Securities and Futures (Market Conduct) (Exemption for Stabilising Action in respect of Dealings in Notes) (No. 53) Regulations 2005

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No. S 754

Securities and Futures Act

(Chapter 289)

Securities and Futures (Market Conduct) (Exemption for Stabilising Action in Respect of Dealings in Notes) (No. 53) Regulations 2005

In exercise of the powers conferred by section 337(1) of the Securities and Futures Act, the Monetary Authority of Singapore hereby makes the following Regulations:

Citation and commencement

1. These Regulations may be cited as the Securities and Futures (Market Conduct) (Exemption for Stabilising Action in respect of Dealings in Notes) (No. 53) Regulations 2005 and shall come into operation on 1st December 2005.

Definitions

2. In these Regulations, unless the context otherwise requires —

“2013 Floating Rate Notes” means the 7-year 6-month floating rate guaranteed senior notes due June 2013 to be issued by Avago Technologies Finance Pte. Ltd., Avago Technologies U.S. Inc. and Avago Technologies Wireless (U.S.A.) Manufacturing Inc. for a principal amount of up to US$500 million, which are guaranteed by the relevant subsidiaries of Avago Technologies Finance Pte. Ltd.;

“2013 Fixed Rate Notes” means the 8-year fixed rate guaranteed senior notes due December 2013 to be issued by Avago Technologies Finance Pte. Ltd., Avago Technologies U.S. Inc. and Avago Technologies Wireless (U.S.A.) Manufacturing Inc. for a principal amount of up to US$800 million, which are guaranteed by the relevant subsidiaries of Avago Technologies Finance Pte. Ltd.;

“2015 Fixed Rate Notes” means the 10-year fixed rate guaranteed senior subordinated notes due December 2015 to be issued by Avago Technologies Finance Pte. Ltd., Avago Technologies U.S. Inc. and Avago Technologies Wireless (U.S.A.) Manufacturing Inc. for a principal amount of up to US$600 million, which are guaranteed by the relevant subsidiaries of Avago Technologies Finance Pte. Ltd.;

“relevant subsidiaries” means the entities set out in the Schedule;

“securities” has the same meaning as in section 239(1) of the Act;

“stabilising action” means an action taken in Singapore or elsewhere by Lehman Brothers Inc., Citigroup Global Markets Singapore Pte. Ltd. and Credit Suisse First Boston (Singapore) Limited, or any of their related corporations, to buy, or to offer or agree to buy —

(a)	any of the 2013 Floating Rate Notes, in order to stabilise or maintain the market price of the 2013 Floating Rate Notes in Singapore or elsewhere;
(b)	any of the 2013 Fixed Rate Notes in order to stabilise or maintain the market price of the 2013 Fixed Rate Notes in Singapore or elsewhere; or
(c)	any of the 2015 Fixed Rate Notes in order to stabilise or maintain the market price of the 2015 Fixed Rate Notes in Singapore or elsewhere.

Exemption

3.—(1) Sections 197 and 198 of the Act shall not apply to any stabilising action taken in respect of any of the 2013 Floating Rate Notes, within 30 days from the date of issue of the 2013 Floating Rate Notes, with —

(a)	an institutional investor;
(b)	a relevant person as defined in section 275(2) of the Act; or
(c)	a person who acquires the 2013 Floating Rate Notes as principal, if the consideration for the acquisition is not less than $200,000 (or its equivalent in a foreign currency) for each transaction, whether such amount is paid for in cash or by exchange of securities or other assets.

(2) Sections 197 and 198 of the Act shall not apply to any stabilising action taken in respect of any of the 2013 Fixed Rate Notes, within 30 days from the date of issue of the 2013 Fixed Rate Notes, with —

(a)	an institutional investor;
(b)	a relevant person as defined in section 275(2) of the Act; or
(c)	a person who acquires the 2013 Fixed Rate Notes as principal, if the consideration for the acquisition is not less than $200,000 (or its equivalent in a foreign currency) for each transaction, whether such amount is paid for in cash or by exchange of securities or other assets.

(3) Sections 197 and 198 of the Act shall not apply to any stabilising action taken in respect of any of the 2015 Fixed Rate Notes, within 30 days from the date of issue of the 2015 Fixed Rate Notes, with —

(a)	an institutional investor;
(b)	a relevant person as defined in section 275(2) of the Act; or
(c)	a person who acquires the 2015 Fixed Rate Notes as principal, if the consideration for the acquisition is not less than $200,000 (or its equivalent in a foreign currency) for each transaction, whether such amount is paid for in cash or by exchange of securities or other assets.

Made this 28th day of November 2005.

HENG SWEE KEAT

Managing Director,
Monetary Authority of Singapore.

[SFD CFD 014/99; AG/LEG/SL/289/2005/1 Vol. 8]

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