Important Disclaimer

Argentina

This Information includes a private invitation to invest in Securities. It is addressed only to you on an individual, exclusive, and confidential basis, and its unauthorized copy, disclosure, or transfer by any means whatsoever is absolutely and strictly forbidden. Jefferies LLC.  will not provide copies of this information, or provide any kind of advice or clarification, or accept any offer or commitment to purchase the securities herein referred to from persons other than the intended recipient. The offer herein contained is not a public offering, and as such it is not and will not be registered with, or authorized by, the applicable enforcement authority. 

Brazil

The Securities may not be offered or sold to the public in Brazil. Accordingly, the [Products] have not been nor will they be registered with the Brazilian Securities Commission – CVM nor has it been submitted to the foregoing agency for approval. Documents relating to the Securities, as well as the information contained therein, may not be supplied to the public in Brazil, as the offering of the Securities is not a public offering of securities in Brazil, nor used in connection with any offer for subscription or sale of securities to the public in Brazil.        

Note: A Brazilian investor is required to declare investments made outside Brazil on an annual basis to the Brazilian Federal Revenue and to the Brazilian Central Bank. However, declaration to the latter authority is only required if such investments exceed US$100,000.  It is recommended that a marketing entity obtain a signed written statement from a potential investor, confirming that the funds to be used for the purposes of the investment were (i) legitimately obtained abroad or duly remitted from Brazil, and (ii) duly reported to the Brazilian tax authorities and the Central Bank. 

Panama

The distribution of this Information and the offering of Securities may be restricted in certain jurisdictions. The above information is for general guidance only, and it is the responsibility of any person or persons in possession of this Information and wishing to make application for Securities to inform themselves of, and to observe, all applicable laws and regulations of any relevant jurisdiction. Prospective applicants for P Securities should inform themselves as to legal requirements also applying and any applicable exchange control regulations and applicable taxes in the countries of their respective citizenship, residence or domicile. This Information does not constitute an offer or solicitation to any person in any jurisdiction in which such offer or solicitation is not authorized or to any person to whom it would be unlawful to make such offer or solicitation.

Peru

The Securities have not been registered before the Superintendencia del Mercado de Valores (SMV) and are being placed by means of a private offer. SMV has not reviewed the information provided to the investor. This Information is only for the exclusive use of institutional investors in Peru and is not for public distribution.

Uruguay

The sale of the Securities qualifies as a private placement pursuant to section 2 of Uruguayan law 18,627. The Securities  must not be offered or sold to the public in Uruguay, except in circumstances which do not constitute a public offering or distribution under Uruguayan laws and regulations. The [Products] are not and will not be registered with the Financial Services Superintendency of the Central Bank of Uruguay. The Securities correspond to investment funds that are not investment funds regulated by Uruguayan law 16,774 dated September 27, 1996, as amended.

Venezuela

Under the laws of the República Bolivariana de Venezuela (“Venezuela”), no offer of the Securities described in this Information may take place in Venezuela. This Information may not be publicly distributed within the territory of Venezuela.

Chile

“ESTA OFERTA PRIVADA SE INICIA EL DÍA [INITIAL DATE OF THE OFFER] Y SE ACOGE A LAS DISPOSICIONES DE LA NORMA DE CARÁCTER GENERAL Nº 336 DE LA SUPERINTENDENCIA DE VALORES Y SEGUROS; ESTA OFERTA VERSA SOBRE VALORES NO INSCRITOS EN EL REGISTRO DE VALORES O EN EL REGISTRO DE VALORES EXTRANJEROS QUE LLEVA LA SUPERINTENDENCIA DE VALORES Y SEGUROS, POR LO QUE TALES VALORES NO ESTÁN SUJETOS A LA FISCALIZACIÓN DE ÉSTA;

POR TRATAR DE VALORES NO INSCRITOS NO EXISTE LA OBLIGACIÓN POR PARTE DEL EMISOR DE ENTREGAR EN CHILE INFORMACIÓN PÚBLICA RESPECTO DE LOS VALORES SOBRE LOS QUE VERSA ESTA OFERTA; ESTOS VALORES NO PODRÁN SER OBJETO DE OFERTA PÚBLICA MIENTRAS NO SEAN INSCRITOS EN EL REGISTRO DE VALORES CORRESPONDIENTE.”

An English translation of this wording is as follows (please note, however, that the Spanish version must be used in documentation):

“This private offer commences on [initial date of the offer] and it avails itself of the General Regulation No. 336 of the Superintendence of Securities and Insurance;

This offer relates to securities not registered with the Securities Registry or the Registry of Foreign Securities of the Superintendence of Securities and Insurance, and therefore such shares are not subject to oversight by the latter;
Being unregistered securities, there is no obligation on the issuer to provide public information in Chile regarding such securities; and These securities may not be subject to a public offer until they are registered in the corresponding Securities Registry.”

El Salvador

This Information has been produced for the purpose of providing information about the [Products]. This Information is made available on the condition that it is for the use only by the recipient and may not be passed on to any other person or be reproduced in any part. The [Products] have not been and will not be offered in the course of a public offering or of equivalent marketing in El Salvador and therefore, the provisions of the Stock Market Law of 1994 (Ley del Mercado de Valores) as amended, relating to registration requirements and to prospectus requirements do not apply. The [Products] have thus neither been registered for public distribution in El Salvador with the Stock Superintendency nor been the subject matter of a prospectus compliant with the Stock Market Law. Any subscription application by any person other than the initial recipient of the Information will be rejected.

Mexico

The [Products] have not been and will not be registered with the National Registry of Securities, maintained by the Mexican National Banking Commission and, as a result, may not be offered or sold publicly in Mexico. The fund and any underwriter or purchaser may offer and sell the [Products] in Mexico, to Institutional and Accredited Investors, on a private placement basis, pursuant to Article 8 of the Mexican Securities Market Law.

Marketing materials must state that each investor shall be responsible for calculating and paying its own taxes, receiving any necessary tax advice and that neither the fund nor the marketing entity shall be deemed to have provided tax advice to the potential investor, and shall be indemnified from any resulting liability.