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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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PRELIMINARY TERM SHEET
AND COMPUTATIONAL MATERIALS
ONCOR ELECTRIC DELIVERY
TRANSITION BOND COMPANY LLC,
ISSUER
$500,000,000
TRANSITION BONDS, SERIES 2003-1
ONCOR ELECTRIC DELIVERY COMPANY,
SERVICER
[ONCOR LOGO] [ONCOR SERVICE TERRITORY MAP]
Xxxxxx Xxxxxxx & Co. Incorporated Xxxxxx Brothers Inc.
Xxxxxxx, Xxxxx & Co. Xxxxxxx Xxxxx & Co.
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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$500,000,000
ONCOR ELECTRIC DELIVERY TRANSITION BOND COMPANY LLC
TRANSITION BONDS ("BONDS"), SERIES 2003-1
SUMMARY OF TERMS
TRANSACTION OVERVIEW
Oncor Electric Delivery Company ("Oncor") has established a bankruptcy-remote
special purpose subsidiary company that will issue taxable debt securities
secured by the right to receive revenues arising from transition charges from
all retail electric customers in Oncor's service territory. This is in
accordance with a financing order issued by the Public Utility Commission of
Texas ("PUCT") on August 5, 2002 (the "Financing Order"), which became final and
non-appealable on January 30, 2003. This transaction is part of the Texas
Electric Utility Restructuring Act, which implemented competitive electric
generation and retail markets in the State of Texas, and authorized Texas
electric utilities to finance their generation-related regulatory assets and
certain qualified costs. The proceeds of the Bonds will be paid to the parent
company, Oncor, and will be used by Oncor to repurchase or retire its debt or
equity.
ANTICIPATED BOND STRUCTURE
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EXPECTED PAYMENT
SIZE TRANCHE AVERAGE FIXED WINDOW SCHEDULED LEGAL
CLASS ($MM) TYPE LIFE (YEARS) RATE COUPON (MONTHS) XXXXXXXX XXXXXXXX
------------------------------------------------------------------------------------------
[A-1] [104] Sequential [2.00] [ ] [37] [2/07] [2/09]
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[A-2] [122] Sequential [5.00] [ ] [37] [2/10] [2/12]
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[A-3] [130] Sequential [8.00] [ ] [37] [2/13] [2/15]
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[A-4] [144] Sequential [10.83] [ ] [31] [8/15] [8/17]
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ISSUER........................ Oncor Electric Delivery Transition Bond Company
LLC, a bankruptcy-remote, Delaware limited
liability company, wholly-owned by Oncor.
EXPECTED RATINGS ............. The Bonds are expected to be rated
[Aaa/AAA/AAA] by Xxxxx'x, S&P and Fitch,
respectively.
PARENT/SELLER/SERVICER........ Oncor, a regulated electric transmission and
distribution ("T&D") utility wholly-owned by
TXU US Holdings.
Oncor provides delivery services to retail
electric providers in its service territory,
which sell electricity to over 2.9 million
points of delivery in north-central, eastern
and western Texas.
PUCT
FINANCIAL ADVISOR............. Saber Partners, LLC ("Saber") (co-equal
decision maker with Issuer)
STRUCTURE..................... Sequential pay amortizing bonds
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 1 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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WEIGHTED AVERAGE LIFE
PROFILE....................... No prepayment risk. Extension risk is
insignificant, ranging from [0.6-1.4] months in
weighted average life under a severe stress
scenario. The legislatively mandated True-up
Mechanism is intended to provide for the
recovery of transition charge in amounts
sufficient to pay interest, scheduled principal
and other required amounts on a timely basis.
Please see "Weighted Average Life Sensitivity"
for a weighted average life sensitivity
analysis from forecasted levels in energy
consumption.
PAYMENT DATES AND INTEREST
ACCRUAL....................... Semi-annually, [February 15] and [August 15].
Interest will be calculated on a [30/360]
basis. The first scheduled payment date is
[February 16], 2004.
USE OF PROCEEDS............... Paid to the parent company, Oncor, and used by
Oncor to repurchase or retire its debt or
equity.
PLEDGED COLLATERAL............ The irrevocable right to bill and collect
non-bypassable(cent)/kWh(1) and(cent)/kW(2)
charges from all retail electric customers in
Oncor's service territory based on consumption
("Transition Property").
CREDIT ENHANCEMENT............ Transition charges will be adjusted through a
True-up Mechanism no less than annually to
ensure timely payment of principal and
interest. The expected ratings on the Bonds are
[Aaa/AAA/AAA]. This True-up Mechanism is
legislatively mandated. In addition, there is
an overcollateralization subaccount (building
in equal installments up to 0.5% of the initial
principal balance of the Bonds), capital
subaccount (upfront deposit of 0.5% of the
Bonds' initial principal balance), and reserve
subaccount to further support timely payment of
principal and interest.
OPTIONAL REDEMPTION........... None prior to scheduled maturity.
TAX TREATMENT................. Fully taxable
TYPE OF OFFERING ............. SEC registered
ERISA ELIGIBLE ............... Yes
EXPECTED SETTLEMENT........... [August [21], 2003], settling flat.
DTC, Clearstream and Euroclear
UNDERWRITERS.................. Xxxxxx Xxxxxxx & Co. Incorporated, Xxxxxx
Brothers Inc., Xxxxxxx, Xxxxx & Co. and Xxxxxxx
Xxxxx & Co.
INDENTURE TRUSTEE............. The Bank of New York
Notes:
(1) Cents per kilowatt hour.
(2) Cents per kilowatt.
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 2 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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[FLOATING RATE BENCHMARK]..... [6-month LIBOR, for floating rate tranches, if
any]
[INTEREST RATE SWAPS]......... [For those classes of Bonds that are issued as
floating rate securities, if any, the Issuer
will enter into a corresponding Interest Rate
Swap with a qualified swap counterparty.]
[The Interest Rate Swaps, if any, will be
"balance guaranty", amortizing interest rate
swaps. A separate Interest Rate Swap Agreement
would apply to each such floating rate class.
The characteristics of each Interest Rate Swap
will correspond to the related floating rate
class.]
[SWAP COUNTERPARTY, IF ANY,
MINIMUM RATINGS
(XXXXX'X/S&P/FITCH)].......... [Xxxxx'x:
(1) Both short-term credit rating and long-term
credit rating of at least "P-1" and "Aa3",
respectively; or
(2) to the extent a short-term credit rating is
not available, a long-term credit rating of at
least "Aa2".]
[S&P:
(1) Both short-term credit rating and long-term
credit rating of at least "A-1" and "A-",
respectively; or
(2) to the extent a short-term credit rating is
not available, a long-term credit rating of at
least "A+".]
[Fitch:
(1) A short-term credit rating of at least
"F-1"; or
(2) to the extent a short-term credit rating is
not available, a long-term credit rating of at
least "A".]
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 3 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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PARTIES TO TRANSACTION
The following chart represents the parties to the transactions underlying the
offering of the Bonds, and describes their roles and relationships to the other
parties:
[Chart summarizing the parties to the transactions underlying the offering of
the transition bonds, their roles and their various relationships to the other
parties. The PUCT issued the financing order and will confirm adjustments to the
transition charges. US Holdings applied to the PUCT for the Financing Order, and
Oncor will apply, as servicer, for transition charge adjustments. As the seller,
Oncor will sell transition property and rights under the Financing Order to
Oncor Electric Delivery Transition Bond Company LLC, for cash. As the servicer,
Oncor will service the transition property of the issuer and receive a servicing
fee. As the administrator, Oncor will provide administrative support to its
issuer and receive an administration fee. As the issuer, Oncor Electric Delivery
Transition Bond Company LLC, a bankruptcy remote entity, will sell the
transition bonds, with an expected rating of Aaa/AAA/AAA for cash, pursuant to
the underwriting agreement(s). The Bank of New York, the indenture trustee, acts
for and on behalf of the holders of transition bonds pursuant to the indenture.
The underwriters will sell the transition bonds for cash to the holders of
transition bonds.]
Note:
(1) The application for the Financing Order was filed by TXU U.S. Holdings.
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 4 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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ALLOCATIONS AND DISTRIBUTIONS OF TRANSITION BOND COMPANY REVENUES
[CHART ILLUSTRATING THE ALLOCATIONS AND DISTRIBUTIONS OF TRANSITION BOND COMPANY
REVENUES APPEARS HERE][Chart describing the flow of transition charges as
follows: Retail electric customers pay electric utility bill, which includes
transition charges to REPs, who pay the billed transition charges to the
servicer (whether collected or not from the customer); the servicer remits the
transition charges to the indenture trustee for deposit to the collection
account for the series of Bonds; the swap counterparty also pays any amounts due
under any interest rate swap for deposit in the collection account for the
series of Bonds; all amounts in the collection account are then applied to the
general subaccount to be distributed in accordance with the payment "waterfall"
described in the prospectus.]
Note:
(1) Indenture trustee and independent manager fees and expenses not to exceed
$30,000 annually for all series of outstanding Bonds.
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 5 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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SCHEDULED AMORTIZATION
End of period Bond balances
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DATE CLASS A-1 ($) CLASS A-2 ($) CLASS A-3 ($) CLASS A-4 ($)
------------------------------------------------------------------------------------
[8/21/2003] [104,000,000] [122,000,000] [130,000,000] [144,000,000]
[2/15/2004] [96,144,661] [122,000,000] [130,000,000] [144,000,000]
[8/15/2004] [81,166,003] [122,000,000] [130,000,000] [144,000,000]
[2/15/2005] [60,558,356] [122,000,000] [130,000,000] [144,000,000]
[8/15/2005] [45,202,130] [122,000,000] [130,000,000] [144,000,000]
[2/15/2006] [24,191,587] [122,000,000] [130,000,000] [144,000,000]
[8/15/2006] [8,461,175] [122,000,000] [130,000,000] [144,000,000]
[2/15/2007] - [109,074,404] [130,000,000] [144,000,000]
[8/15/2007] [92,826,112] [130,000,000] [144,000,000]
[2/15/2008] [70,643,410] [130,000,000] [144,000,000]
[8/15/2008] [53,725,860] [130,000,000] [144,000,000]
[2/15/2009] [30,830,328] [130,000,000] [144,000,000]
[8/15/2009] [13,130,821] [130,000,000] [144,000,000]
[2/15/2010] - [119,449,137] [144,000,000]
[8/15/2010] [100,885,358] [144,000,000]
[2/15/2011] [76,235,865] [144,000,000]
[8/15/2011] [56,628,710] [144,000,000]
[2/15/2012] [30,915,229] [144,000,000]
[8/15/2012] [10,207,457] [144,000,000]
[2/15/2013] - [127,382,848]
[8/15/2013] [105,471,850]
[2/15/2014] [77,367,097]
[8/15/2014] [54,112,437]
[2/15/2015] [24,652,394]
[8/15/2015] -
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 6 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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WEIGHTED AVERAGE LIFE SENSITIVITY
The following table analyzes the sensitivity of the weighted average lives of
the Bond classes to energy consumption levels (retail electric sales) below
forecasted levels. There can be no assurance that the weighted average lives of
the classes of the Bonds will be as shown below.
------------------------------------------------------------------------------
WAL (YRS.) ASSUMING UNIFORM ANNUAL DECLINE FROM
EXPECTED FORECASTED ENERGY CONSUMPTION
WEIGHTED ---------------------------------------------------
AVERAGE LIFE -5% -15%
("WAL") ------------------------- ------------------------
CLASS (YRS.) WAL CHANGE WAL CHANGE
------------------------------------------------------------------------------
[A-1] [2.00] [2.00] [None] [2.12] [+0.12]
------------------------------------------------------------------------------
[A-2] [5.00] [5.00] [None] [5.11] [+0.11]
------------------------------------------------------------------------------
[A-3] [8.00] [8.00] [None] [8.09] [+0.09]
------------------------------------------------------------------------------
[A-4] [10.83] [10.83] [None] [10.88] [+0.05]
------------------------------------------------------------------------------
SEVERE STRESS CASE EXAMPLE
THIS MEANS IF RETAIL ELECTRIC SALES ARE 15% LESS THAN THE FORECASTED ENERGY
CONSUMPTION EACH YEAR FOR TWELVE CONSECUTIVE YEARS, THE [10.83]-YEAR WEIGHTED
AVERAGE LIFE OF THE A-4 CLASS WOULD EXTEND LESS THAN A MONTH. PLEASE NOTE THAT
OVER THE LAST TEN YEARS, ONCOR'S ANNUAL FORECAST ERROR HAS NOT EXCEEDED 6%, AND
ITS TEN-YEAR AVERAGE FORECAST ERROR IS LESS THAN 1% (0.77%). A 15% DECLINE IN
CONSUMPTION VERSUS THE FORECAST IN ANY YEAR WOULD BE MORE THAN FIVE STANDARD
DEVIATIONS FROM THE MEAN ANNUAL FORECAST ERROR.
_____________
For the purposes of preparing the table and example above, in addition to those
assumptions in deriving the Scheduled Amortization, the following assumptions,
among others, have been made:
o The forecast error stays constant over the life of the Bonds and is equal
to 5% or 15% as stated in the table above. The servicer will true-up
transition charges ("TCs" or "Transition Charges") so as to ensure the
billing of TCs necessary to generate the collection of amounts sufficient
to (a) pay ongoing fees and expenses, (b) timely provide for all scheduled
payments of principal and interest, (c) fund the capital and
overcollateralization subaccounts to their required levels, and (d) return,
if necessary, the reserve subaccount to a zero balance by the related
payment date;
o Periodic annual standard true-ups on a transaction year basis;
o Interim true-ups have been modeled to be implemented only after a 5%
variance from the expected amortization schedule (taking into account
amounts in the reserve subaccount) has occurred;
o No non-standard true-ups have been modeled; and
o No clean-up call exercised.
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 7 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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TRUE-UP MECHANISM
HOW THE REQUIRED ANNUAL TRUE-UP MECHANISM WORKS:
STEP 1: Each year, Oncor computes the total dollar requirements for the
transition bonds for the coming year, which include scheduled principal
and interest payments and all other permitted costs of the transaction.
STEP 2: Oncor allocates the total dollar requirements among specific customer
classes (e.g., residential, commercial, industrial).
STEP 3: Oncor forecasts consumption (kWh or kW) by each customer class.
STEP 4: Oncor divides the total dollar requirements for each customer class by
the forecast consumption to determine the kWh or kW transition charge
for that customer class.
STEP 5: Oncor must make a true-up filing with the PUCT, and adjustments to the
transition charges are immediately reflected in customer bills,
beginning with their next monthly billing cycle.
_____________
IN ADDITION TO THE ANNUAL TRUE-UP, ONCOR CAN MAKE OTHER TRUE-UP ADJUSTMENTS TO
MAKE TIMELY PAYMENTS OF PRINCIPAL AND INTEREST ON THE BONDS:
o Oncor may seek an interim true-up once every six months if:
-- Oncor expects, at the next payment date, more than a 5% variation
between actual principal balance of the transition bonds plus amounts
on deposit in the reserve subaccount and the bond amortization
schedule, or
-- an interim true-up is needed to meet a rating agency requirement that
a series of bonds be paid in full at scheduled maturity.
o Oncor may seek a non-standard true-up if forecasted consumption for any
customer class for an upcoming period has decreased by more than 10% as
compared to consumption for each class for the 12 months ended April 30,
1999, in order to reallocate charges among customer classes (subject to a
90-day review by the PUCT prior to implementation).
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 8 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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GLOSSARY
"COLLATERAL" All assets held by the indenture trustee for the benefit of
the holders of the Bonds. Most assets of the Issuer will be
held by the indenture trustee in a segregated account
established pursuant to an indenture (the "Collection
Account").
The Issuer's principal asset will be Transition Property.
Transition Property is a present property right created
pursuant to the Texas Electric Utility Restructuring Act and
the Financing Order, which became final and non-appealable
in January 30, 2003. It consists primarily of the
irrevocable right to impose, collect and receive
non-bypassable TCs.
"LEGAL STRUCTURE" The Texas Electric Utility Restructuring Act provides, among
other things, that the Transition Property is a present
property right created pursuant to such Act and the
Financing Order, that a sale of Transition Property under
specified terms is a "true sale," that a first-priority lien
can be granted in the Transition Property, that such a lien
can be perfected, that the TCs are non-bypassable and not
subject to setoff, and that the Financing Order will remain
in effect notwithstanding the bankruptcy of the electric
utility.
"PRINCIPAL Principal will be paid sequentially. No class will receive
PAYMENTS" principal payments until all classes of a higher numerical
designation have been paid in full unless there is an
acceleration of the Bonds following an event of default in
which case principal will be paid to all classes on a
pro-rata basis. Please see "Scheduled Amortization."
"STATE PLEDGE" The State of Texas (including the PUCT) has pledged that it
will not take or permit any action that would impair the
value of the Transition Property or reduce, alter or impair
the TCs until the related Bonds are fully repaid or
discharged, other than periodic true-up adjustments to
correct any overcollections or undercollections. No voter
initiative or referendum process currently exists in Texas.
"TRANSITION TCs are statutorily-created, non-bypassable,
CHARGES consumption-based per kilowatt hour and per kilowatt
OR TCS" charges. TCs are irrevocable and payable, through REPs, by
retail electric customers within Oncor's historic service
territory.
TCs are calculated to ensure collection of revenues
sufficient to (a) pay periodic expenses associated with the
Bonds; (b) make scheduled payments of principal and interest
(including required payments to the swap counterparty, if
any) on the Bonds; (c) fund scheduled deposits to an
overcollateralization subaccount; and (d) replenish any
amounts previously withdrawn from the overcollateralization
subaccount or the capital subaccount.
"TRUE-UP True-ups correct any undercollections or overcollections of
MECHANISM, TCs during the preceding year (for standard true-ups) or the
CREDIT TCs during the preceding year (for standard true-ups) or the
ENHANCEMENT" legislatively mandated and included in the PUCT's
irrevocable Financing Order.
o Standard: Annually.
o Interim: Semi-annually, if (a) anticipated principal
balance (taking into account amounts in the reserve
subaccount) is 5% greater or less than expected
principal balance, or (b) such measure is necessary to
meet certain rating agency requirements that a series
of Bonds be paid in full by the scheduled maturity
date.
o Non-Standard: If forecasted billing units for any class
decreases by more than 10% compared to the threshold
billing units recorded during the 12 months ending
April 30, 1999.
The information herein has been prepared solely for informational purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. No
representation or warranty can be given with respect to the accuracy or
completeness of the information herein, or that any future offer of securities,
instruments or transactions will conform to the terms hereof. Please refer to
the important information and qualifications on the last page hereof when
reviewing this information.
Page 9 of 10
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ONCOR ELECTRIC DELIVERY PRELIMINARY AUGUST 1, 2003
TRANSITION BOND COMPANY LLC
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All information in this Preliminary Term Sheet and Computational Materials,
whether regarding the assets backing any securities discussed herein or
otherwise, is preliminary and will be superseded by the information contained in
any final Prospectus and related Prospectus Supplement for any securities
actually sold to you. It has been prepared solely for information purposes and
is not an offer to buy or sell or a solicitation of an offer to buy or sell any
security or instrument or to participate in any trading strategy. This material
is based on information provided by Oncor Electric Delivery Transition Bond
Company LLC and Oncor Electric Delivery Company with respect to the expected
characteristics of the transition property securing these securities. The actual
characteristics and performance of the transition property will differ from the
assumptions used in preparing these materials, which are hypothetical in nature.
Changes in the assumptions may have a material impact on the information set
forth in these materials. Saber Partners, LLC, Xxxxxx Xxxxxxx & Co.
Incorporated, Xxxxxx Brothers Inc., Xxxxxxx, Xxxxx & Co., Xxxxxxx Xxxxx & Co.,
and their affiliates make no representation or warranty with respect to the
appropriateness, usefulness, accuracy or completeness of the information, or
with respect to the terms of any future offer of securities conforming to the
terms hereof. Any such Offer of securities would be made pursuant to a
definitive Prospectus and Prospectus Supplement prepared by the issuer which
could contain material information not contained herein and to which the
prospective purchasers are referred. In the event of any such offering, this
information shall be deemed superseded, amended and supplemented in its entirety
by such Prospectus and Prospectus Supplement. Such Prospectus and Prospectus
Supplement will contain all material information in respect of any securities
offered thereby and any decision to invest in such securities should be made
solely in reliance upon such Prospectus and Prospectus Supplement. The
information contained in this material may be based on assumptions regarding
market conditions and other matters as reflected therein and is therefore
subject to change. We make no representations regarding the reasonableness of
such assumptions or the likelihood that any of such assumptions will coincide
with actual market conditions or events, and this material should not be relied
on for such purposes. No representation is made that any returns indicated will
be achieved. Changes to the assumptions may have a material impact on any
returns detailed. Although the analyses herein may not show a negative return on
the securities referred to herein, such securities are not principal protected
and, in certain circumstances, investors in such securities may suffer a
complete or partial loss on their investment. Saber Partners, LLC, Xxxxxx
Xxxxxxx & Co. Incorporated, Xxxxxx Brothers Inc., Xxxxxxx, Xxxxx & Co. and
Xxxxxxx Xxxxx & Co. disclaim any and all liability relating to this information,
including without limitation any express or implied representations or
warranties for, statements contained in, and omissions from, this information.
Additional information is available upon request. Xxxxxx Xxxxxxx & Co.
Incorporated, Xxxxxx Brothers Inc., Xxxxxxx, Xxxxx & Co., Xxxxxxx Xxxxx & Co.,
and others associated with it may have positions in, and may effect transactions
in, securities and instruments of issuers mentioned herein and may also perform
or seek to perform investment banking services for the issuers of such
securities and instruments. Past performance is not necessarily indicative of
future results. Price and availability are subject to change without notice.
Information contained in this material is current as of the date appearing on
this material only. Information in this material regarding any assets backing
any securities discussed herein supercedes all prior information regarding such
assets. Xxxxxx Xxxxxxx & Co. Incorporated, Xxxxxx Brothers Inc., Xxxxxxx, Xxxxx
& Co. and Xxxxxxx Xxxxx & Co. are acting as underwriters and not acting as
agents for the issuer or its affiliates in connection with the proposed
transaction. To our readers worldwide: In addition, please note that this
publication has been issued by Xxxxxx Xxxxxxx & Co. Incorporated, approved by
Xxxxxx Xxxxxxx International Limited, a member of The Securities and Futures
Authority, and by Xxxxxx Xxxxxxx Japan Ltd. We recommend that such investors
obtain the advice of their Xxxxxx Xxxxxxx & Co. Incorporated, Xxxxxx Xxxxxxx
International or Xxxxxx Xxxxxxx Japan Ltd. representative about the investments
concerned. NOT FOR DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K.
SECURITIES AND FUTURES AUTHORITY.
Page 10 of 10
