UCB (EBR:UCB) UCB Media Room: UCB launches offer to the public of 6-year 5.20% fixed rate notes in Belgium and in Luxembourg

Directive transparence : information réglementée Communiqué sur comptes, résultats, chiffres d’affaires

07/11/2023 08:30
https://mb.cision.com/Public/18595/3870395/a4440eb2e8e4629f_800x800ar.png ** UCB launches an offer to the public of 6-year 5.20% fixed rate notes in = Belgium and in Luxembourg ------------------------------------------------------------ ADVERTISEMENT - This document is an advertisement for the purposes of the P= rospectus Regulation (as defined below). THIS ANNOUNCEMENT IS NOT INTENDED FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY,= IN OR INTO THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE SU= CH DISTRIBUTION IS FORBIDDEN UNDER APPLICABLE LAW. Brussels (Belgium), 7 November 2023 - 08:30 a.m. (CET) =E2=80=93 Regulated = Information Today, UCB SA/NV (=E2=80=9CUCB=E2=80=9D and the =E2=80=9CIssuer=E2=80=9D) a= nnounces the launch of an offer to the public of notes with a maturity of 6= years for a minimum amount of EUR 100 million and a maximum amount of EUR = 300 million (the =E2=80=9CNotes=E2=80=9D). The Notes will be issued by way = of an offer to the public in Belgium and in the Grand Duchy of Luxembourg u= nder UCB=E2=80=99s recently updated Euro Medium Term Note program, with a s= ubscription period running from 9 November 2023, 9 a.m. (CET), to 13 Novemb= er 2023, 5:30 p.m. (CET) included (subject to early termination). Belfius B= ank (NL (http://www.belfius.be/obligatie-ucb-2023) /FR (http://www.belfius.= be/obligation-ucb-2023) ), BNP Paribas Fortis (NL (http://www.bnpparibasfor= tis.be/beleggingsnieuws) /FR (http://www.bnpparibasfortis.be/actualitefinan= ciere) ), ING Bank N.V., Belgian Branch (NL (http://www.ing.be/nl/particuli= eren/beleggen/obligaties) /FR (https://www.ing.be/fr/particuliers/investir/= obligations) ) and KBC Bank (NL (http://www.kbc.be/bonds/ucb2023) /FR (http= ://www.kbc.be/fr/bonds/ucb2023) ) will act as joint lead managers for this = transaction (the =E2=80=9CManagers=E2=80=9D). An application will be made f= or the Notes to be listed on Euronext Brussels and to be admitted to tradin= g on the regulated market of Euronext Brussels as from the issue date. The key features of the Notes are described below: https://mb.cision.com/Public/18595/3870395/bcb18618a39a8cb5_800x800ar.png 1. =C2=A0A different commission may apply to qualified investors, as detail= ed in the Final Terms. Risk warning The Notes constitute unsecured and unguaranteed debt instruments. By subscr= ibing to the Notes, investors lend money to the Issuer who undertakes to pa= y interest and to reimburse the principal amount of the Notes on 21 Novembe= r 2029. In case of insolvency or default by the Issuer, investors may not r= ecover the amounts they are entitled to and risk losing all or a part of th= eir investment. Investing in the Notes involves certain risks and may not be a suitable inv= estment for all investors. Each prospective investor must carefully conside= r whether it is suitable for that investor to invest in the Notes in light = of its knowledge and financial experience and should, if required, obtain p= rofessional advice. Prospective investors should read the Base Prospectus, = as supplemented by the Supplement N=C2=B01, and the Final Terms (each as de= fined below) in their entirety and, in particular, the risk factors describ= ed under the section =E2=80=9CRisk Factors=E2=80=9D of the Base Prospectus,= as supplemented by the Supplement N=C2=B01, before making an investment de= cision in order to fully understand the potential risks and rewards associa= ted with a decision to invest in the Notes. Subscription The minimum subscription and denomination amounts to EUR 1,000. The subscri= ption period will run from 9 November 2023 at 9 a.m. (CET) until 13 Novembe= r 2023 at 5.30 p.m. (CET), subject to early termination, which can occur at= the earliest on 9 November 2023 at 5.30 p.m. (CET) (which is the minimum s= ales period). All subscriptions that have been validly introduced by the re= tail investors with the Managers before the end of the minimum sales period= will be taken into account when the Notes are allotted, taking into accoun= t that in case of oversubscription a proportional reduction may apply. Reta= il investors are therefore encouraged to subscribe to the Notes on the firs= t day of the subscription period before 5.30 p.m. (CET). To subscribe to the Notes or to obtain more information, investors can cont= act Belfius Bank (NL (http://www.belfius.be/obligatie-ucb-2023) /FR (http:/= /www.belfius.be/obligation-ucb-2023) ), BNP Paribas Fortis (NL (http://www.= bnpparibasfortis.be/beleggingsnieuws) /FR (http://www.bnpparibasfortis.be/a= ctualitefinanciere) ), ING Bank N.V., Belgian Branch (NL (http://www.ing.be= /nl/particulieren/beleggen/obligaties) /FR (https://www.ing.be/fr/particuli= ers/investir/obligations) ) and KBC Bank (NL (http://www.kbc.be/bonds/ucb20= 23) /FR (http://www.kbc.be/fr/bonds/ucb2023) ). Costs A commission of 1.875% is charged to all retail investors (which is include= d in the Issue Price of the Notes). The financial services in relation to t= he Notes will be provided free of charge by the Managers. Investors must in= form themselves about the costs that their financial institutions might cha= rge them. Base Prospectus, Supplement N=C2=B01 and Final Terms The base prospectus has been approved by the Belgian Financial Services and= Markets Authority (=E2=80=9CFSMA=E2=80=9D) as competent authority under Re= gulation (EU) 2017/1129 (as amended, the =E2=80=9CProspectus Regulation=E2= =80=9D) on 17 October 2023 (the =E2=80=9CBase Prospectus=E2=80=9D). The sup= plement n=C2=B01 to the Base Prospectus has been approved by the FSMA on 24= October 2023 (the =E2=80=9CSupplement N=C2=B01=E2=80=9D). The FSMA only ap= proved the Base Prospectus and the Supplement N=C2=B01 as meeting the stand= ards of completeness, comprehensibility and consistency as imposed by the P= rospectus Regulation. Approval by the FSMA should not be considered as an e= ndorsement of UCB or of the quality of the Notes. Investors should make the= ir own assessment as to the suitability of investing in the Notes. Potentia= l investors should, before making an investment decision, read the Base Pro= spectus, as supplemented by the Supplement N=C2=B01, and the Final Terms in= their entirety, in particular the section =E2=80=9CRisk Factors=E2=80=9D o= f the Base Prospectus, in order to fully understand the potential risks and= rewards associated with the decision to invest in the Notes. The approval of the Base Prospectus and of the Supplement N=C2=B01 has been= notified by the FSMA to the Commission de Surveillance du Secteur Financie= r in its capacity as competent authority for the purpose of the Prospectus = Regulation in relation to the offer to the public of the Notes in the Grand= Duchy of Luxembourg. The Base Prospectus, the Supplement N=C2=B01 and the final terms relating t= o the Notes (the =E2=80=9CFinal Terms=E2=80=9D), which includes the issue-s= pecific summary in English, Dutch and French, can be consulted on the websi= te of UCB (https://www.ucb.com/investors/Download-center/2023-Retail-Bond-D= ocuments) and on the websites of Belfius Bank (NL (http://www.belfius.be/ob= ligatie-ucb-2023) /FR (http://www.belfius.be/obligation-ucb-2023) ), BNP Pa= ribas Fortis (NL (http://www.bnpparibasfortis.be/beleggingsnieuws) /FR (htt= p://www.bnpparibasfortis.be/actualitefinanciere) ), ING Bank N.V., Belgian = Branch (NL (http://www.ing.be/nl/particulieren/beleggen/obligaties) /FR (ht= tps://www.ing.be/fr/particuliers/investir/obligations) ) and KBC Bank (NL (= http://www.kbc.be/bonds/ucb2023) /FR (http://www.kbc.be/fr/bonds/ucb2023) )= . Complaints If you have a complaint to make, you can address it to:=C2=A0 =C2=B7 Belfius Your local Belfius branch, your financial advisor or by e-mail at complaint= s@belfius.be. If you are not satisfied with the reply, you can contact Belfius Bank NV-SA= , Negotiation (number 7913), Karel Rogierplein 11, 1210 Brussels, or by e-m= ail at negotiation@belfius.be. =C2=B7 BNP Paribas Fortis Complaints Management Department of BNP Paribas Fortis, Warandeberg 3, 1000= Brussels, or by e-mail at gestiondesplaintes@bnpparibasfortis.com. =C2=B7 ING ING, Customer Service, Sint-Michielswarande 60, 1040 Brussels or by e-mail,= klachten@ing.be. =C2=B7 KBC You can contact your local KBC bank branch.=C2=A0 If you believe that your suggestion or complaint cannot be addressed by you= r=C2=A0 KBC bank branch or if you are not satisfied with the proposed solution, ple= ase contact KBC Complaint Management, Brusselsesteenweg 100, 3000 Leuven, a= t the phone number 0800 62 084 or by e-mail at klachten@kbc.be. If you do not find an immediate solution after having contacted the service= s mentioned above, you can contact the ombudsman in financial conflicts, No= rth Gate II, Koning Albert II-laan 8, box 2, 1000 Brussels at the telephone= number 02 545 77 70, or by e-mail at ombudsman@ombudsfin.be. Disclaimer THIS ANNOUNCEMENT IS NOT INTENDED FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY,= IN OR INTO THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE SU= CH DISTRIBUTION IS FORBIDDEN UNDER APPLICABLE LAW. This announcement does not constitute an offer to sell or to subscribe to s= ecurities, or an invitation to make an offer to purchase securities or to s= ubscribe to securities, and securities shall not be sold or subscribed to i= n any jurisdiction in which such offer, invitation, sale or subscription wo= uld be illegal without prior subscription or qualification under the financ= ial legislation of such jurisdiction. The issue of, subscription to or purc= hase of securities is subject to special statutory or regulatory restrictio= ns in certain jurisdictions. UCB is not liable in the event of any violatio= n of such restrictions by any person. No public offering of any securities referred to in this document shall be = made in the United States. The securities referred to in this document have= not been, and will not be, registered under the U.S. Securities Act of 193= 3, as amended (the =E2=80=9CSecurities Act=E2=80=9D) or the securities law = of any State or any jurisdiction in the United States and may not be offere= d or sold within the United States or to, or for the account or benefit of,= U.S. persons, except pursuant to an exemption from the registration requir= ements of the Securities Act. Terms used in this paragraph have the meaning= s given to them by Regulation S under the Securities Act. The securities re= ferred to in this document have not been approved or disapproved by the SEC= , any other State securities commission or any other supervisory body of th= e United States, nor have these authorities assessed the adequacy of this p= roposed offering or the adequacy or accuracy of this document. Any represen= tation to the contrary is a criminal offence in the United States. This document is not an offering document or prospectus in connection with = an offering of securities by UCB. Investors must not accept any offering of= the securities referred to in this document nor acquire them unless they d= o so on the basis of information contained in the Base Prospectus, as suppl= emented by the Supplement N=C2=B01, and the Final Terms. This document is a= n advertisement for the purposes of the Prospectus Regulation. For questions on this press release or for further information, contact UCB= :=C2=A0 Investor Relations Antje Witte=C2=A0 T +32 2 559 94 14 antje.witte@ucb.com Julien Bayet T +32 2 559 95 80 julien.bayet@ucb.com=C2=A0 Corporate Communications Laurent Schots=C2=A0 T+32 2 559 92 64 laurent.schots@ucb.com=C2=A0 About UCB UCB, Brussels, Belgium (www.ucb.com) is a global biopharmaceutical company = focused on the discovery and development of innovative medicines and soluti= ons to transform the lives of people living with severe diseases of the imm= une system or of the central nervous system. With approximately 8,700 peopl= e in approximately 40 countries, the company generated revenue of =E2=82=AC= 5.5 billion in 2022. UCB is listed on Euronext Brussels (symbol: UCB). Foll= ow us on Twitter: @UCB_news. 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