Important Disclosure

This document has been prepared by Jefferies International Limited (“Jefferies”) and is being made and distributed to those persons falling within Article 19(5) of the Financials Services and Markets Act 2000 (Financial Promotion) Order 2001.  This document has been provided on an arm’s length basis to assist you in making your own assessment of the securities or other investments (“Investments”) referenced herein. This information is submitted on a confidential basis and may not be reproduced in whole or in part, nor may it be distributed or any of its contents disclosed to anyone other than the prospective investor (and its legal, tax, financial and accounting advisors for the purpose of making a preliminary analysis of the Investment) to whom it has been submitted by Jefferies.

Please be advised that the Investments referenced herein may not be appropriate for all investors. This term sheet is provided to you solely for discussion and informational purposes.  The transaction terms contained herein are indicative only and are subject to change.  This term sheet does not constitute a bid or offer by Jefferies to purchase from you or to sell to you any Investment and does not represent a legal commitment or undertaking by Jefferies to enter into any transactions with you.

Jefferies does not provide legal, regulatory, tax or accounting advice and the information contained herein shall not be construed as investment advice or recommendations to enter into any transaction with or through us.  You should consult with your own advisors prior to the execution of any transaction and undertake a thorough independent review of the legal, regulatory, credit, tax, accounting and economic consequences of any information provided to you with your advisors and make your own independent assessment and decision of the risks and merits of entering into the Investment in light of your own particular circumstances.

Please see the offering circular together with the pricing supplement for a full detailed description of the Investment and the associated risk factors.  Such risk factors include, but are not limited to, the following:

  •  Credit Risk: Investors may become exposed to the risk of default of the issuer of the Investments (the “Issuer”).  All or part of an Investment may be lost if the Issuer is unable to pay any coupon or redemption amount applicable and/or goes into liquidation.  In the event of liquidation of the Issuer, the holders of the Investments may rank behind creditors who have priority rights over certain assets of the Issuer.
  •  Exit Risk: The secondary market price of Investment will depend on many factors, including but not limited to interest rates, volatility, time to maturity, and creditworthiness of the issue.  The secondary market price may be lower than the market value of the Investments as at the Issue Date to take into account several factors including amounts paid to distributors/intermediaries or amounts relating to the hedging of the Issuer’s obligations. As a result, the holder of Investments may receive an amount in the secondary market which may be less than the intrinsic market value of the Investments and which may also be less than the amount the holder would have received had the holder held the Investment through to maturity.
  •  Capital Protection: If the Investment is sold prior to maturity or redeemed by the Issuer for reasons stated in the offering circular or other term documents, the holder of the Investment may receive less than the initial investment.
  •  Liquidity Risk: The Investment may not necessarily be traded on a recognized or organized exchange and any secondary market in the Investment will be subject to market conditions, laws, regulations and other factors which may affect availability or sale of the Investment.  Even where there may be a secondary market in the Investments, it may not be liquid enough to facilitate a sale by the holder.
  •  Hedging Risk: In certain circumstances, the Issuer may hedge its anticipated risk exposure under the Investments by taking positions in, or related to underlying derivatives. In addition, the Issuer may trade the underlying derivative as part of their general businesses. Any of these activities could potentially affect the price of the underlying derivative, and accordingly, could affect the payout to holders on the Investments.

Jefferies will not act as your financial adviser or act for you in a fiduciary capacity.  Jefferies or its affiliates may engage in investment banking, proprietary trading, hedging and other commercial activities that may affect the value of any security or financial instrument mentioned herein or related hereto or otherwise have interests that may be adverse to yours.  We have made this disclosure because the organisational and administrative arrangements established under our conflicts of interest policies may not be sufficient to ensure with reasonable confidence that the risk of damage to your interests will be prevented.

This document contains indicative terms and prices only.  Certain assumptions may have been made in the analysis, which have resulted in the returns or prices detailed and disclosed hereunder.  Assumptions are speculative and actual events or conditions may be inconsistent with and may differ materially from those assumed for the purposes of this communication.  Changes to the assumptions may have a material impact on any returns in any illustrations detailed and, as such, any figures used in the illustrations of sample returns in this document are estimates only and are not a reliable guide to the future performance of the Investment. Jefferies makes no representations or warranties in respect of the expected performance of any Investments.  Recipients should be aware that changes in the creditworthiness of the performance of the Investments or any underlying may affect the value of the Investments and could result in them being redeemed at zero.

The Investments are made subject to the satisfaction of certain conditions precedent and the final terms and conditions applicable to the Investment will be set out in full in the relevant transaction confirmation, offering circular/ document(s), prospectus, pricing supplements or other binding transaction documents and any supplements thereto. Such documents contain material information not contained herein including the merits and risk of the Investment as well as providing certain special considerations relating to the Investment(s).  In the event of any concluded transactions, the information contained herein shall be deemed superseded, amended, and/or supplemented as appropriate by such relevant documents and/or any other ancillary agreements relating thereto as necessary.    

Any information herein is or may be based on sources Jefferies considers to be reliable. However, such information has not necessarily been verified by Jefferies, its affiliates, directors, officers and employees and they do not represent or warrant or provide any undertakings that any such information is accurate or complete. To the extent permitted under applicable law, Jefferies, its affiliates, directors, officers and employees hereby further exclude and disclaim any express, implied and statutory warranties (whether now or subsisting in the future) of any kind included but not limited to such warranties in respect of satisfactory quality, fitness for a particular purpose, accuracy, timeliness or completeness of the information provided hereunder.  Jefferies, its affiliates, directors, officers and employees do not accept and further disclaim and exclude any and all liability whatsoever (other than that which cannot be excluded by law) for any direct, indirect or consequential loss suffered by you or any third party arising from its procurement, collection, compilation, analysis, interpretation, communication or delivery of this document nor any actions undertaken in reliance on or use of the information or other content provided in respect of the Investment(s) whether hereunder or otherwise.

This information is not a research product, investment research or a research recommendation of Jefferies’ research department and therefore should not be regarded as such.

This document is not an offer to sell or a solicitation of an offer to buy these Investments in any jurisdiction where such offer, solicitation or sale is not permitted and is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to applicable law or regulation. The Investments described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the Securities Act) and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons, as defined in Regulation S under the Securities Act.

Jefferies International Limited is a wholly owned subsidiary of Jefferies Group LLC. and is authorised and regulated by the Financial Conduct Authority.  Its registered office is at 100 Bishopsgate, London EC2N 4JL; telephone +44 (0)20 7029 8000; facsimile +44 (0)20 7029 8010.