October 30, 2023 at 10:28 am EDT
Final Terms dated: 27 October 2023
WISDOMTREE MULTI ASSET ISSUER PUBLIC LIMITED COMPANY
(a public company incorporated with limited liability in Ireland)
5,700 WisdomTree WTI Crude Oil 3x Daily Leveraged Securities
pursuant to the
Collateralised ETP Securities Programme
(the "ETP Securities")
This document constitutes the Final Terms of the ETP Securities described herein.
The Base Prospectus referred to below (as completed by these Final Terms) has been prepared on the basis that any offer of ETP Securities in the United Kingdom or in any Member State of the EEA (each, a "Relevant Member State") will be made pursuant to an exemption under the Prospectus Regulation or the UK Prospectus Regulation from the requirement to publish a prospectus for offers of the ETP Securities. Accordingly, any person making or intending to make an offer in the United Kingdom or in a Relevant Member State of the ETP Securities may only do so in circumstances in which no obligation arises for the Issuer or any dealer to publish a prospectus pursuant to Article 3 of the Prospectus Regulation or the UK Prospectus Regulation or supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer. Neither the Issuer not any Dealer has authorised, nor do they authorise, the making of any offer of the ETP Securities in any other circumstances.
The expression "Prospectus Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017.
The expression "UK Prospectus Regulation" means the UK version of Regulation (EU) No 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, which is part of UK law by virtue of the European Union (Withdrawal) Act 2018.
PART A - CONTRACTUAL TERMS
Terms used herein shall have the meanings given to them in the terms and conditions set forth in the Base Prospectus dated 2 August 2023 (the "Base Prospectus") which constitutes a base prospectus for the purposes of the Prospectus Regulation or the UK Prospectus Regulation. This document constitutes the Final Terms of the ETP Securities described herein for the purposes of Article 8(4) of the Prospectus Regulation and the UK Prospectus Regulation and must be read in conjunction with the Base Prospectus (and any supplement thereto).
Full information on the WisdomTree Multi Asset Issuer Public Limited Company (the "Issuer") and the offer of the ETP Securities is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus (together with any supplement thereto) is available on the website of the Issuer at http://www.wisdomtree.eu. Terms used in these Final Terms bear the same meaning as in the Base Prospectus.
The particulars in relation to this issue of ETP Securities are as follows:
- Class of ETP Securities to which these Final Terms apply:
- ETP Security Type:
- Relevant Currency:
WisdomTree WTI Crude Oil 3x Daily Leveraged
- Principal Amount:
- Number of ETP Securities to which these Final Terms apply:
- Issue Date:
- Issue Price:
- Form of ETP Securities:
31 October 2023
Regulation S Global Note registered in the name of a nominee for a
common depositary for Euroclear and Clearstream, Luxembourg.
New Global Note
Solactive WTI Crude Oil Commodity Futures SL Index
Product Leverage Factor:
13. Annual Management Fee Rate: 0.99 per cent. per annum
Daily Swap Rate:
0.005719 per cent. per day
Return on Collateral:
Fed Funds Effective Rate
Stock Borrow Rate:
Transaction Tax Rate:
Restrike Event Provisions
Severe Disruption Event
Severe Overnight Gap Event
Standard Trading Hours:
5:00 - 14:30 New York Time
Discretionary Index Change
Near Zero Price Event
Intraday Index Level Event
The Issuer accepts the responsibility for the information contained in these Final Terms.
Application has been made to Borsa Italiana S.p.A. for the ETP Securities to which these Final Terms apply to be admitted to listing on the Italian Stock Exchange, ETFplus market.
Application has been made to the Frankfurt Stock
Exchange (Frankfurter Wertpapierbörse) (the "Frankfurt Stock Exchange") for the ETP Securities to which these Final Terms apply to be admitted to listing and trading on the Regulated Market (Regulierter Markt General Standard) of the Frankfurt Stock Exchange.
The Central Bank has provided the competent authorities of Germany, Italy, Norway Luxembourg, Belgium, Denmark, Finland, France, the Netherlands, Poland, Spain, Sweden and Austria with a certificate of approval attesting that the Base Prospectus has been drawn up in accordance with the Prospectus Regulation.
PART B - OTHER INFORMATION
1. Listing and admission to trading: Application has been made for the ETP Securities to which these Final Terms apply to be admitted to the Official List of the UK Listing Authority and to be admitted to listing and trading on the Main Market of the London Stock Exchange.
Interests of natural and legal persons involved in the issue
So far as the Issuer is aware, no person involved in the offer of the ETP Securities has an interest material to the offer.
Additional Selling Restrictions:
5. Information about the past and the further performance of the Index and its volatility:
Information about the past and further performance of the index and its volatility can be obtained from:
6. Operational Information ISIN Code:
Names and addresses of additional Paying Agent(s) (if any):
Past and further information on the Solactive WTI Crude Oil Commodity Futures SL Index can be found at: https://solactive.com/downloads/guideline_solactive_com modity_futures.pdf
ICSD Paying Agent:
Citibank, N.A., London Branch
Canada Square, Canary Wharf
London E14 5LB
7. Additional information
No. Whilst the designation is specified as "No" at the date
of these Final Terms, should the Eurosystem eligibility
criteria be amended in the future such that the ETP
Securities are capable of meeting them the ETP
Securities may then be deposited with one of the ICSDs
as common safekeeper (and registered in the name of a
nominee of one of the ICSDs acting as common
safekeeper. Note that this does not necessarily mean that
the ETP Securities will then be recognised as eligible
collateral for Eurosystem monetary policy and intra day
credit operations by the Eurosystem at any time during
their life. Such recognition will depend upon the ECB
being satisfied that Eurosystem eligibility criteria have
Maximum Issue size
Number of ETP Securities currently
Minimum transferable amount
30 November 2062
871(m) ETP Securities
ANNEX - ISSUE SPECIFIC SUMMARY
Section A - Introduction and warnings
WisdomTree WTI Crude Oil 3x Daily Leveraged
4. Issuer: WisdomTree Multi Asset Issuer Public Limited Company (the "Issuer").
2nd Floor, Block 5 Irish Life Centre Abbey Street Lower, Dublin 1, D01P767,
7. Competent Central Bank of Ireland and the Financial Conduct Authority
of 2 August 2023
9. Warnings: (a) This summary should be read as an introduction to, and in conjunction with, the Base Prospectus;
- Any decision to invest in the securities should be based on a consideration of the Base Prospectus as a whole by the investor;
- the investor could lose all or part of the invested capital;
- where a claim relating to the information contained in a prospectus is brought before a court, the plaintiff investor might, under national law, have to bear the costs of translating the prospectus before the legal proceedings are initiated;
- civil liability attaches only to those persons who have tabled the summary including any translation thereof, but only where the summary is misleading, inaccurate or inconsistent, when read together with the other parts of the prospectus, or where it does not provide, when read together with the other parts of the prospectus, key information in order to aid investors when considering whether to invest in such securities;
- you are about to purchase a product that is not simple and may be difficult to understand.
Section B - Key information on the Issuer
Who is the issuer of the securities?
The Issuer is a public limited liability company incorporated in Ireland and
validly existing under the Irish Companies Act 2014 (as amended) (the
"Companies Act") with registered number 515981.
The Issuer's principal activity is the issuance and performance of
collateralised exchange traded securities ("ETP Securities"). The Issuer
has established a programme (the "Programme"), described in the Base
Prospectus, under which classes of ETP Securities (each, a "Class") may
be issued from time to time.
All the issued shares of the Issuer are directly or indirectly held by Link
Trustee Services (Jersey) Limited (the "Share Trustee") under the terms of
a Jersey law governed declaration of trust dated 28 September 2012 under
which the Share Trustee holds the benefit of the shares on trust for
charitable purposes. The Issuer is neither directly nor indirectly owned or
controlled by any other party to the programme.
Ernst & Young
What is the key financial information regarding the issuer?
Income statement for SPVs in relation to asset backed securities
31 Dec 2022
31 Dec 2021
Net Profit or loss
Balance sheet for SPVs in relation to asset backed securities
31 Dec 2022
31 Dec 2021
designated at fair value
through profit or loss
Derivative financial assets
Non-financial assets if
material to the entity's
designated at fair value
through profit or loss
What are the key risks that are specific to the issuer?
The Issuer is not an operating company. The Issuer is a special purpose vehicle with the sole business of issuing ETP Securities. The Issuer's only funds to make payments in respect of a Class of ETP Securities are the amounts received by it from the relevant Swap Provider(s) under the Swap Transactions entered into by the Issuer in relation to that Class.
In the event that the security created by the Issuer in favour of the ETP Securityholders of a Class (among others) is enforced, and the proceeds of such enforcement are, after making payment to all senior ranking creditors, insufficient to pay all amounts due to such ETP Securityholders in full, the Issuer shall have no liability, obligation or debt for any shortfall in payment and none of the ETP Securityholders or the Trustee (or any other party acting on their behalf) may take any further action to recover such amounts.
Section C - Key information on the Securities1
What are the main features of the securities?
The return on the ETP Securities is linked to the performance of Solactive
WTI Crude Oil Commodity Futures SL Index (the "Index").
The ETP Securities provide a 3 times leveraged long exposure linked to
the daily return of the Solactive WTI Crude Oil Commodity Futures SL
Index (the "Benchmark Index"). Further information on such index can
The ETP Securities are denominated in US dollars.
Each ETP Security has a Principal Amount of USD 0.0010000
Not applicable, the ETP Securities are freely transferable.
Rights attached to
The rights attached to the ETP Securities of a Class will be set out in the
terms and conditions of that Class (the "Conditions").
The Conditions of a Class of ETP Securities will address, among other
Payment of redemption amount
Each ETP Security gives the holder the right to receive the applicable
payment on its redemption, as described in C.9.
Status and Security
The ETP Securities of each Class will be limited recourse obligations of
the Issuer, ranking pari passu without preference among
Pursuant to the Trust Deed in respect of a Class of ETP Securities, the
Issuer will create security in respect of that Class in favour of the
all of the Issuer's rights, title, interest and benefit present and
future in, to and under the contractual documents relating to such Class
of ETP Securities (other than the Issuer's rights, title and interest in any
Collateral Pool Security Deed and the agreements subject to the security
created by any Collateral Pool Security Deed in respect of that Class of
ETP Securities); and
certain cash, property and contractual claims of the Issuer that
relate solely to that Class of ETP Securities,
as continuing security for the Issuer's obligations in relation to that Class
owed to the relevant ETP Securityholders and the Trustee itself.
In addition to the security created by the applicable Trust Deed, the
Issuer will, pursuant to a separate security deed entered into between
the Issuer, the Security Trustee, the Manager and each Swap Provider
(the "Collateral Pool Security Deed"), create security in respect of each
Class of ETP Securities hedged by a Swap Transaction entered into by
the Issuer under the same Swap Agreement (each, a "Connected
Class") in favour of the Security Trustee over:
- all of the Issuer's rights, title, interest and benefit present and future in, to and under the Swap Agreement (including the Credit Support Document relating thereto), the Swap Provider Agreement, such Collateral Pool Security Deed, the relevant Collateral Administration Agreement and any agreement under which a Liquidation Agent is appointed; and
- the collateral transferred by the relevant Swap Provider to the Issuer under the Credit Support Document between it and the Issuer and certain cash, property and contractual claims of the Issuer that relate solely to that Swap Agreement,
as continuing security for the Issuer's obligations owed to the ETP Securityholders of each Connected Class, such Swap Provider and the Security Trustee itself.
If, in relation to a Class of ETP Securities, the net proceeds of the realisation of the security created in respect of such Class by the applicable Trust Deed and each relevant Collateral Pool Security Deed are insufficient to pay all amounts owed by the Issuer to the secured creditors in respect of that Class, no other assets of the Issuer will be available to meet any shortfall and all outstanding claims of such secured creditors will be extinguished. No party will be entitled to take any further steps against the Issuer to recover any further sum.
The Trustee will apply the proceeds derived from the realisation of the assets that are the subject of the security constituted by a Trust Deed in the applicable order of priority under which amounts due to the ETP Securityholders will be subordinated to amounts due to the Trustee itself and any receiver, in each case in relation to the ETP Securities.
The Security Trustee will apply the proceeds derived from the realisation of the assets that are the subject of the security constituted by a Collateral Pool Security Deed in the applicable order of priority under which amounts due to the ETP Securityholders of each Connected Class (ranking pari passu without preference among themselves) will be subordinated to amounts due to the Security Trustee itself, any receiver, any Liquidation Agent and the relevant Swap Provider, in each case in relation to the ETP Securities of a Connected Class.
Events of Default
The occurrence of any of the following events with respect to a Class of ETP Securities will constitute an "Event of Default" with respect to such Class:
- the Issuer defaults in the payment of any sum due in respect of the ETP Securities or any of them for a period of 14 calendar days or more;
- the Issuer does not perform or comply with any one or more of its other obligations under the ETP Securities, the applicable Trust Deed, any other programme document or an applicable relevant Collateral Pool Security Deed, in certain cases continuing for a specified period of time after notice of such breach is given to the Issuer;
- any order shall be made by any competent court or any resolution passed for the winding-up or dissolution of the Issuer;
- an examiner is appointed in respect of the Issuer; or
- a Swap Transaction in respect of a Class of ETP Securities terminates prior to the Final Redemption Date of that Class following the occurrence of an event of default with respect to the Issuer;
- a Swap Transaction in respect of a Class of ETP Securities terminates prior to the Final Redemption Date of that Class following the occurrence of an event of default with respect to the relevant Swap Provider, and the Issuer is unable to enter into a replacement transaction with a Swap Provider on or prior to the 30th calendar day following such termination; or
- the Collateral Administrator has become bankrupt; or
- the Issuer fails to pay any termination payment due and payable by it to a Swap Provider in the event of the replacement of one or more terminated Swap Transactions.
If an Event of Default occurs, the Trustee may, or will in the case of an Event of Default described in (viii) above or otherwise if directed by the holders of such ETP Securities, provided that it has been indemnified and/or secured and/or prefunded to its satisfaction, declare such ETP Securities immediately due and payable at their Redemption Amount.
In addition, the Trustee will, if any Connected Class is declared due and payable prior to its scheduled date of redemption as a result of an event of default pursuant to its terms and conditions, provided that it has been indemnified and/or secured and/or prefunded to its satisfaction, declare each other Connected Class immediately due and payable at their Redemption Amount.
Meetings of holders
Meetings of the holders of a Class of ETP Securities may be convened to consider any matter affecting their interests. These provisions permit specified majorities of the ETP Securityholders attending or represented at any such meeting to pass resolutions binding all holders of such Class of ETP Securities, including holders who did not attend or vote at such meeting, or who voted against the passing of such resolutions.
Where will the securities be traded?
Application has been made for the ETP Securities to which these Final Terms apply to be admitted to the Official List of the UK Listing Authority and to be admitted to listing and trading on the Main Market of the London Stock Exchange.
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WisdomTree Multi Asset Issuer plc published this content on 30 October 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 October 2023 14:27:15 UTC.