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THIS MATERIAL IS STRICTLY CONFIDENTIAL AND IS BEING PROVIDED TO YOU SOLELY FOR YOUR INFORMATION. THIS MATERIAL HAS BEEN PREPARED IN RELATION TO ADNOC DRILLING COMPANY PJSC (THE “ISSUER”).
You may not reproduce any part of the contents of this site
You agree that you will not copy, print, download, record, distribute or re-transmit, in whole or in part, the investor presentation, international offering memorandum (“IOM”), Abu Dhabi Securities Exchange prospectus (“ADX Prospectus”) or any other materials distributed on this website (together, the “Materials”). You are advised to read this disclaimer carefully before clicking on the AGREE button below and accessing and viewing the Materials. In accessing the Materials you agree to be bound by the following terms and conditions.
You may not disclose the contents of the Materials to any other person without the prior written consent of the Issuer and First Abu Dhabi Bank PJSC, J.P. Morgan Securities Plc, Goldman Sachs International and HSBC Bank Middle East Limited (together the “Banks”).
You have been designated and authorised by the Banks (the “Authorising Entities” and each an “Authorising Entity”) to receive and view the Materials. The Materials have been furnished to you solely for your information.
You are reminded that any acquisition of securities in any proposed offering must be made solely on the basis of information contained in the Materials to be published by the Issuer in connection with any proposed offering.
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The documentation on this site contains forward-looking statements involving risks, uncertainties and other factors that may cause actual results to differ
Certain statements contained in the Materials, including those relating to the offering, are “forward-looking statements”. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. Many of these risks and uncertainties relate to factors that are beyond the Issuer’s ability to control or estimate precisely, such as future market conditions, currency fluctuations, the behavior of other market participants, the actions of governmental regulators and other risk factors such as the Issuer’s ability to continue to obtain financing to meet its liquidity needs, changes in the political, social and regulatory framework in which the Issuer operates or in economic or technological trends or conditions, including inflation and consumer confidence, on a global, regional or national basis.
Forward-looking statements contained in Materials that reference past trends or activities should not be taken as a representation that such trends or activities will necessarily continue in the future. The Issuer does not undertake any obligations to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You should not place undue reliance on forward-looking statements, which speak only as of the date of the relevant document.
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The securities have not been registered under the Securities Act
No securities to which the Materials relate have been registered, or will be registered, under the Securities Act and may not be offered or sold in the United States except pursuant to an exemption from registration under the Securities Act. There will be no public offering of the securities in the United States.
The securities are being offered in the U.S. only to Qualified Institutional Buyers under Rule 144A or another exemption from registration under the Securities Act
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United Arab Emirates (excluding the ADGM and the DIFC)
The Materials are only addressed to and directed at persons who are outside the United Arab Emirates (“UAE”) or who have been invited to access the Materials by an Authorising Entity that is licensed by the Securities and Commodities Authority to promote financial products in the UAE (a “UAE Selling Agent”). To the extent you have not been invited to view the Material by a UAE Selling Agent, you must be a “professional investor” within the meaning of Chairman of the SCA Board of Directors Decision No. (13/RM) of 2021 Concerning the Financial Activities Rule Book and Mechanism of Adjustment (the “SCA Regulations”) or have approached a Bank that is not an Authorising Entity in connection with the offering on a reverse solicitation basis in accordance with the SCA Regulations (a “Professional Investor”).
The Materials are only addressed to and directed at persons who are outside the ADGM or Authorized Persons or Recognized Bodies (as such terms are defined in the ADGM Financial Services Regulatory Authority (“FSMR”)) or persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 18 of FSMR) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (“ADGM Relevant Persons”). Any investment or investment activity to which these Materials relate is available only to ADGM Relevant Persons and will be engaged in only with ADGM Relevant Persons.
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