25.04.2015 Views

Under the Euro Medium Term Note Programme ... - Finance - EDF

Under the Euro Medium Term Note Programme ... - Finance - EDF

Under the Euro Medium Term Note Programme ... - Finance - EDF

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

Risk Factors<br />

The Issuer may from time to time be engaged in transactions involving an index or related<br />

derivatives which may affect <strong>the</strong> market price, liquidity or value of <strong>the</strong> <strong>Note</strong>s and which could<br />

be deemed to be adverse to <strong>the</strong> interests of <strong>the</strong> <strong>Note</strong>holders.<br />

In respect of <strong>Note</strong>s which are not offered to <strong>the</strong> public in France or listed in France (<strong>the</strong> AMF<br />

not permitting such discretion in respect of such <strong>Note</strong>s), potential conflicts of interest may<br />

arise between <strong>the</strong> Calculation Agent, if any, for a Tranche and <strong>the</strong> Holders of <strong>the</strong> <strong>Note</strong>s,<br />

including with respect to certain discretionary determinations and judgments that such<br />

Calculation Agent may make pursuant to <strong>the</strong> <strong>Term</strong>s and Conditions of <strong>the</strong> <strong>Note</strong>s that may<br />

influence <strong>the</strong> amount receivable upon redemption of <strong>the</strong> <strong>Note</strong>s.<br />

Legality of purchase<br />

Nei<strong>the</strong>r <strong>the</strong> Issuer, <strong>the</strong> Dealers, <strong>the</strong> Arranger nor any of <strong>the</strong>ir respective affiliates has or<br />

assumes responsibility for <strong>the</strong> lawfulness of <strong>the</strong> acquisition of <strong>the</strong> <strong>Note</strong>s by a prospective<br />

investor of <strong>the</strong> <strong>Note</strong>s, whe<strong>the</strong>r under <strong>the</strong> laws of <strong>the</strong> jurisdiction of its incorporation or <strong>the</strong><br />

jurisdiction in which it operates (if different), or for compliance by that prospective investor<br />

with any law, regulation or regulatory policy applicable to it.<br />

Modification, waivers and substitution<br />

The <strong>Term</strong>s and Conditions of <strong>the</strong> <strong>Note</strong>s contain provisions for calling meetings of holders of<br />

<strong>the</strong> <strong>Note</strong>s to consider matters affecting <strong>the</strong>ir interests generally. These provisions permit<br />

defined majorities to bind all holders of <strong>the</strong> <strong>Note</strong>s including holders of <strong>the</strong> <strong>Note</strong>s who did not<br />

attend and vote at <strong>the</strong> relevant meeting and holders of <strong>the</strong> <strong>Note</strong>s who voted in a manner<br />

contrary to <strong>the</strong> majority.<br />

Regulatory restrictions<br />

Investors whose investment activities are subject to investment laws and regulations or to<br />

review or regulation by certain authorities may be subject to restrictions on investments in<br />

certain types of debt securities. Investors should review and consider such restrictions prior<br />

to investing in <strong>the</strong> <strong>Note</strong>s.<br />

Credit ratings<br />

Electricité de France, and Electricité de France's debt, have credit ratings which are <strong>the</strong><br />

subject of review from time to time by <strong>the</strong> independent credit rating agencies which assign<br />

such credit ratings.<br />

In addition, one or more independent credit rating agencies may assign credit ratings to <strong>the</strong><br />

<strong>Note</strong>s. The ratings may not reflect <strong>the</strong> potential impact of all risks related to structure,<br />

market, additional factors discussed in this section, and o<strong>the</strong>r factors that may affect <strong>the</strong><br />

value of <strong>the</strong> <strong>Note</strong>s.<br />

A credit rating is not a recommendation to buy, sell or hold securities and may be revised,<br />

suspended or withdrawn by <strong>the</strong> rating agency at any time and without notice. Any such<br />

revision suspension or withdrawal of any such credit rating could adversely affect <strong>the</strong> value<br />

of <strong>the</strong> <strong>Note</strong>s.<br />

-27 -

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!