Uniper : Prospectus dated April 11 2024

Debt Issuance Programme Base Prospectus dated 11 April 2024 (the "Date of Approval")

This document constitutes a base prospectus for the purposes of Article 8 of the Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017, as amended (the "Prospectus Regulation") in respect of non-equity securities within the meaning of Article 2 (c) of the Prospectus Regulation (the "Base Prospectus").

Uniper SE

(Düsseldorf, Federal Republic of Germany)

as Issuer

EUR 2,000,000,000

Debt Issuance Programme

Under the EUR 2,000,000,000 Debt Issuance Programme described in this Base Prospectus (the "Programme"), Uniper SE ("Uniper" or "Issuer") may from time to time issue notes in bearer form (the "Notes"). The aggregate principal amount of Notes outstanding will not at any time exceed EUR 2,000,000,000 (or the equivalent in other currencies).

Application has been made to list Notes to be issued under the Programme on the official list of the Luxembourg Stock Exchange and trade Notes on the market of the Luxembourg Stock Exchange appearing on the list of regulated markets issued by the European Commission (Regulated Market "Bourse de Luxembourg") (the "Regulated Market"). The Luxembourg Stock Exchange's Regulated Market is a regulated market for the purposes of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and amending Directive 2016/97/EU and Directive 2014/65/EU (as amended, "MiFID II"). Notes issued under the Programme may also be listed and traded on other stock exchanges or may not be listed at all.

This Base Prospectus has been approved by the Commission de Surveillance du Secteur Financier of the Grand Duchy of Luxembourg (the "CSSF"), as competent authority under the Prospectus Regulation and under the Luxembourg act relating to prospectuses for securities dated 16 July 2019 (Loi du 16 juillet 2019 relative aux prospectus pour valeurs mobilières et portant mise en oeuvre du règlement (EU) 2017/1129, the "Luxembourg Prospectus Law"). The CSSF only approves this Base Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation. Such approval should not be considered as an endorsement of the economic or financial opportunity of the operation or the quality and solvency of the Issuer or of the quality of the Notes that are the subject of this Base Prospectus. Investors should make their own assessment as to the suitability of investing in the Notes.

By approving this Base Prospectus, the CSSF does not assume any responsibility as to the economic and financial soundness of any issue of Notes under the Programme and the quality or solvency of the Issuer.

Arranger

Deutsche Bank

Dealers

BNP PARIBAS	BofA Securities	Citigroup
Commerzbank	Deutsche Bank	DZ BANK AG
Goldman Sachs	ING	J.P. Morgan
Bank Europe SE
Landesbank Baden-	Mizuho	Morgan Stanley
Württemberg
MUFG	NATIXIS	Santander Corporate &
Investment Banking
SEB	SMBC	UniCredit

This Base Prospectus and any supplement hereto will be published in electronic form on the website of the Luxembourg Stock Exchange (http://www.luxse.com) and on the website of the Issuer (http://www.uniper.energy/investors/credit/financing- instruments). For the avoidance of doubt, the content of the aforementioned websites does not form part of this Base Prospectus.

This Base Prospectus is valid for a period of twelve months from its Date of Approval.

The validity ends upon expiration of 11 April 2025, provided that it is completed by any supplement pursuant to Article 23 of the Prospectus Regulation. There is no obligation to supplement the Base Prospectus in the event of significant new factors, material mistakes or material inaccuracies when the Base Prospectus is no longer valid.

Potential investors should be aware that any website referred to in this Base Prospectus does not form part of this Base Prospectus and has not been scrutinised or approved by the CSSF.

IMPORTANT NOTICE

This Base Prospectus should be read and understood in conjunction with any documents incorporated herein by reference and with any supplement hereto. Full information on the Issuer and any Tranche (as defined below) of Notes is only available on the basis of the combination of this Base Prospectus (including any document incorporated by reference and any supplement) and the relevant Final Terms.

The Issuer has confirmed to the Dealers set forth on the cover page and any dealer which will be appointed under the Programme that this Base Prospectus contains all necessary information which is material to an investor for making an informed assessment of the assets and liabilities, financial position, profit and losses and prospects of the Issuer and the rights attaching to the Notes which is material in the context of the Programme; that the information contained herein with respect to the Issuer and the Notes is accurate and complete in all material respects and is not misleading; that any opinions and intentions expressed herein are honestly held; that there are no other facts with respect to the Issuer or the Notes, the omission of which would make this Base Prospectus as a whole or any of such information or the expression of any such opinions or intentions misleading; and that the Issuer has made all reasonable enquiries to ascertain all facts material for the purposes aforesaid.

The Issuer has undertaken with the Dealers to supplement this Base Prospectus or publish a new Base Prospectus if and when the information herein should become materially inaccurate or incomplete or in the event of any significant new factor, material mistake or material inaccuracy relating to the information included in this Base Prospectus which may affect the assessment of the Notes to be issued under the Programme and which arises or is noted between the time when this Base Prospectus has been approved and the trading of any Tranche of Notes on a regulated market begins.

No person has been authorised to give any information which is not contained in or not consistent with this Base Prospectus or any other document entered into in relation to the Programme or any information supplied by the Issuer or any other information in the public domain and, if given or made, such information must not be relied upon as having been authorised by the Issuer, the Dealers or any of them.

Neither the Arranger nor any Dealer nor any other person mentioned in this Base Prospectus, excluding the Issuer, is responsible for the information contained in this Base Prospectus or any document incorporated herein by reference or any supplement hereto, or any Final Terms, and accordingly, and to the extent permitted by the laws of any relevant jurisdiction, none of these persons accepts any responsibility for the accuracy and completeness of the information contained in any of these documents. This Base Prospectus is valid for twelve months following its Date of Approval and this Base Prospectus and any supplement hereto as well as any Final Terms reflect the status as of their respective dates of issue. The delivery of this Base Prospectus or any Final Terms and the offering, sale or delivery of any Notes may not be taken as an implication that the information contained in such documents is accurate and complete subsequent to their respective dates of issue or that there has been no adverse change in the financial situation of the Issuer since such date or that any other information supplied in connection with the Programme is accurate at any time subsequent to the date on which it is supplied or, if different, the date indicated in the document containing the same.

None of the Issuer, the Arranger or any of the Dealers makes any representation as to the suitability of any green bonds, including the listing or admission to trading thereof on any dedicated 'green', 'environmental', 'sustainable', 'social' or other equivalently-labelled segment of any stock exchange or securities market, to fulfil any green, social, environmental or sustainability criteria required by any prospective investors. The Arranger and the Dealers have not undertaken, nor are they responsible for, any assessment of the eligibility criteria for Green Projects (as defined below), any verification of whether the Green Projects meet such criteria, the monitoring of the use of proceeds of any green bonds (or amounts equal thereto) or the allocation of the proceeds by the Issuer to particular Green Projects. No assurance is given by the Issuer, the Arranger or the Dealers or any other person that the use of the proceeds of issue of any green bonds will satisfy, whether in whole or in part, any present or future investor expectations or requirements as regards any investment criteria or guidelines with which any investor or its investments are required to comply. Investors should refer to the relevant green bond framework of the Issuer, any second party opinion delivered in respect thereof, and any public reporting by or on behalf of the Issuer in respect of the application of the proceeds of any issue of green bonds for further information. Any relevant green bond framework and/or second party opinion and/or public

(i)

reporting will not be incorporated by reference in this Base Prospectus and neither the Arranger nor any of the Dealers makes any representation as to the suitability or contents thereof.

The language of this Base Prospectus and any supplement hereto is English. The German versions of the English language sets of Terms and Conditions of the Notes and the Form of Final Terms are set out in this Base Prospectus for additional information. As to form and content, and all rights and obligations of the Holders and the Issuer under the Notes to be issued, German shall be the binding and prevailing language if so specified in the relevant Final Terms.

The distribution of this Base Prospectus, any supplement hereto, and any Final Terms and the offering, sale and delivery of Notes in certain jurisdictions may be restricted by law. Persons into whose possession this Base Prospectus, any supplement hereto, or any Final Terms come are required to inform themselves about and observe any such restrictions.

For a description of the restrictions applicable in the United States of America, the European Economic Area, the United Kingdom and Japan see "Selling Restrictions".

The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States. The Notes may not be offered, sold or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act ("Regulation S")) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

The Notes are subject to U.S. tax law requirements and may not be offered, sold or delivered within the United States or its possessions or to a U.S. person, except in certain transactions permitted by U.S. tax regulations.

This Base Prospectus and any supplement hereto may only be used for the purpose for which they have been published.

This Base Prospectus and any supplement hereto and any Final Terms may not be used for the purpose of an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such an offer or solicitation.

This Base Prospectus, any supplement hereto and any Final Terms do not constitute an offer or an invitation by or on behalf of the Issuer or any Dealer to subscribe for or purchase any Notes.

Stabilisation Manager

In connection with the issue of any Tranche of Notes, the Dealer or Dealers (if any) named as stabilisation manager(s) (or a person acting on behalf of any stabilisation manager(s)) in the applicable Final Terms may over-allot Notes or effect transactions with a view to supporting the market price of the Notes at a level higher than that which might otherwise prevail. However, stabilisation may not necessarily occur. Any stabilisation action may begin on or after the date on which adequate public disclosure of the terms of the offer of the relevant Tranche of Notes is made and, if begun, may cease at any time, but it must end no later than the earlier of 30 days after the Issue Date of the relevant Tranche and 60 days after the date of the allotment of the relevant Tranche of Notes. Any stabilisation action or over-allotment must be conducted by the relevant stabilisation manager(s) (or person(s) acting on behalf of any stabilisation manager(s)) in accordance with all applicable laws and rules.

Forward-Looking Statements

This Base Prospectus contains certain forward-looking statements. A forward-looking statement is a statement that does not relate to historical facts and events. They are based on analyses or forecasts of future results and estimates of amounts not yet determinable or foreseeable. These forward-looking statements are identified by the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "predict", "project", "will" and similar terms and phrases, including references and assumptions. This applies, in particular, to statements in this Base Prospectus containing information on future earning capacity, plans and expectations regarding the Issuer's business and management, its growth and profitability, and general economic and regulatory conditions and other factors that affect it.

(ii)

Forward-looking statements in this Base Prospectus are based on current estimates and assumptions that the Issuer makes to the best of its present knowledge. These forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results, including Uniper's financial condition and results of operations, to differ materially from and be worse than results that have expressly or implicitly been assumed or described in these forward-looking statements. Uniper's business is also subject to a number of risks and uncertainties that could cause a forward-looking statement, estimate or prediction in this Base Prospectus to become inaccurate. Accordingly, investors are strongly advised to read the following sections of this Base Prospectus: "Risk Factors" and "Description of the Issuer" and such parts of the documents incorporated by reference into this Base Prospectus as set out under "Documents Incorporated by Reference" below. These sections include more detailed descriptions of factors that might have an impact on Uniper's business and the markets in which it operates.

In light of these risks, uncertainties and assumptions, future events described in this Base Prospectus may not occur. In addition, neither the Issuer nor the Dealers assume any obligation, except as required by law, to update any forward-looking statement or to conform these forward-looking statements to actual events or developments.

Each potential investor in the Notes must determine the suitability of that investment in light of its own circumstances. In particular, each potential investor should:

1. have sufficient knowledge and experience to make a meaningful evaluation of the relevant Notes, the merits and risks of investing in the relevant Notes and the information contained or incorporated by reference into this Base Prospectus or any supplement hereto;
2. have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its particular financial situation and the investment(s) it is considering, an investment in the Notes and the impact the Notes will have on its overall investment portfolio;
3. have sufficient financial resources and liquidity to bear all of the risks of an investment in the relevant Notes, including where the currency for principal or interest payments is different from the potential investor's currency;
4. understand thoroughly the terms of the relevant Notes and be familiar with the behaviour of financial markets;
5. be aware that it may be required to pay taxes or other documentary charges or duties in accordance with the laws and practices of the country where the Notes are transferred or other jurisdictions;
6. ask for its own tax adviser's advice on its individual taxation with respect to the acquisition, sale and redemption of the Notes; and
7. be able to evaluate (either alone or with the help of a financial adviser) possible scenarios for economic, interest rate and other factors that may affect its investment and its ability to bear the applicable risks.

Prohibition of Sales to EEA Retail Investors

If the Final Terms in respect of any Notes include a legend entitled "Prohibition of Sales to EEA Retail Investors", the Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/ EU (as amended, "MiFID II"); (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (as amended, the "Prospectus Regulation"). Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

(iii)

MiFID II product governance / target market

The Final Terms in respect of any Notes may include a legend entitled "MiFID II Product Governance" which will outline the target market assessment in respect of the Notes and which channels for distribution of the Notes are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the target market assessment) and determining appropriate distribution channels.

A determination will be made in relation to each issue about whether, for the purpose of the MiFID Product Governance rules under EU Delegated Directive 2017/593, as amended (the "MiFID Product Governance Rules"), any Dealer subscribing for any Notes is a manufacturer in respect of such Notes, but otherwise neither the Arranger nor the Dealers nor any of their respective affiliates will be a manufacturer for the purpose of the MiFID Product Governance Rules.

Prohibition of Sales to United Kingdom Retail Investors

If the Final Terms in respect of any Notes include a legend entitled "Prohibition of Sale to UK Retail Investors", the Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom ("UK").

For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (8) of Article 2(1) of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA"); (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000, as amended (the "FSMA") and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA; or (iii) not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA. Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

United Kingdom MiFIR product governance / target market

The Final Terms in respect of any Notes will include a legend entitled "UK MiFIR Product Governance" which will outline the target market assessment in respect of the Notes and which channels for distribution of the Notes are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the target market assessment; however, a distributor subject to the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK MiFIR Product Governance Rules") is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the target market assessment) and determining appropriate distribution channels.

A determination will be made in relation to each issue about whether, for the purpose of the UK MiFIR Product Governance Rules, any Dealer subscribing for any Notes is a manufacturer in respect of such Notes, but otherwise neither the Arranger nor the Dealers nor any of their respective affiliates will be a manufacturer for the purpose of the UK MiFIR Product Governance Rules.

Notice to Canadian Investors

The Notes may be sold only to purchasers purchasing, or deemed to be purchasing, as principal that are accredited investors, as defined in National Instrument 45-106 Prospectus Exemptions or subsection 73.3(1) of the Securities Act (Ontario), and are permitted clients, as defined in National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations. Any resale of the Notes must be made in accordance with an exemption from, or in a transaction not subject to, the prospectus requirements of applicable securities laws. Securities legislation in certain provinces or territories of Canada may provide a purchaser with remedies for rescission or damages if this Base

(iv)

Prospectus (including any amendment thereto) contains a misrepresentation, provided that the remedies for rescission or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser's province or territory. The purchaser should refer to any applicable provisions of the securities legislation of the purchaser's province or territory for particulars of these rights or consult with a legal advisor. If applicable, pursuant to section 3A.3 (or, in the case of securities issued or guaranteed by the government of a non-Canadian jurisdiction, section 3A.4) of National Instrument 33-105 Underwriting Conflicts (NI 33-105), the Dealers are not required to comply with the disclosure requirements of NI 33-105 regarding underwriter conflicts of interest in connection with this offering.

Notification under Section 309(B)(1) of the Securities and Futures Act 2001 of Singapore (THE

"SFA")

Unless otherwise stated in the Final Terms in respect of any Notes, all Notes issued or to be issued under the Programme shall be prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in the Monetary Authority of Singapore (the "MAS") Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).

Benchmarks Register

Interest amounts payable under floating rate Notes may be calculated by reference to (i) EURIBOR, which is currently provided by European Money Markets Institute ("EMMI") or (ii) STIBOR, which is currently provided by Swedish Financial Benchmark Facility ("SFBF") or (iii) the Sterling Overnight Index Average ("SONIA"), which is currently provided by the Bank of England, or (iv) the Secured Overnight Financing Rate ("SOFR"), which is currently provided by the Federal Reserve Bank of New York, or (v) the Euro-Short Term Rate ("€STR"), which is published by the European Central Bank. As at the date of this Base Prospectus, the Bank of England, the Federal Reserve Bank of New York and the European Central Bank do not appear on the register of administrators and benchmarks established and maintained by the European Securities and Markets Authority ("ESMA") pursuant to Article 36 of the Benchmarks Regulation (Regulation (EU) 2016/1011) (the "Benchmarks Regulation") while EMMI and SFBF have been included therein. The relevant Final Terms will specify whether the relevant administrator or the administrator of a successor reference rate to Euro Interbank Offered Rate (EURIBOR®), CMS, SONIA®, SOFR®, €STR® or the administrator of another relevant index deemed a benchmark appear in the Benchmarks Register as of the date of such Final Terms, if relevant.

Alternative Performance Measures

Certain financial measures presented in this Base Prospectus and in the documents incorporated by reference are not recognised financial measures under International Financial Reporting Standards as adopted by the European Union ("EU") ("IFRS") ("APM") and may therefore not be considered as an alternative to the financial measures defined in accordance with IFRS. The APMs are intended to supplement investors' understanding of the Issuer's financial information by providing measures which investors, financial analysts and management use to help evaluate the Issuer's financial leverage and operating performance. Non-operating items which the Issuer does not believe to be indicative of ongoing business performance are excluded from these calculations so that investors can better evaluate and analyse historical and future business trends on a consistent basis. Definitions of these APMs may not be comparable to similar definitions used by other companies and are not a substitute for similar measures according to IFRS. Investors are cautioned not to place undue reliance on these APMs and are also advised to review them in conjunction with the financial statements of the Issuer.

ESG Ratings

Uniper's exposure to Environmental, Social and Governance ("ESG") risks and the related management arrangements established to mitigate those risks will be assessed by one or more agencies through Environmental, Social and Governance ratings ("ESG Ratings").

ESG Ratings may vary amongst ESG Ratings agencies as the methodologies used to determine ESG Ratings may differ.

Uniper's ESG Ratings will not necessarily be indicative of its current or future operating or financial

(v)

performance, or any future ability to service the Notes and are only current as of the dates on which they will be issued. Prospective investors must determine for themselves the relevance of any such ESG Ratings information in making an investment decision. Furthermore, ESG Ratings shall not be deemed to be a recommendation by the Issuer, the Dealers or any other person to buy, sell or hold the Notes. Currently, the providers of such ESG Ratings are not subject to any regulatory or other similar oversight in respect of their determination and award of ESG Ratings.

(vi)

Sustainability-Linked Financing Framework and Second Party Opinion

Prior to any issuance of Sustainability-linked Notes (as defined below), the Issuer will ensure that both, its sustainability-linked financing framework (the "Sustainability-LinkedFinancing Framework") and the second party opinion relating thereto (the "Second Party Opinion") will be published on its website to support the future issuance of any Sustainability-linked Notes as well as to support the Issuer's ESG corporate strategy.

The second party opinion providers and providers of similar opinions and certifications are currently not subject to any specific regulatory or other regime or oversight. The Second Party Opinion and any such other opinion or certification is not, nor should be deemed to be, a recommendation by the Issuer, the Arranger, the Dealers, any green or ESG structuring agent or any second party opinion provider, the Independent Verifier (as defined in the relevant Terms and Conditions) or any other person to buy, sell or hold any Sustainability-linked Notes.

No assurance or representation is given by the Issuer, the Arranger, the Dealers, any green or ESG structuring agent or any second party opinion provider or the Independent Verifier (as defined in the relevant Terms and Conditions) as to the suitability or reliability for any purpose whatsoever of any opinion, report or certification of any third party in connection with the offering of Sustainability-linked Notes or the Sustainability Performance Target to fulfil any social, sustainability, sustainability-linked and/or other criteria. Any such opinion, report or certification is not, nor shall it be deemed to be, incorporated in and/or form part of this Base Prospectus.

Holders of any such Sustainability-linked Notes have no recourse against the Issuer, the Arranger, the Dealers, any green or ESG structuring agent or any second party opinion provider, the Independent Verifier (as defined in the relevant Terms and Conditions), the provider of any opinion, certification or verification for the contents of any such opinion, certification or verification, which is only current as at the date it was initially issued. Prospective investors must determine for themselves the relevance of any such opinion, certification or verification and/or the information contained therein and/or the provider of such opinion or certification for the purpose of any investment in the Sustainability-linked Notes.

Any relevant Sustainability-Linked Financing Framework and/or Second Party Opinion and/or public reporting will not be incorporated by reference in this Base Prospectus and neither the Arranger nor any of the Dealers makes any representation as to the suitability or contents thereof.

(vii)

TABLE OF CONTENTS
General Description of the Programme	1
Responsibility Statement	3
Risk Factors	4
Risk Factors Relating to the Issuer	4
Risk Factors Relating to the Notes	9
Issue Procedures	16
Conditions of the Notes - English Language Version	18
Option I - Conditions that Apply to Notes with Fixed Interest Rates	19
Option II - Conditions that Apply to Notes with Floating Interest Rates	47
Conditions of the Notes - German Language Version	75
Option I - Bedingungen für Schuldverschreibungen mit fester Verzinsung	75
Option II - Bedingungen für Schuldverschreibungen mit variabler Verzinsung	107
Form of Final Terms	137
Description of Rules Regarding Resolutions of Holders	167
Description of the Issuer	169
Use of Proceeds	191
Warning Regarding Taxation	192
Selling Restrictions	193
Documents Incorporated by Reference	199
General Information	201
Names and Addresses	203