Changes from plenary report to adopted text

RemovedVI. Trend information

RemovedA description of:

Removed(a) the most significant recent trends in production, sales and inventory, and costs and selling prices since the end of the last financial year to the date of the EU Follow-on prospectus;

Removed(b) information on any known trends, uncertainties, demands, commitments or events that are reasonably likely to have a material effect on the issuer’s prospects for at least the current financial year;

RemovedIf there is no significant change in either of the trends referred to in points (a) or (b) of this section, a statement to that effect is to be made.

RemovedVII. Terms and conditions of the offer, firm commitments and intentions to subscribe and key features of the underwriting and placement agreements.

RemovedSet out the offer price, the number of securities offered, the amount of the issue/offer and the conditions to which the offer is subject. If the amount is not fixed, an indication of the maximum amount of the securities to be offered (if available) and a description of the arrangements and the time period for announcing to the public the definitive amount of the offer.

RemovedName and address of the entities agreeing to underwrite the issue on a firm commitment basis, and name and address of the entities agreeing to place the issue without a firm commitment or under ‘best efforts’ arrangements. Indication of the material features of the agreements, including the quotas. Where not all of the issue is underwritten, a statement of the portion not covered. Indication of the overall amount of the underwriting commission and of the placing commission.

RemovedVIII. Essential information on the securities and on their subscription

RemovedProvide the following essential information about the securities offered to the public or admitted to trading on a regulated market:

Removed(a) the international security identification number (ISIN);

Removed(b) the rights attached to the securities, the procedure for the exercise of those rights and any limitations of those rights;

Removed(c) provide information on where the securities can be subscribed as well as on the time period, including any possible amendments, during which the offer will be open and a description of the application process together with the issue date of new securities;

Removed(d) An indication of the expected price at which the securities will be offered or, in alternative, a description of the method of for determining the price, pursuant to Article 17 of Regulation (EU) 2017/1129 and the process for its disclosure;

Removed(e) information relating to interest payable or a description of the underlying, including the method used to relate the underlying and the rate, and an indication where information about the past and future performance of the underlying and its volatility can be obtained.

RemovedWhere applicable, information on the underlying securities and, where applicable, the issuer of the underlying securities.

RemovedA warning that the tax legislation of the investor’s Member State and of the issuer’s country of incorporation may have an impact on the income received from the securities.

RemovedIX. Reasons for the offer, use of proceeds and, where applicable, ESG-related information

RemovedProvide information on the reasons for the offer and, where applicable, the estimated net amount of the proceeds broken into each principal intended use and presented in order of priority of such uses.

RemovedWhere the issuer is aware that the anticipated proceeds will not be sufficient to fund all the proposed uses, it must state the amount and sources of other funds needed. Details must also be given with regard to the use of the proceeds, in particular where proceeds are being used to acquire assets, other than in the ordinary course of business, to finance announced acquisitions of other business, or to discharge, reduce or retire indebtedness.

RemovedWhere applicable, ESG-related information in accordance with the schedule as further specified in the delegated act referred to in Article 13(1), first subparagraph, taking into account the conditions set out in Article 13(1), second subparagraph, point (g).

RemovedX. Conflicts of interest

RemovedProvide information about any interests related to the issuance, including conflicts of interest, and details of the persons involved and the nature of the interests.

RemovedXI. Documents available

RemovedA statement that for the term of the EU Follow-on prospectus the following documents, where applicable, can be inspected:

Removed(a) the up to date memorandum and articles of association of the issuer;

Removed(b) all reports, letters, and other documents, valuations and statements prepared by an expert at the issuer’s request any part of which is included or referred to in the EU Follow-on prospectus.

RemovedAn indication of the website on which the documents may be inspected.’

Removed‘ANNEX VII

RemovedINFORMATION TO BE INCLUDED IN THE EU GROWTH ISSUANCE DOCUMENT FOR SHARES AND OTHER TRANSFERABLE SECURITIES EQUIVALENT TO SHARES IN COMPANIES

RemovedI. Summary

RemovedThe EU Growth issuance document must include a summary drawn up in accordance with Article 7(12b).

RemovedII. Information about the issuer

RemovedIdentify the company issuing the shares, including the place of registration of the issuer, its registration number and legal entity identifier (‘LEI’), its legal and commercial name, the legislation under which the issuer operates, its country of incorporation, the address, telephone number of its registered office (or principal place of business if different from its registered office) and the website, if any, with a disclaimer that the information on the website does not form part of the EU Growth issuance document unless that information is incorporated by reference into the EU Growth issuance document.

RemovedIII. Responsibility statement and statement on the competent authority

Removed1. Responsibility statement

RemovedIdentify the persons responsible for drawing up the EU Growth issuance document and include a statement by those persons that, to the best of their knowledge, the information contained in the EU Growth issuance document is in accordance with the facts and that the EU Growth issuance document makes no omission likely to affect its import.

RemovedWhere applicable, the statement must contain information sourced from third parties, including the source(s) of that information, and statements or reports attributed to a person as an expert and the following details of that person:

Removed(a) name;

Removed(b) business address;

Removed(c) qualifications; and

Removed(d) material interest (if any) in the issuer.

Removed2. Statement on the competent authority

RemovedThe statement must indicate the competent authority that has approved, in accordance with this Regulation, the EU Growth issuance document, specify that such approval is not an endorsement of the issuer nor of the quality of the shares to which the EU Growth issuance document relates, that the competent authority has only approved the EU Growth issuance document as meeting the standards of completeness, comprehensibility and consistency imposed by this Regulation, and specify that the EU Growth issuance document has been drawn up in accordance with Article 15a.

RemovedIV. Risk factors

RemovedA description of the material risks that are specific to the issuer and a description of the material risks that are specific to the shares being offered to the public and/or admitted to trading on a regulated market, in a limited number of categories, in a section headed ‘Risk Factors’.

RemovedThe risks shall be corroborated by the content of the EU Growth issuance document.

RemovedV. Growth strategy and business overview

Removed1. Growth Strategy and objectives

RemovedA description of the issuer’s business strategy, including growth potential and expectations for the future, and strategic objectives (both financial and non-financial, if any). This description shall take into account the issuer’s future challenges and prospects.

Removed2. Principal activities and markets

RemovedA description of the issuer’s principal activities, including: (a) the main categories of products sold and/or services performed; (b) an indication of any significant new products, services or activities that have been introduced since the publication of the latest audited financial statements. A description of the principal markets in which the issuer competes, including market growth, trends and competitive situation.

Removed3. Investments

RemovedTo the extent not covered elsewhere in the EU Growth issuance document a description, (including the amount) of the issuer’s material investments from the end of the period covered by the historical financial information included in the EU Growth issuance document up to the date of the EU Growth issuance document and, if relevant, a description of any material investments of the issuer’s that are in progress or for which firm commitments have already been made.

Removed3a. Profit forecasts and estimates

RemovedProvide information on any profit forecast or estimate previously published by the issuer that remains outstanding, indicating whether it is still valid and, if not, why not. The issuer may also choose to include a new profit forecast or estimate accompanied by the principal assumptions attached to it.

RemovedVI. Organisational structure

RemovedIf the issuer is part of a group and where not covered elsewhere in the EU Growth issuance document and to the extent necessary for an understanding of the issuer’s business as a whole, a diagram of the organisational structure.

RemovedVII. Corporate Governance

RemovedProvide the following information for the members of the administrative, management and/or supervisory bodies, any senior manager who is relevant to establishing that the issuer has the appropriate expertise and experience for the management of the issuer’s business, and, in the case of a limited partnership with a share capital, partners with unlimited liability: