per cent. Guaranteed Notes due 26 April 2018 of Indesit Company S.p.A., for purposes of the Meeting of Noteholders related thereto in accordance with Italian law. The effectiveness and implementation of the Extraordinary Resolution will be subject to, inter alia, the requisite quorum and majority of votes cast at the Meeting being satisfied by Eligible Noteholders, irrespective of any participation or votes cast by Ineligible Noteholders, as better detailed in the Notice.
Eligible Noteholder means any Noteholder who is (a) outside the United States and not a U.S. person (as defined in Regulation S under the Securities Act) and (b) otherwise a person to whom the Consent Solicitation can lawfully be made and that may lawfully participate in the Consent Solicitation
The securities have not been and will not be registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States. The securities are being offered only outside the United States to certain investors in offshore transactions in reliance on Regulation S, and may not be offered, sold or delivered, directly or indirectly, within the United States or to, or for the account or benefit of, “U.S. persons”, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws.
Terms used in this disclaimer have the meaning given to them by Regulation S.
NOTICE OF RESULTS OF NOTEHOLDERS' MEETING. (15,4 Kb) Trust deed. (3.15 MB) Agency Agreement. (999 KB) Supplemental Trust Deed. (889 KB) Supplemental Agency Agreement. (137 KB) Notice of the Bondholders Meeting. (82 KB) Directors' report on the items of the agenda. (31.8 KB) Proxy form for the Designed representative. (91.2 KB) Proxy form. (16.9 KB) Press Release. (20.2 KB)