The present memorandum sets out the disclosure requirements under the Luxembourg Act of 11 January 2008 on transparency in relation to information on issuers whose securities are admitted to trading on a regulated market and the Grand Ducal Regulation of 11 January 2008 on the transparency obligations of listed issuers (collectively, the "Transparency Act") as well as the publication and filing requirements for a company established under Luxembourg law whose shares and debt instruments (the "securities") are admitted to trading on the EU passported market of the Luxembourg Stock Exchange (Bourse de Luxembourg) and whose home Member State is Luxembourg (the "Company").