General (applies to all APAC communications from CIB)

This communication (including any attachments) is for the sole use of the intended recipient(s) and may contain confidential information. Any unauthorized review, use, disclosure or distribution of this information is prohibited. If you are not the intended recipient, please delete this communication without retaining a copy and immediately notify the sender.

This communication is for informational purposes only. It does not constitute, and should not be construed as, an offer, solicitation, recommendation or commitment for any transaction or to buy or sell any security or other financial product, and is not intended as investment advice. This communication does not take into account your particular investment objectives, financial condition, or needs. You should consult your own advisors regarding the legal, regulatory, tax, accounting and other implications of any transaction or strategy.

Any views or opinions expressed in this communication are not necessarily those of Wells Fargo. Wells Fargo or its affiliates may provide views or opinions that differ from those expressed in this communication and also may from time to time acquire, hold or sell a position in the securities or financial products mentioned herein. Expressions of opinion, including any attachments, contained herein are given in good faith, but are subject to change without notice.

Information contained herein has been obtained from sources believed to be reliable, but its accuracy or completeness is not guaranteed. Any market price, indicative value, estimate, view, opinion, data or other information is subject to change without notice, and the relevant Wells Fargo entity accepts no liability for its use or any loss arising from reliance on it.

All messages sent to and from Wells Fargo employees are retained and may be monitored, reviewed and/or disclosed. To understand how we use and protect personal information, please see the Wells Fargo privacy policies and notices applicable to your relationship: Privacy, Cookies, Security, and Legal – Wells Fargo. By communicating with us, you consent to such processing as described in those notices. In addition, certain business lines are required to retain certain electronic messages, which may be produced at the request of regulators or in connection with litigation. 

Wells Fargo Securities is the trade name for the capital markets and investment banking services of Wells Fargo & Company and its subsidiaries and affiliates. Not all products and services are available in all jurisdictions, and where provided they are subject to applicable local regulatory requirements.

Where any transaction discussed is booked in, executed through, or involves services provided by Wells Fargo entities in the United States or EMEA, additional disclosures apply. Please refer to:

• United States: Wells Fargo Securities or WFBNA U.S. Employees disclosure website
• EMEA: Wells Fargo EMEA disclosure website (PDF)

Singapore (Wells Fargo Securities Pte. Ltd. – “WFSS” and Wells Fargo Bank, N.A., Singapore Branch – “WFBNA SG”)

This communication is sent by a representative of the Wells Fargo Singapore entity identified in the message or relevant transaction document. For Singapore purposes, the relevant Wells Fargo Singapore entities are:

(i) Wells Fargo Securities Pte. Ltd. (“WFSS”), a Singapore incorporated financial institution regulated by the Monetary Authority of Singapore (“MAS”) to carry on business in the regulated activities of dealing in capital markets products and advising on corporate finance as defined in the Securities and Futures Act ("the SFA")).

; and/or

(ii) Wells Fargo Bank, National Association acting through its Singapore branch (“WFBNA SG”), a licensed bank regulated by MAS and, where applicable, an exempt capital markets services entity under the SFA.

Unless expressly stated otherwise in the body of this communication or in the applicable transaction documentation: 

• Commercial banking products and services, which may include foreign banking agency services of certain deposit, lending, payments and trade finance, are provided by WFBNA SG; 
• FX Sales and Trading and Rates OTC Derivatives (including cross-currency swaps) Trading are provided by WFBNA SG and its licensed representatives; and 
• Debt Securities & Rates Listed Derivatives Sales and Trading and Rates OTC & Credit Derivatives (including cross-currency swaps) Sales are provided by WFSS and its licensed representatives (collectively, 'WFSS activities'). 

Selected licensed representatives of WFBNA SG are seconded to WFSS as WFSS licensed representatives to support WFSS activities. 

You may obtain full details of their Singapore licensing status via visiting https://eservices.mas.gov.sg/rr.

Where this communication is in relation to a regulated activity under the SFA, it is not intended for, and should not be relied on by, any person other than non-individual accredited investors, expert investors and institutional investors (as defined under applicable Singapore law).

Japan (Wells Fargo Securities (Japan) Co., Ltd. – “WFSJ” and Wells Fargo Bank, N.A., Tokyo Branch)

This communication is sent by a representative of the Wells Fargo Japan entity identified in the message or relevant transaction document. For Japan purposes, the relevant Wells Fargo Japan entities are:

(i) Wells Fargo Securities (Japan) Co., Ltd. (“WFSJ”), a Japan incorporated Type 1 and Type 2 financial instruments business operator regulated by the Financial Services Agency (“FSA”); and/or

(ii) Wells Fargo Bank, National Association acting through its Tokyo Branch (“WFBNA Tokyo”), a licensed bank regulated by FSA.

If this communication relates to a securities offering, it may not be registered in Japan. WFSJ only distributes this communication to a professional customer (TOKUTEI TOUSHIKA) WFSJ does not expect this to be distributed to an ordinary customer (IPPAN TOUSHIKA) (as defined in defined in the Financial Instruments and Exchange Law (“FIEL”) Article 2-31 and Cabinet Office Order on Definitions under Article 2 of the Financial Instruments and Exchange Act of Japan (“the FIEA") Article 23). WFSJ does not guarantee any contents in this communication. The rating stated on the document may not be a credit rating assigned by a rating agency registered with the Financial Services Agency of Japan but a rating assigned by a group company of a registered rating agency. The rating agency groups call respectively Fitch Ratings, Moody's Investors Services or S&P Global Ratings. Any decision to invest in securities or transaction should be made after reviewing " Explanatory Note on Non-Registered Credit Ratings / 無登録格付に関する説明書 (PDF) "at WFSJ webpage. - WFSJ

Unless expressly stated otherwise in the body of this communication or in the applicable transaction documentation: 

• Commercial banking products and services, which may include foreign banking agency services of certain deposit, lending, payments and trade finance, are provided by WFBNA Tokyo; and 
• Investment banking and capital markets products and services are provided by WFSJ.  

For further detail, please visit the website of WFSJ: ウェルズ・ファーゴ証券 (wellsfargo.com), which also contains information regarding information sharing between the two entities.

Hong Kong (Wells Fargo Securities Asia Limited – “WFSAL” and Wells Fargo Bank, N.A., Hong Kong Branch – “WFBNA HK”)

This communication is sent by a representative of the Wells Fargo Hong Kong entity identified in the message or relevant transaction document. For Hong Kong purposes, the relevant Wells Fargo Hong Kong entities are:

(i) Wells Fargo Securities Asia Limited (“WFSAL”), a Hong Kong incorporated company licensed and regulated by the Securities and Futures Commission (“SFC”) to carry on Types 1, 2, 4 and 6 regulated activities, as defined in the Securities and Futures Ordinance of Hong Kong (the "SFO"))

; and/or

(ii) Wells Fargo Bank, National Association acting through its Hong Kong branch (“WFBNA HK”), a licensed bank regulated by Hong Kong Monetary Authority (“HKMA”).

Unless expressly stated otherwise in the body of this communication or in the applicable transaction documentation: 

• Commercial banking products and services, which may include foreign banking agency services of certain deposit, lending, payments and trade finance, are provided by WFBNA HK; and 
• Investment banking and capital markets products and services are provided by WFSAL. 

You may obtain full details of their SFC licensing status via visiting https://apps.sfc.hk/publicregWeb/corp/AQP592/details.

This communication is not intended for, and should not be relied on by, any person other than Professional Investors (as defined in the SFO and applicable rules).

In the context of any offering of securities, WFSAL and other intermediaries may be Capital Markets Intermediaries (“CMI”) subject to applicable requirements under the Code of Conduct for Persons Licensed by or Registered with the Securities and Futures Commission (“Code of Conduct”), including investor identification, order handling, order book transparency and rebates / preferential treatment rules where applicable. Where relevant, recipients should provide any required investor and order-related information requested by WFSAL to enable compliance with such requirements. The following associated paragraphs about “Associated Orders and Proprietary Orders”, Order Book Transparency” and “Rebates and Preferential Treatment” about in relation to the offering of securities by WFSAL, and other intermediaires where they are acting as Capital Markets Intermediaries (CMI)

Associated Orders and Proprietary Orders 

Prospective investors who are the directors, employees or major shareholders of the Issuer/Guarantor/Company (or equivalent, the Issuer), WFSAL or our group companies will be considered as having an association with the Issuer, us or our relevant group company. Prospective investors associated with the Issuer or us (including our group companies) should specifically disclose whether they have any such association to WFSAL (and we may be required to pass such information to the Issuer and certain other CMIs) when placing an order for such securities and should disclose, at the same time, if such orders may negatively impact the price discovery process in relation to the offering. Prospective investors who do not disclose their associations are deemed not to be so associated. Where prospective investors disclose such associations but do not disclose that such order may negatively impact the price discovery process in relation to the offering, such order is hereby deemed not to negatively impact the price discovery process in relation to the offering. If an investor is an asset management arm affiliated with WFSAL, such prospective investor should indicate when placing an order if it is for a fund or portfolio where WFSAL or its group company has more than 50% interest, in which case it will be classified as a "proprietary order" and subject to appropriate handling by CMIs in accordance with the Code of Conduct and should disclose, at the same time, if such "proprietary order" may negatively impact the price discovery process in relation to the offering. Prospective investors who do not indicate this information when placing an order are hereby deemed to confirm that their order is not such a "proprietary order". If a prospective investor is otherwise affiliated with WFSAL, such that its order may be considered to be a "proprietary order" (pursuant to the Code of Conduct), such prospective investor should indicate to WFSAL when placing such order. Prospective investors who do not indicate this information when placing an order are hereby deemed to confirm that their order is not such a "proprietary order". Where prospective investors disclose such information but do not disclose that such "proprietary order" may negatively impact the price discovery process in relation to the offering, such "proprietary order" is hereby deemed not to negatively impact the price discovery process in relation to the offering.

Order Book Transparency

Prospective investors should ensure, and by placing an order prospective investors are deemed to confirm, that orders placed with WFSAL are bona fide, are not inflated and do not constitute duplicated orders (i.e. two or more corresponding or identical orders placed via two or more CMIs). In addition, any other CMIs (including Private Banks) submitting orders with WFSAL should disclose the identities of all investors when submitting orders with us. When placing an order, Private Banks should disclose, at the same time, if such order is placed other than on a "principal" basis (whereby it is deploying its own balance sheet for onward selling to investors). Private Banks who do not provide such disclosure are hereby deemed to be placing their order on such a "principal" basis. Otherwise, such order may be considered to be an omnibus order (see further below) pursuant to the Code of Conduct. Private Banks should be aware that placing an order on a "principal" basis may require WFSAL to apply the "proprietary orders" requirements of the Code of Conduct to such order and will require WFSAL to apply the "rebates" requirements of the Code to such order. In the case of omnibus orders placed with WFSAL, CMIs (including Private Banks) should, at the same time, provide underlying investor information (name and unique identification number) in the format and to the relevant recipients indicated to you by WFSAL at the relevant time. Failure to provide such information may result in that order being rejected. In sharing such underlying investor information, which may include personal and/or confidential information, you (i) should take appropriate steps to safeguard the transmission of such information; (ii) are deemed to have authorized the collection, disclosure, use and overseas transfer (collectively, "Processing") of such information by/to WFSAL and/or any other third parties for the purposes of or connected to meeting the requirements under the Code of Conduct or other rules or regulations where applicable (collectively, the "Purpose"); (iii) are deemed to have obtained the necessary informed consents to authorize the Processing of such information in accordance with (ii) above. In addition, prospective investors should be aware that certain information (which may include personal and/or confidential information) may be disclosed by us and other CMIs to the prospective investor. By placing an order with us, prospective investors are deemed to have authorized, and have obtained the necessary informed consents to authorize the collection, disclosure, use and overseas transfer of such information by WFSAL to the Issuer, certain other CMIs, relevant regulators and/or any other third parties for the Purpose, it being understood and agreed that such information shall only be used in connection with the relevant offering. 

Rebates and Preferential Treatment

The terms and conditions of the relevant offering will be set out in full in the applicable offering document(s), pricing supplement or equivalent document. Prospective investors should be aware that a rebate, including a rebate to Private Banks for orders they place, may be payable upon closing of the offering based on the principal amount of the securities distributed by such Private Banks. If the applicable offering document(s), pricing supplement or equivalent document discloses any such rebate (including a rebate to Private Banks), prospective investors should contact their usual WFSAL Sales contact for further details, including the details required to be provided to prospective investors pursuant to Paragraph 21.3.7(b) of the Code of Conduct. CMIs (including Private Banks) should not offer any rebates to prospective investor clients or pass on any rebates provided by the Issuer to prospective investors nor enter into any arrangements which may result in prospective investors paying different prices for the securities.