A AND THIS OFFERING MEMORANDUM MAY ONLY BE CIRCULATED TO SELECTED INDIVIDUALS. NOTICE TO RESIDENTS OF SPAIN THE SVCS HAVE NOT BEEN REGISTERED WITH THE SPANISH SECURITIES MARKET COMMISSION ("CNMV"). THEREFORE, THE SVCS MAY NOT BE OFFERED, DISTRIBUTED OR SOLD IN SPAIN UNLESS SUCH OFFER, DISTRIBUTION OR SALE IS MADE IN CIRCUMSTANCES WHI