SUPPLEMENTAL INFORMATION MEMORANDUM XENON ...

(i)
(ii)
to register the transfer of interests in Registered Global Securities (or parts of
Registered Global Securities) for interests in another Registered Global
Security and interests in Registered Global Securities for definitive Registered
Securities and vice versa during the period beginning on the 65th day before the
date of the partial redemption and ending on the day on which notice is given
specifying the serial numbers of Securities called (in whole or in part) for
redemption (both inclusive); or
to register the transfer of any Registered Security (or part of a Registered
Security) called for partial redemption.
Each U.S. person to whom a beneficial interest in any Registered Securities shall have
been transferred but who does not in connection with such transfer become identified as
a registered holder of such Registered Securities in the Register shall promptly notify
the Issuer in writing of such transfer, stating the amount of beneficial interest in the
Registered Securities transferred, the date of transfer and the name and address of such
U.S. person.
1.5 SPECIAL PROVISIONS RELATING TO USD RULE 144A GLOBAL
CERTIFICATE
(f)
Clearing and Settlement of USD Rule 144A Global Certificate: Book-Entry Ownership
The Issuer and any custodian with whom any USD Rule 144A Global Certificate are
deposited will make applications to DTC for acceptance in its book-entry settlement
system of the USD Rule 144A Global Certificate. Each USD Rule 144A Global
Certificate representing different Securities will have a different CUSIP or CINs
number. The USD Rule 144A Global Certificates and definitive Registered Securities
will be subject to such restrictions on transfer as are set out under "Subscription and
Sale and Transfer Restrictions" in the Supplemental Information Memorandum.
Upon issuance of the USD Rule 144A Global Certificate, DTC or its custodian will
credit on its internal system the respective principal amounts of the individual beneficial
interests represented by such USD Rule 144A Global Certificate to the accounts of the
persons who have accounts with DTC ("participants"). Ownership of beneficial
interests in the USD Rule 144A Global Certificate will be limited to participants in
DTC and persons who hold interests through participants. Ownership of beneficial
interests in the USD Rule 144A Global Certificate will be shown on, and the transfer of
that ownership will be effected only through, records maintained by DTC or its nominee
and the records of participants. Beneficial owners will not receive certificates
representing their ownership interests in the USD Rule 144A Global Certificate, except
in the limited circumstances set out above.
(g)
Secondary Market Transfers of Interests in USD Rule 144A Global Certificates
Transfer of interests in USD Rule 144A Global Certificates within DTC will be in
accordance with the usual rules and operating procedures of DTC. The laws of some
states in the United States require that certain persons take physical delivery in
definitive form of securities. Consequently, the ability to transfer an interest in a USD
Rule 144A Global Certificate to such persons may be limited. Because DTC can only
act on behalf of direct participants, who in turn act on behalf of indirect participants and
certain banks, the ability of a person having an interest in a USD Rule 144A Global
Certificate to pledge such interest to persons or entities that do not participate in the
DTC system, or otherwise take actions in respect of such interest, may be affected by
the lack of a physical certificate evidencing such interest.
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