ELECTRONIC VERSIONS OF THE MATERIALS YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBSITE BY FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. (“FEMSA” OR THE “COMPANY”) IN GOOD FAITH AND FOR INFORMATION PURPOSES ONLY. ACCORDINGLY, NONE OF THE INFORMATION CONTAINED IN THE FOLLOWING PAGES OF THE WEBSITE CONSTITUTES AN OFFER OF, OR AN INVITATION TO PURCHASE OR SELL, OR THE SOLICITATION OF AN OFFER TO BUY, ANY SECURITIES. NONE OF THE INFORMATION CONTAINED IN THE FOLLOWING PAGES OF THE WEBSITE CONSTITUTES A RECOMMENDATION BY FEMSA OR ANY OTHER PARTY TO SELL OR BUY ANY SECURITIES.
THESE MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED IN THE UNITED STATES, AUSTRALIA, JAPAN, SOUTH AFRICA OR PERSONS IN ANY OTHER JURISDICTION WHERE THE DISTRIBUTION OF THESE MATERIALS WOULD BREACH ANY APPLICABLE LAW OR REGULATION OR WOULD REQUIRE ANY REGISTRATION OR LICENSING WITHIN SUCH JURISDICTION.
Please read this notice carefully – it applies to all persons who view this website. Please note that the disclaimer set out below may be altered or updated. You should read it in full each time you visit the site or seek access to the relevant materials.
The offering of securities described in the documents available on this website (the "Offer") will not be made, directly or indirectly, in any country or jurisdiction in which the Offer would be considered unlawful or otherwise violate any applicable laws or regulations, or which would require FEMSA to change or amend the terms or conditions of the Offer in any way, to make an additional filing with any governmental, regulatory or other authority or take additional action in relation to the Offer. It is not intended to extend the Offer to any such country or jurisdiction. Any such document relating to the Offer must neither be distributed in any such country or jurisdiction nor be sent into such country or jurisdiction and must not be used for the purpose of soliciting the purchase of securities of the Company by any person or entity resident or incorporated in any such country or jurisdiction.
The United States
Any securities referred to in these materials have not been and will not be registered under the Securities Act of 1933 (the "Securities Act"), or under the securities laws of any state or other jurisdiction of the United States and may not be offered, sold or delivered, directly or indirectly, in or into the United States or, in the case of the bonds offered by FEMSA or the shares to be delivered on the exchange of such bonds, to U.S. persons (as defined in Regulation S under the Securities Act), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There will be no public offer of securities in the United States.
The information contained in the documents relating the Offer has not been reviewed or authorized by the U.S. Securities and Exchange Commission (the "SEC"). Neither the SEC nor any securities commission of any State of the U.S. has (a) approved or disapproved of the Offer; (b) passed upon the merits or fairness of the Offer; or (c) passed upon the adequacy or accuracy of the disclosure in these materials. Any representation to the contrary is a criminal offence in the U.S.
European Economic Area and the United Kingdom
Communication about the Offer will only be addressed to, and directed in, member states of the European Economic Area (the “EEA”) (each, a “Member State”) and the United Kingdom, at persons who are “qualified investors” within the meaning of the Prospectus Regulation (“Qualified Investors”) or to and at other persons to whom the offering can otherwise be made pursuant to available exemptions under the Prospectus Regulation. For these purposes, the expression "Prospectus Regulation" means Regulation (EU) 2017/1129 and Regulation (EU) 2017/1129 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 (the “EUWA”).
The bonds are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the EEA or the United Kingdom. For these purposes, a retail investor means (a) in the EEA, a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of EU Directive 2014/65/EU on Markets in Financial Instruments, as amended (“MiFID II”); or (ii) a customer within the meaning of Directive (EU) 2016/97, where that customer would not qualify as a professional clients as defined in point (10) of Article 4(1) of MiFID II and (b) in the United Kingdom, a person who is one (or more) of (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) no 2017/565 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 (the “EUWA”) or (ii) a customer within the meaning of the provisions of the Financial and Services and Markets Act 2000 (the “FMSA”) and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional clients, as defined in point (8) of Article 2(1) of Regulation (EU) no 600/2014 as it forms part of United Kingdom domestic law by virtue of the EUWA.
Consequently, no key information document required by Regulation (EU) No 1286/2014, as amended (the "PRIIPs Regulation") or the PRIIPs Regulation as it forms part of United Kingdom domestic law by virtue of the EUWA (the “UK PRIIPs Regulation”) for offering or selling the bonds or otherwise making them available to retail investors in the EEA or the United Kingdom has been prepared and therefore offering or selling the bonds or otherwise making them available to any retail investor in the EEA or the United Kingdom may be unlawful under the PRIIPs Regulation and/or the UK PRIIPs Regulation.
Communication about the Offer will be distributed to, and directed only at, Qualified Investors who are persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or who are high-net-worth entities and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). Any security or investment activity to which this announcement relates is available in the United Kingdom only to relevant persons, and will only be engaged with such persons. Any person in the United Kingdom who is not a relevant person should not act or rely on this announcement or any of its contents.
Australia, Japan, South Africa
The Offer will not be addressed to persons whose place of residence, seat or habitual abode is in Australia, Japan, South Africa, and such person may not accept the Offer.
By clicking on the "I confirm and agree" button below, you confirm and agree to each of the following:
that you have read and understood and that you are not subject to any of the Offer restrictions set forth above, that the communication about the Offer may lawfully be directed at and the Offer lawfully addressed to you; that you are not a U.S. person or located or resident in the United States (including its territories and possessions, any state of the United States and the District of Columbia), Australia,, Japan, South Africa or any other jurisdiction where accessing these materials is unlawful or in any jurisdiction where extension of the Offer would trigger a requirement for FEMSA or any of its affiliates or any other person to file or register an offer prospectus or any other document, or to take any other or additional action in relation to the Offer, in or by virtue of the laws of such jurisdiction; that you will not duplicate or forward or otherwise make available to any person or otherwise distribute any of the documents available on this website; and that you understand and acknowledge that failure to comply with the foregoing could result in a violation of applicable laws and/or damages to FEMSA, its affiliates and other persons.