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EUR 3000000000 debt issuance programme, 10 ... - Volksbank AG

EUR 3000000000 debt issuance programme, 10 ... - Volksbank AG

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This Prospectus contains all relevant information with regard to the Issuer and the Securities which,<br />

according to the particular nature of the Issuer and the Securities, is necessary to enable investors to<br />

make an informed assessment of the assets and liabilities, financial position, profit and losses and<br />

prospects of such Issuer and the rights attached to the Securities.<br />

This Prospectus may be used solely for the purpose of considering an investment in the Securities described<br />

in the Debt Issuance Programme; any other usage of this Prospectus is unauthorised.<br />

The Issuer accepts responsibility for the information contained in this Prospectus and confirms that it has<br />

taken all reasonable care to ensure that the information contained in the Prospectus relating to it is, to the<br />

best of its knowledge, in accordance with the facts and contains no omissions likely to affect its import.<br />

Where information was supplied by third parties, the Issuer confirms that it was faithfully reproduced and<br />

no facts have been – in so far as is known to the Issuer and in so far as it could deduce out of information<br />

published by a third party – misrepresented which might cause the reproduced information to be incorrect<br />

or misleading. No further or other responsibility in respect of such information is accepted by the Issuer.<br />

No person is or has been authorised to give any information or to make any representation other than<br />

those contained in this Prospectus in connection with the issue or sale of the Securities and, if given or<br />

made, such information or representation must not be relied upon as having been authorised by the Issuer,<br />

the Subscriber or the Arranger (each as defined in ”Summary of the Debt Issuance Programme”). Neither<br />

the delivery of this Prospectus nor any sale made in connection herewith shall, under any circumstances,<br />

create any implication that there has been no change in the affairs of the Issuer since the date hereof or the<br />

date upon which this Prospectus has been most recently amended or supplemented or that there has been<br />

no adverse change in the financial position of the Issuer or VB<strong>AG</strong> since the date hereof or the date upon<br />

which this Prospectus have been most recently amended or supplemented or that any other information<br />

supplied in connection with the Debt Issuance Programme is correct as of any time subsequent to the date<br />

on which it is supplied or, if different, the date indicated in the document containing the same.<br />

Law may restrict the distribution of this Prospectus and the offering or sale of the Securities in certain<br />

jurisdictions. Persons into whose possession this Prospectus comes are required by the Issuer, the Subscriber<br />

and the Arranger to inform themselves about, and to observe, any such restriction. For a description<br />

of certain restrictions on offers and sales of Securities and on distribution of this Prospectus, see “9.2<br />

- Selling Restrictions”.<br />

The Securities have not been and will not be registered under the United States Securities Act of 1933, as<br />

amended (the “Securities Act”) and may include Securities in bearer form that are subject to U.S. tax law<br />

requirements. Subject to certain exceptions, Securities may not be offered, sold or delivered within the<br />

United States or, for the account and benefit of U.S. persons (See more, “9.2 - Selling Restrictions”).<br />

Under US Treasury Regulation § 1.163-5(c)(2)(i)(C) (the C Rules), Securities in bearer form must be issued and<br />

delivered outside the United States and its possessions in connection with their original <strong>issuance</strong>. The Issuer<br />

and the Subscriber have not offered, sold or delivered, and will not offer, sell or deliver, directly or indirect,<br />

Securities in bearer form within the United States or its possessions in connection with their original <strong>issuance</strong>.<br />

Further, in connection with the original <strong>issuance</strong> of Securities in bearer form, the Issuer and the Subscriber have<br />

not communicated, and will not communicate, directly or indirectly, with a prospective purchaser within the<br />

United States or its possessions or otherwise involve any of their employees, agents or offices within the United<br />

States or its possessions in the offer and sale of Securities in bearer form (See more, “9.2 - Selling Restrictions”).<br />

This Prospectus does not constitute an offer of, or an invitation by or on behalf of the Issuer, the Manager,<br />

the Subscriber or the Arranger to subscribe for, or purchase, any Securities.<br />

The Manager, the Subscriber and the Arranger have not separately verified the information contained in<br />

this Prospectus. Neither the Manager, the Subscriber nor the Arranger make any representation, express<br />

or implied, or accept any responsibility, with respect to the accuracy or completeness of any of the information<br />

in this Prospectus. Neither this Prospectus nor any other financial statements are intended to provide<br />

the basis of any credit or other evaluation and should not be considered as a recommendation by any<br />

of the Issuer, the Manager, the Subscriber or the Arranger that any recipient of this Prospectus or any<br />

other financial statements should purchase the Securities. Each potential purchaser of Securities should<br />

determine for itself the relevance of the information contained in this Prospectus and its purchase of Secu-<br />

II

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