Not for
release, publication or distribution in whole or in part, directly
or indirectly, in or into the United States of America.
Publication of Final Terms
The final terms ("Final Terms") for the issue of A-60 CHF
220,000,000 1.5225 per cent. Fixed Rate Bonds due 2034 (the
"A-60 Bonds") issued by
Heathrow Funding Limited (the "Issuer") under the Issuer's
multicurrency programme for the issuance of bonds (the
"Programme") are available
for viewing.
The Final Terms must be read in
conjunction with the base prospectus dated 8 November 2024 (the
"Prospectus") which
constitute a base prospectus for the purposes of the Prospectus
Regulation (Regulation (EU) 2017/1129) as amended (the
"Prospectus
Regulation").
Full information on the Issuer and the offer of
the A-60 Bonds is available only by reading the respective Final
Terms and the Prospectus.
To view the Final Terms in full, please paste
the following URL into the address bar of your browser.
http://www.rns-pdf.londonstockexchange.com/rns/6368O_1-2024-12-3.pdf
Copies of the Final Terms have been submitted
to the National Storage Mechanism and are available for inspection
at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information, please
contact:
Heathrow
For further information please
contact Leandro Garcia, Finance Manager, Debt Investor
Relations +44 (0)7718516109
DISCLAIMER
Please note that the information
contained in this announcement, the Final Terms, or the Prospectus
may be addressed to and/or targeted at persons who are residents of
particular countries (specified in the Prospectus) only and is not
intended for use and should not be relied upon by any person
outside these countries and/or to whom the offer contained in the
Prospectus is not addressed. Prior to relying on the information
contained in the Prospectus you must ascertain from the Prospectus
whether or not you are part of the intended addressees of the
information contained therein.
Nothing in this announcement, the
Final Terms or the Prospectus constitutes an offer to sell or issue
or a solicitation of an offer to buy or subscribe for, the Bonds
described in the Final Terms or the Prospectus in any jurisdiction
in which such offer or solicitation is unlawful, and nothing in
this announcement, Final Terms or Prospectus is intended to provide
the basis for any credit or other evaluation of the Bonds. In
addition, any relevant securities registration or other clearances
under the applicable securities laws have not been and will not be
made or obtained with or from the relevant authorities any other
jurisdiction except the United Kingdom.
Unless an exemption under the
relevant securities laws is applicable, the Bonds may not be
offered, sold, resold, transferred, delivered or distributed,
directly or indirectly, in or into, or for the account or benefit
of, any national, resident or citizen of any jurisdiction if to do
so would breach any applicable law, or require registration thereof
in such jurisdiction.
In particular, no public offering of
the Bonds is being made in the United States, and securities may
not be offered or sold in the United States or to, or for the
account or benefit of U.S. Persons (as defined in Regulation S
under the Securities Act (as defined below)) absent registration or
exemption from registration under the U.S. Securities Act of 1933,
as amended (the "Securities
Act"). The Bonds issued under the Prospectus have not been,
and will not be, registered under the Securities Act,
or with any securities regulatory authority of any
state or other jurisdiction of the United States,
and may not be offered, sold, resold, transferred,
delivered or distributed, directly or indirectly, within the United
States except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act
and applicable state or local securities laws.
The Issuer has not registered and
does not intend to register as an investment company under the
United States Investment Company Act of 1940, as amended (the
"Investment Company Act"),
in reliance on the exemption provided in section 3(c)(7) thereof.
The Bonds may be offered, sold or delivered (i) outside the United
States to persons who are neither "U.S. persons" as defined in
Regulation S under the Securities Act ("Regulation S") (each, a "U.S. person") nor "U.S. residents" as
determined for the purposes of the Investment Company Act (each, a
"U.S. resident") in
offshore transactions in reliance on Regulation S (the
"Regulation S Bonds")
and/or (ii) within the United States in reliance on Rule 144A under
the Securities Act ("Rule
144A") only to persons that are both "qualified
institutional buyers" (each a "QIB") within the meaning of Rule 144A
and "qualified purchasers" within the meaning of section 2(a)(51)
of the Investment Company Act and the rules and regulations
thereunder (each a "QP")
acting for their own account or for the account of another QIB that
is a QP (the "Rule 144A
Bonds"). Each purchaser of the Bonds in making its purchase
will be deemed to have made certain acknowledgements,
representations and agreements. See "Subscription and Sale" in the
Prospectus. The Bonds are subject to other restrictions on
transferability and resale as set forth in "Transfer Restrictions" in the
Prospectus.
Neither the United States Securities
and Exchange Commission nor any state securities commission in the
United States nor any other United States regulatory authority has
approved or disapproved the Bonds or determined that the Prospectus
is truthful or complete.
Please see "Risk Factors" to read about certain
factors you should consider before buying any Bonds and
"Documents Incorporated by
Reference" for details of certain documents that are
incorporated by reference in, and form an important part of, the
Prospectus.
This announcement, the Final Terms
and the Prospectus are not being distributed to or directed at
persons other than persons whose ordinary activities involve them
in acquiring, holding, managing or disposing of investments (as
principal or agent) for the purposes of their businesses or who it
is reasonable to expect will acquire, hold, manage or dispose of
investments (as principal or agent) for the purposes of their
businesses where the issue of the Bonds would otherwise constitute
a contravention of section 19 of the Financial Services and Markets
Act 2000 ("FSMA") by us. In
addition, no person may communicate or cause to be communicated any
invitation or inducement to engage in investment activity (within
the meaning of section 21 of FSMA) received by it in connection
with the issue or sale of the Bonds other than in circumstances in
which section 21(1) of FSMA does not apply to us.
This announcement is not a
prospectus but constitutes an advertisement in respect of the Bonds
for the purposes of the United Kingdom Financial Conduct
Authority's prospectus rules. The Prospectus has been made
available to the public in accordance with the Prospectus
Regulation and/or Part VI of FSMA. Investors should not subscribe
for any Bonds referred to herein except on the basis of information
contained in the Prospectus.
Your right to access this service is
conditional upon complying with the above requirements.
