REG - SMBC Nikko Cap Mkts REC Limited - Pre - Stabilisation Notice

RECAnnouncement

04/01/2024 11:15

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RNS Number : 6765Y  SMBC Nikko Capital Markets Limited  04 January 2024

PRE-STABILISATION ANNOUNCEMENT

Date: 4 January 2024

Not for the distribution, directly or indirectly in or into the United States
or any jurisdiction in which such distribution would be unlawful.

REC LIMITED

 

Pre - Stabilisation Notice

SMBC Nikko Capital Markets Limited (contact: Stephen Apted, +44 20 4507 5017)
hereby gives notice that the Stabilisation Manager named below may stabilise
the offer of the following securities in accordance with Commission Delegated
Regulation (EU) 2016/1052 under the Market Abuse Regulation (EU/596/2014) and
the UK FCA Stabilisation Binding Technical Standards.

 The Securities:
 Issuer:                                                                    REC Limited
 Aggregate Nominal Amount:                                                  JPY · 

 Description:                                                               JPY Notes

                                                                            Senior, Unsecured, Reg S

                                                                            Governing law: English law

                                                                            Listing: GSM of the India INX and NSE IFSC

                                                                            ISIN: TBC
 Offer price:                                                                ●  per cent
 Other offer terms:                                                         Denoms: JPY100,000,000

                                                                            Redemption at par
 Stabilisation:
 Stabilisation Manager:                                                     SMBC Nikko Capital Markets Limited

                                                                            100 Liverpool Street

                                                                            London EC2M 2AT

                                                                            United Kingdom
 Stabilisation Period expected to start on:                                 4 January 2024
 Stabilisation period expected to end no later than:                        18 February 2024 (30 days after the proposed issue date of the securities)
 Existence, maximum size and conditions of use of over-allotment facility:  The Stabilisation Manager may over-allot the securities to the extent
                                                                            permitted in accordance with applicable law.
 Stabilisation trading venue:                                               GSM of the India INX and NSE IFSC

 

In connection with the offer of the above securities, the Stabilisation
Manager may over-allot the securities or effect transactions with a view to
supporting the market price of the securities at a level higher than that
which might otherwise prevail. However, there is no assurance that the
Stabilisation Manager will take any stabilisation action and any stabilisation
action, if begun, may be ended at any time, but must end no later than the
earlier of 30 days after the issue date of the securities and 60 days after
the date of the allotment of the securities. Any stabilisation action or
over-allotment shall be conducted in accordance with all applicable laws and
rules.

This announcement is for information purposes only and does not constitute an
invitation or offer to underwrite, subscribe for or otherwise acquire or
dispose of any securities of the Issuer in any jurisdiction.

This announcement is not for distribution, directly or indirectly, in or into
the United States or any other jurisdiction in which such distribution would
be unlawful.

This announcement and the offer of the securities to which it relates are only
addressed to and directed at persons outside the United Kingdom (the "UK") and
persons in the UK who have professional experience in matters related to
investments or who are high net worth persons within article 12(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and
must not be acted on or relied on by other persons in the UK.

In addition, if and to the extent that this announcement is communicated in,
or the offer of the securities to which it relates is made in, any EEA Member
State before the publication of a prospectus in relation to the securities
which has been approved by the competent authority in that Member State in
accordance with Regulation (EU) 2017/1129 (the "Prospectus  Regulation") (or
which has been approved by a competent authority in another Member State and
notified to the competent authority in that Member State in accordance with
the Prospectus Regulation), this announcement and the offer are only addressed
to and directed at persons in that Member State who are qualified investors
within the meaning of the Prospectus Regulation (or who are other persons to
whom the offer may lawfully be addressed) and must not be acted on or relied
on by other persons in that Member State.

If and to the extent that this announcement is communicated in, or the offer
of the securities to which it relates is made in, the UK before the
publication of a prospectus in relation to the securities which has been
approved by the competent authority in the UK in accordance with the
Prospectus Regulation, as it forms part of domestic law by virtue of the
European Union Withdrawal Act 2018 (the "UK Prospectus  Regulation"), this
announcement and the offer are only addressed to and directed at persons in
the UK who are qualified investors within the meaning of the UK Prospectus
Regulation (or who are other persons to whom the offer may lawfully be
addressed) and must not be acted on or relied on by other persons in the UK.

Singapore SFA Product Classification: In connection with Section 309B of the
Securities and Futures Act 2001 of Singapore, as modified or amended from time
to time (the "SFA") and the Securities and Futures (Capital Markets Products)
Regulations 2018 of Singapore (the "CMP Regulations 2018"), the Issuer has
determined, and hereby notifies all relevant persons (as defined in Section
309A(1) of the SFA), that the Notes are prescribed capital markets products
(as defined in the CMP Regulations 2018) and are Excluded Investment Products
(as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment
Products and MAS Notice FAA-N16: Notice on Recommendation on Investment
Products).

 

This communication does not constitute any offering of the securities
referenced or any securities in Japan. The securities referenced have not been
and will not be registered under the Financial Instruments and Exchange Act of
Japan (Act No. 25 of 1948, as amended, the "FIEA") and, accordingly, such
securities referenced will not be offered or sold directly or indirectly, in
Japan or to, or for the benefit of, any resident of Japan or to others for
re-offering or resale, directly or indirectly, in Japan or to any resident of
Japan except pursuant to an exemption from the registration requirements of,
and otherwise in compliance with the FIEA and other relevant laws and
regulations of Japan. As used in this paragraph, "resident of Japan" means any
person resident in Japan, including any corporation or other entity organised
under the laws of Japan.

 

This announcement is not an offer of securities for sale in or into the United
States. The securities have not been, and will not be, registered under the
United States Securities Act of 1933 and may not be offered or sold in the
United States absent registration or an exemption from registration. There
will be no public offer of securities in the United States.

Any legends, disclaimers or other notices that may appear below are not
applicable to this communication and should be disregarded. Such legends,
disclaimers or other notices have been automatically generated as a result of
this communication having been sent via Bloomberg or another email system.

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