Supplemental offering circular EUR 450,000,000 perpetual ... - Aegon
Supplemental offering circular EUR 450,000,000 perpetual ... - Aegon
Supplemental offering circular EUR 450,000,000 perpetual ... - Aegon
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IMPORTANT INFORMATION<br />
Responsibility<br />
The Issuer accepts responsibility for the information contained in this <strong>Supplemental</strong> Offering Circular. To<br />
the best of the knowledge and belief of the Issuer (having taken all reasonable care to ensure that such is the<br />
case) the information contained in this <strong>Supplemental</strong> Offering Circular is in accordance with the facts and<br />
does not omit anything likely to affect the import of such information. The Issuer, having made all reasonable<br />
enquiries, confirms that the Original Offering Circular as supplemented by this <strong>Supplemental</strong> Offering<br />
Circular (the Original Offering Circular as so supplemented, the “Offering Circular”) contains or<br />
incorporates all information which is material in the context of the Additional Securities, that the information<br />
contained or incorporated in the Offering Circular is true and accurate in all material respects and is not<br />
misleading, that the opinions and intentions expressed in the Offering Circular are honestly held and that<br />
there are no other facts the omission of which would make the Offering Circular or any such information or<br />
the expression of any such opinions or intentions misleading. The Issuer accepts responsibility accordingly.<br />
No person has been authorised to give any information or to make any representation other than those<br />
contained in this document in connection with the <strong>offering</strong> of the Additional Securities and, if given or made,<br />
such information or representations must not be relied upon as having been authorised by the Issuer, the<br />
Trustee or the Managers. Neither the delivery of this document nor any sale made hereunder shall, under any<br />
circumstances, constitute a representation or create any implication that there has been no change in the<br />
affairs of the Issuer or the Issuer and its subsidiaries (together the “Group”) since the date hereof. This<br />
document does not constitute an offer of, or an invitation by, or on behalf of, the Issuer, the Trustee or the<br />
Managers to subscribe for, or purchase, any of the Additional Securities. This document does not constitute<br />
an offer, and may not be used for the purpose of an offer to, or a solicitation by, anyone in any jurisdiction<br />
or in any circumstances in which such an offer or solicitation is not authorised or is unlawful.<br />
Neither the Managers nor the Trustee have separately verified the information contained herein. Accordingly,<br />
no representation, warranty or undertaking, express or implied, is made and no responsibility or liability is<br />
accepted by the Managers, the Trustee or any of them as to the accuracy or completeness of the information<br />
contained in the <strong>Supplemental</strong> Offering Circular or any other information provided by the Issuer in<br />
connection with the Additional Securities or their distribution.<br />
Incorporation by Reference<br />
The following documents shall be deemed to be incorporated in, and to form part of, this <strong>Supplemental</strong><br />
Offering Circular:<br />
(a)<br />
(b)<br />
(c)<br />
(d)<br />
the publicly available annual report and the annual accounts of the Issuer in respect of the financial<br />
year ended 31 December, 2003 , 2002 and 2001 respectively;<br />
the press release dated 12 August, 2004 relating to the financial results of the Issuer for the six months<br />
ended 30 June, 2004;<br />
the Articles of Association (statuten) of the Issuer as in force on the date of this Offering Circular;<br />
the 1983 Merger Agreement between the Issuer and Vereniging AEGON as amended by agreement<br />
dated 26 May, 2003;<br />
(e) the Preferred Shares Voting Rights Agreement between the Issuer and Vereniging AEGON dated 26<br />
May, 2003; and<br />
(f)<br />
the Original Offering Circular.<br />
Offering and Selling Restrictions<br />
This <strong>Supplemental</strong> Offering Circular is not intended to provide the basis of any credit or other evaluation<br />
and should not be considered as a recommendation by the Issuer or the Managers that any recipient of this<br />
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