Disclaimer

This document is an institutional marketing communication from the Global Markets Division of Societe Generale (“SG”) and is not a product of SG’s Research department. It is for certain qualified institutional  investors only and may contain market information, trading strategies, trade ideas and/or information about SG Global Markets products or services. The present document is of a commercial and not of a regulatory nature. IT HAS NOT BEEN PREPARED IN ACCORDANCE WITH THE REGULATORY PROVISIONS DESIGNED TO PROMOTE THE INDEPENDENCE OF INVESTMENT RESEARCH.

This document is for information purposes only  and has no contractual value.  The opinions expressed herein are those of  the authors named in this document and do not reflect SG’s views. To the maximum extent possible at law, SG does not accept any liability arising from the use of this document or information contained herein.

This document does not constitute an offer, or an invitation to make an offer, from SG to subscribe for, purchase or sell a product or to execute a product referred to in this document.

The products discussed in this document may not be suitable for all institutional investors and investors must make their own investment decisions (using their own independent investment advisors as they may choose) - based upon specific financial situations and investment objectives.

The products referred to in this document may not be eligible for sale in all jurisdictions and/or may be subject to certain investor qualification requirements in a number of jurisdictions.

This document may include general investment recommendations issued by SG’s Research department which has set, in accordance with applicable regulation, effective administrative and organizational arrangements, including information Chinese walls, to prevent and avoid conflicts of interest with respect to the investment recommendations contained in this document. SG’s Research department publications supporting this document were issued on their stated publication date and may have already been acted upon by clients of SG.

SOCIETE GENERALE, AS AN INVESTMENT SERVICES PROVIDER, IS NOT SUBJECT TO ANY PROHIBITION ON DEALING IN THE PRODUCTS MENTIONED HEREIN BEFORE THE DISSEMINATION OF THIS DOCUMENT.

Societe Generale Group entities may from time to time (i) deal in, profit from the trading of, hold, or act as market-makers or as advisers, brokers or bankers in relation to, the products (or derivatives thereof) of entities mentioned in this document or (ii) be represented on the board of such entities. Societe Generale Group employees, or individuals connected to them, may from time to time have a position in or hold any of the products or related investments mentioned in this document. No Societe Generale Group entity is under any obligation to disclose or take account of this document when advising or dealing with or for its clients. Investors should be aware that Societe Generale Group entities may have a conflict of interest that could affect the objectivity of this document. Investors should consider this document as only a single factor in making their investment decision.

The accuracy, completeness or relevance of the information which has been drawn from external sources is not guaranteed although it is drawn from sources reasonably believed to be reliable. Subject to any applicable law, Société Generale shall not assume any liability in this respect. The market information displayed in this document is based on data at a given moment and may change from time to time. In addition, the views reflected herein may change without notice and SG’s sales personnel and traders may issue at any time other material (including on the same product or issuer) that are inconsistent with, and reach different conclusions from, the information presented herein. No updates to this document are planned. In the event that the reader is unsure as to whether the facts in this document are up-to-date at the time of their proposed investment, then they should seek independent advice.

Clients should contact their salespersons to execute transactions with an SG Group entity authorised in their home jurisdiction, unless applicable law permits otherwise.

Additional information is available upon request. This document is confidential and should not be reproduced, published or redistributed without the prior written consent of Societe Generale or its affiliates.

NOTICE TO EUROPEAN INVESTORS:

THIS DOCUMENT IS FOR THE EXCLUSIVE USE OF INVESTORS ACTING FOR THEIR OWN ACCOUNT AND CATEGORIZED EITHER AS “ELIGIBLE COUNTERPARTIES” OR “PROFESSIONAL CLIENTS” WITHIN THE MEANING OF MARKETS IN FINANCIAL INSTRUMENTS DIRECTIVE 2004/39/CE.

In accordance with the European Market in Financial Instruments Directive (“MiFID”) as implemented in the General Regulation of the French Autorité des Marchés Financiers, this document should be treated as a marketing communication providing investment recommendations and should not be treated as a research report issued by Societe Generale’s Research department.

Nothing in this document should be construed as constituting investment advice or personal recommendation (within the meaning of article 4 (4) of the MiFID) to any investor or its agent.

SG has in place policies and procedures to ensure that its employees act in the best interests of clients when providing them with any financial promotions or investment recommendations. These policies include internal conflicts of interests and personal account dealing policies that are designed to ensure that SG’s employees are not conflicted in the financial promotions that they provide to clients.

SG is subject to the provisions of the fourth iteration of the Capital Requirements Directive (“CRD IV”), which requires that institutions’ remuneration policies incorporate measures to avoid conflicts of interest.  With this in mind, there is no direct linkage between the investment recommendations given by SG’s employees and any variable remuneration that they receive.  However, the revenue generated for SG as a result of the activities of its employees  may be one of the various quantitative and qualitative factors that are considered in remuneration of SG’s employees, alongside an assessment of the quality of service provided to clients and their commitment to the compliance and risk management arrangements of SG.

This document is issued in the U.K. by the London Branch of Societe Generale. Societe Generale is a French credit institution (bank) that is authorised and supervised by the European Central Bank (ECB) and the Autorité de Contrôle Prudentiel et de Résolution (ACPR) (the French Prudential Control and Resolution Authority) and regulated by the Autorité des Marchés Financiers (the French financial markets regulator) (AMF). Societe Generale London Branch is authorised by the ECB, the ACPR and the Prudential Regulation Authority (PRA) and subject to limited regulation by the Financial Conduct Authority (FCA) and the PRA. Details about the extent of our authorization, supervision and regulation by the above mentioned authorities are available from us on request.

NOTICE TO U.S. INVESTORS:

Communications written by SG personnel in the U.S. are a product of SG Americas Securities LLC (“SGAS”), a U.S. registered broker-dealer and futures commission merchant (FCM). SGAS is a member of FINRA, NYSE, NFA and SIPC.  Such communications are directed: (i) only to institutional investors (as defined under FINRA Rule 2210); (ii) when referencing options, only to such institutional investors who have received and reviewed the proper options risk disclosure document titled "Characteristics and Risks of Standardized Options" at www.optionsclearing.com/about/publications/character-risks.jsp.; and (iii), when referencing security futures, only to such institutional investors who have received  and reviewed the proper security futures risk disclosure document titled “Risk Disclosure Statement for Security Futures Contracts” at www.nfa.futures.org/NFA-compliance/publication-library/security-futures-disclosure.pdf. Trading in options and security futures involves additional risks and is not suitable for all investors. Please visit www.sgasdisclosure.com for important disclosures regarding SGAS and transactions you may enter into with SGAS.

In addition, for the sole purpose of CFTC Rule 1.71(a)(9), to the extent the trade idea  or commentary contained herein includes an analysis of a price of a derivative and contains information reasonably sufficient to base a decision to enter into a derivatives transaction, it is conveyed as a solicitation for entering into a derivatives transaction.

Communications that are written by SG personnel located outside the US are distributed in the U.S. pursuant to SEC Rule 15a-6.  Distribution is restricted to “Major U.S. Institutional investors” only (as defined in SEC Rule 15a-6). Any Major U.S. Institutional Investor wishing to discuss this institutional sales document, or effect transactions in any security or financial instrument discussed herein should do so with or through their salesperson at SGAS.   The SGAS registered address is at 245 Park Avenue, New York, NY, 10167. (212)-278-6000.

Transactions in derivative instruments involve numerous risks including, among others, market, counterparty default and liquidity risk.  If you are a “U.S. person” (as defined by the U.S. Commodity Futures Trading Commission), please visit swapdisclosure.sgcib.com for important information with respect to derivative products. By transacting with Societe Generale, you are deemed to acknowledge that you have read and accepted the information provided on the website.

SG and affiliates are not acting as your fiduciary under Section 15B of the Securities Exchange Act of 1934, as amended (the “Act”), and, unless we have agreed in writing to act as your municipal advisor, our relationship will not be subject to the provisions of such Section 15B, the rules there under, or the rules issued by the Municipal Securities Rulemaking Board that relate to the provision of advice to municipal entities or their obligated persons.

Exchange Traded Funds (ETFs) are redeemable only in specified units and only through a broker that is an authorized participant in that ETF program. SGAS acts as an authorized participant for a number of ETF programs and participates in the creation and redemption of ETFs, including ETFs that may be referenced in this document. SGAS, as an authorized participant or otherwise, may acquire securities of issuers of ETFs for the purpose of resale. Redemptions are for the underlying securities. The public trading price of a redeemable unit of an ETF may be different from its net asset value. An ETF can trade at a discount or premium to the net asset value. There is always a risk of declining stock prices, which can cause investment losses. Clients should consider their investment objectives and the risks, charges and expenses of an ETF before investing. Each ETF prospectus contains such information and it is recommended that clients review such prospectus before investing.

NOTICE TO CANADIAN INVESTORS:

This document is intended for use by Permitted Clients, as defined under National Instrument 31-103, Accredited Investors, as defined under National Instrument 45-106, and to the extent related to derivatives, Accredited Counterparties as defined under the Derivatives Act (Québec) and, in certain provinces, "Qualified Parties" as defined under applicable provincial rules or orders.

In Canada, certain services may be provided by Société Générale Capital Canada Inc. (“SGCC”), being a regulated entity, having a principal place of business at 1501 McGill College Ave., suite 1800, Montréal, Québec, Canada, H3A 3M8.  SGCC is an affiliate of Société Générale S.A. (French banking institution) and SG Americas Securities LLC. SGCC is a member of the Canadian Investor Protection Funds (www.cipf.ca). Société Générale S.A. is not a Canadian regulated financial institution and does not carry on business in Canada. 

 Canadian investors should consult their own tax advisors to determine the Canadian tax consequences of purchasing, holding and redeeming any product described herein. For the province of Quebec (Canada), it is the express wish of the parties that this document be drawn up in the English language only. Il est de la volonté expresse des parties que ce document soit rédigé en anglais seulement.

NOTICE TO SWISS INVESTORS:

This document is reserved and must be given in Switzerland exclusively to (ii) FINMA licensed entities or (ii) corporates having their own treasury department in Switzerland, in each case acting on their own account.

This document does not contain personalized recommendations or advice and is not intended to substitute any professional advice on investments in financial products.

This document is of summary nature. The products referred to herein involve numerous risks (including, without limitations, credit risk, market risk, liquidity risk and currency risk). In respect of securities trading, please refer for more information on such risks to the risk disclosure brochure “Special Risks in Securities Trading (Edition 2008)”, which is available for free on the following website of the Swiss Bankers’ Association: www.swissbanking.org/en/home.

This document is neither a prospectus as per article 652a or 1156 of the Swiss Code of Obligations, a listing prospectus according to the listing rules of the SIX Swiss Exchange or any other exchange or regulated trading facility in Switzerland, nor a simplified prospectus, key investor information document or prospectus as defined in the Swiss Federal Collective Investment Schemes Act. Any benchmarks/indices cited in this document are provided for information purposes only.

This document is not the result of a financial analysis and therefore is not subject to the “Directive on the Independence of Financial Research” of the Swiss Bankers Association.

NOTICE TO ASIAN INVESTORS:

For Recipients where this document is distributed by Société Générale, Hong Kong Branch: This document is distributed by the Hong Kong Branch of Société Générale, a bank licensed by the Hong Kong Monetary Authority.  Société Générale is a public limited company incorporated in France, acting through its Hong Kong branch, whose principal place of business is 38/F, Three Pacific Place, 1 Queen’s Road East, Hong Kong. 

For Recipients in Hong Kong: This document is issued solely to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made under that Ordinance.

For Recipients in Singapore: This document is distributed by Société Générale and may only be provided to accredited investors, expert investors and institutional investors, as defined in Section 4A of the Securities and Futures Act. If you wish to discuss this document or effect transactions in any security discussed herein, you should do so with or through MAS licensed representatives of Société Générale. If you are an accredited investor or expert investor, please be informed that in our dealings with you, we are relying on certain exemptions to the Financial Advisers Act (“FAA”) - (1) the exemption in Regulation 33 of the Financial Advisers Regulations (“FAR”), which exempts us from complying with Section 25 of the FAA on disclosure of product information to clients; (2) the exemption set out in Regulation 34 of the FAR, which exempts us from complying with Section 27 of the FAA on recommendations; and (3) the exemption set out in Regulation 35 of the FAR, which exempts us from complying with Section 36 of the FAA on disclosure of certain interests in securities.

Notice to Korean Investors Receiving this document: This document is distributed by Société Générale, Hong Kong Branch outside Korea and intended only for Korean financial institutions holding the dealing or brokerage business licence under the Financial Investment and Capital Market Act of Korea and the Enforcement Decree thereof. Société Générale, Hong Kong Branch is a bank licensed by the Hong Kong Monetary Authority. The product mentioned in this document may not be eligible or suitable for all types of investors. This document is not intended for private customers.
For Korean Investors Receiving this Document from Singapore: This document is distributed by Société Générale outside Korea and intended only for Korean financial institutions holding the dealing or brokerage business licence under the Financial Investment and Capital Market Act of Korea and the Enforcement Decree thereof.  The product mentioned in this document may not be eligible or suitable for all types of investors. This document is not intended for private customers.

For Recipients in Japan: This document is distributed in Japan by Société Générale Securities Japan Limited or Société Générale, Tokyo Branch, which is regulated by the Financial Services Agency of Japan. This document is intended only for the Professional Investors as defined by the Financial Instruments and Exchange Act in Japan and only for those people to whom it is sent directly by Société Générale Securities Japan Limited or Société Générale, Tokyo Branch, and under no circumstances should it be forwarded to any third party.

For Recipients in China receiving this document from Société Générale (China) Limited: This document has been prepared and distributed by Société Générale (China) Limited. The products and services mentioned in this document may not be able to be provided in China. Any products or services mentioned in this document to be provided are subject to laws and regulations and regulator's requirements in China, as well as the formally executed legal documents (if any).

For Documents distributed to clients in Australia:  Notice to Australian investors: This document is distributed by Société Générale (ABN 71 092 516 286).  Société Générale holds an AFSL no. 511956 issued under the Corporations Act 2001 (Cth) (“Act”). Société Générale is a foreign Authorised Deposit-Taking Institution under the Banking Act 1959 (Cth) and any products described in this document which are issued by Société Générale do not form deposits or other funds of Société Générale. No entity described in this document (aside from Société Générale) is an Authorised Deposit-Taking Institution and the transactions which may be proposed and products which may be issued as described in this document do not form deposits or other funds of Société Générale. Unless this document expressly provides that Société Générale will provide a guarantee, Société Générale does not guarantee the obligations of any other entity described in this document in respect of any proposed transactions or products and those obligations do not represent liabilities of Société Générale.  This document is provided to you on the basis that you are a 'wholesale client' within the meaning of section 761G of the Act

For Resident Indian Investors: This document has been provided to you the capabilities of Société Générale and its subsidiaries or affiliates and is offered in India to only those Resident Indian Clients who have or who have sought the requisite approvals from the Reserve Bank of India or any other competent authorities under the applicable laws and regulations. All the products mentioned in this document may not be available to you.

For Documents Distributed in Taiwan: This document has been provided to you as a result of reverse enquiry and may only be distributed to “professional institutional investors” within the meaning provided in the applicable regulations in Taiwan. The product(s) or service(s), if any, mentioned in this document are subject to laws and regulations and regulator’s requirements in Taiwan and may not be eligible or available for sale in Taiwan.

For Recipients in Malaysia: This material has been provided to you at your specific request. This material has not been or will not be registered or filed under the securities law or with any securities regulatory authority in Malaysia. Under no circumstances shall this material constitute an offer in Malaysia to sell or the solicitation in Malaysia of an offer to buy, the products described herein.

For Recipients in Indonesia: This document has been prepared and distributed by Société Générale as a result of reverse enquiry by you. None of this document (the “Document”) has been or will be registered or filed under the securities law or with any securities regulatory authority of any jurisdiction. This Document is not an offer or sale and is for information only. The Document has not been approved or disapproved by the Financial Services Authority (Otoritas Jasa Keuangan – “OJK”), and OJK has not passed upon or endorsed the merits of this Document or the accuracy or the adequacy of this Document. The securities herewith will be subject to restrictions and obligations on transfer as set forth in this Document, and by receiving this Document you agree to comply fully with such restrictions and obligations. Investors should make their own investigations into the relevant terms in the Document and, in deciding whether to purchase the securities, investors should form their own views of the merits of such investment based upon such investigation and not in reliance solely upon any information given in this Document. The products herein have not been registered for sale to the Indonesian public and the services to be rendered are not meant to be originated from licensed bodies in Indonesia.

For Recipients in Vietnam: This document has been prepared and distributed by Société Générale. (i) This document is intended for general circulation. (ii) This document does not take into account the specific investment objectives, financial situation or particular needs of any particular person. (iii) This document does not contemplate an offer to sell any investment product in Vietnam.  No offer to purchase any investment products will be made in Vietnam and this document is intended to be read by the addressees only and must not be passed to, issued to, or shown to the public generally. (iv) Investment in products mentioned in this document does not carry any assurance that investors will make a profit.  Investors should themselves carefully consider the risks and the level of those risks before making any decision to invest in such product. (v) Advice should be sought from a financial adviser regarding the suitability of the investment product, taking into account the specific investment objectives, financial situation or particular needs of any person in receipt of this material, before the person makes a commitment to purchase the investment product. (vi) You are responsible for obtaining all necessary permits and approvals required by the laws of Vietnam.

For Recipients in Brunei: This document has been prepared and distributed by Société Générale. This document does not, and is not intended to constitute an invitation, offer, sale or delivery of shares or other securities or interests in funds in Brunei Darussalam. This document is not intended to be a prospectus and is for information purposes only. This document has neither been delivered to, licensed or permitted by Authoriti Monetari Brunei Darussalam, nor has it been registered with the Registrar of Companies. As such, it must not be distributed or redistributed to and may not be relied upon or used by any person in Brunei Darussalam other than the person to whom it is directly communicated and who belongs to the class of persons as defined under Section 20 of the Brunei Securities Market Order, 2013.

For Recipients in Philippines: This document has been prepared and distributed by Société Générale as a result of reverse enquiry by you.

For Recipients in Thailand receiving this document from offshore: This document has been prepared and distributed by Société Générale solely at your request. This document is not intended to be either an offer, sale, or invitation for subscription or purchase of the securities or any regulated financial services in Thailand. Neither Société Générale, any representatives, directors, employees of Société Générale nor any other entities affiliated with Société Générale make any representations or warranties, expressed or implied, with respect to the completeness or accuracy of any of the information contained in this document or any other information (whether communicated in written or oral form) transferred or made available to you.
 

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