PF Finans / Clarinova

Counterpart risks If a Counterparty defaults or becomes unable to perform due to insolvency or otherwise, the Company may not receive payments it would otherwise be entitled to from such Counterparty to cover its exposure. A Counterparty may terminate the applicable Agreements if any withholding tax is imposed on payments thereunder by such Counterparty, and any amounts that would be required to be paid by the Company to enter into replacement Agreements will reduce amounts available for payments to holders of Bonds. The Weighted Average Life of the SLS The Stated Maturity of the Bonds is the Payment Date in November 2021. The average life of the SLS is expected to be shorter than the number of years until their Stated Maturity date. Such average life vary due to factors out of control of the Company. Changes in Tax Law; Withholding Taxes; No Gross-Up. The Company expects that payments received on the assets such as SLS securing the Bonds such as SLS will generally not be subject to the imposition of U.S. withholding tax or withholding taxes imposed by any other country. There can be no assurance, however, that the payments on the SLS will not in the future become subject to U.S. or other withholding taxes as a result of a change in any applicable law, treaty, rule or regulation or interpretation thereof, or other causes. In the event that any payments on the SLS securing the Bonds becomes subject to withholding taxes, such tax would reduce the amounts available to make payments on the Bonds. In such event, there can be no assurance that the remaining payments on the SLS and other assets would be sufficient to make timely payments of interest on, and payment of principal at the Stated Maturity of, the Bonds. The Bonds Are Not Guaranteed by the Company or any Counterparty None of the Company or any Counterparty any affiliate thereof makes any assurance, guarantee or representation whatsoever as to the expected or projected success, profitability, return, performance result, effect, consequence or benefit (including legal, regulatory, tax, financial, accounting or otherwise) to investors of ownership of the Bonds and no purchaser may rely on any such party for a determination of expected or projected success, profitability, return, performance result, effect, consequence or benefit (including legal, regulatory, tax, financial, accounting or otherwise) to such purchaser of ownership of the Bonds. Each purchaser of any Bonds, by its acceptance thereof, will be deemed or required, as the case may be, to represent to the Company, among other things, that such purchaser has consulted with its own legal, regulatory, tax, business, investment, financial, and accounting advisors regarding investment in the Bonds as such purchaser has deemed necessary and that the investment by such purchaser is within its powers and authority, is permissible under applicable laws governing such purchase, has been duly authorized by it and complies with applicable securities laws and other laws.

13

Made with FlippingBook - professional solution for displaying marketing and sales documents online