Issuer: SIGNUM FINANCE CAYMAN LIMITED - Irish Stock Exchange
Issuer: SIGNUM FINANCE CAYMAN LIMITED - Irish Stock Exchange
Issuer: SIGNUM FINANCE CAYMAN LIMITED - Irish Stock Exchange
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“MAJOR” Programme Prospectus: Signum Finance Cayman Limited Series: 2007-06<br />
Risk Factors<br />
The Prospectus does not describe all of the risks of an investment in the Notes. The <strong>Issuer</strong> and the Dealers<br />
disclaim any responsibility to advise prospective investors of such risks as they exist at the date of the<br />
Prospectus or as they change from time to time. Further, neither the <strong>Issuer</strong> nor the Dealer make any<br />
representations as to (i) the suitability of any Notes for any particular investor; (ii) the appropriate<br />
accounting treatment or possible tax consequences of an investment in any Notes; or (iii) the expected<br />
performance of any Notes, either in absolute terms or relative to competing investments.<br />
Prospective Noteholders should obtain their own independent accounting, tax and legal advice and should<br />
consult their own professional investment advisor to ascertain the suitability of the Notes as an investment<br />
and should conduct such independent investigation and analysis regarding the risks, security arrangements<br />
and cash-flows associated with the Notes as they deem appropriate to evaluate the merits and risks of an<br />
investment in the Notes. In particular, prospective Noteholders should note that an investment in the Notes<br />
is only suitable for persons who (i) have the knowledge and experience in financial and business matters<br />
necessary to enable them to evaluate the information contained herein and the risks of the Notes in the<br />
context of their own financial, tax and regulatory circumstances and investment objectives; (ii) are able to<br />
bear the economic risk of an investment in the Notes for an indefinite period of time; (iii) are acquiring the<br />
Notes for their own account for investment, not with a view to resale; and (iv) recognise it may not be<br />
possible to transfer the Notes for a substantial period of time, if at all.<br />
Exposure to Credit of the Reference Entity.<br />
The holders of the Notes are exposed to the risk of all payments and other losses arising out of the Credit<br />
Default Swap. As a result, the holders of the Notes are exposed to the credit performance of the Reference<br />
Entity. If the Reference Entity suffers a Credit Event and the Conditions to Settlement are satisfied, the<br />
Notes will be subject to redemption by the delivery of debt obligations of the Reference Entity, which may<br />
have a market value that is substantially less than their face value.<br />
No Investigation of Reference Entity.<br />
None of the <strong>Issuer</strong>, the Dealer, the CDS Counterparty, IRS Counterparty, nor the Trustee has undertaken<br />
any due diligence with respect to the Reference Entity or the Reference Obligation.<br />
An Investment in the Notes Involves Brazilian Currency-Related Risks.<br />
The amount payable in respect of the Notes at maturity will depend in part on the rate of exchange between<br />
the Brazilian Real and the U.S. Dollar. Changes in foreign currency exchange rates can be highly volatile<br />
and fluctuations in currency will affect the market value of the Notes during their life as well as the amount<br />
payable at maturity. Foreign exchange rates may be affected significantly and adversely by governmental<br />
actions. A government may use a variety of techniques, such as intervention by that government’s central<br />
bank or imposition of regulatory controls or taxes to affect the exchange rates for their currency. A<br />
government may issue a new currency to replace an existing currency or alter the exchange rate or<br />
exchange characteristics by devaluing or revaluing the currency. Even in the absence of governmental<br />
action directly affecting currency exchange rates, political, military or economic developments in Brazil<br />
could lead to significant and sudden changes in the rates of exchange for Brazilian currency. Information<br />
about past currency exchange rates between the Brazilian Real and the U.S. Dollar may not be indicative of<br />
future performance.<br />
Credit Event Prior to Issuance of Notes.<br />
Investors in the Notes will bear the risk of the occurrence of any Credit Events that occur after 14 February<br />
2007 even if they occur prior to the Issue Date. If the Reference Entity suffers a Credit Event and the<br />
Conditions to Settlement are satisfied, which may occur upon or shortly after the issuance of the Notes, the<br />
Notes will be subject to redemption by the delivery of debt obligations of the Reference Entity at or shortly<br />
after the issuance of the Notes.<br />
Exposure to Credit Risk of Goldman Sachs Group.<br />
The ability of the <strong>Issuer</strong> to meet its obligations under the Notes will depend on the receipt by it of payments<br />
of interest and principal under the Assets, as well as payments owed to the <strong>Issuer</strong> by the CDS Counterparty<br />
and the IRS Counterparty. Consequently, the Noteholders are exposed not only to the occurrence of Credit<br />
London/011/001894-00545/JBH/RTM AMSI(LDNWK16317) 5 L_LIVE_EMEA1:4955739v5