Common use of Introduction Clause in Contracts

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund (the "Securities"). ISIN: JE00BLS2XG14 WKN: GP3MRG Common Code: 181992077 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 WKN: GP3MRG Common Code: 181992077 Underlying: FTIF - Franklin U.S. Opportunities Fund (ISIN: LU0109391861) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Quanto Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund Nestlé S.A. (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2VZ62 WKN: GP3MRG GP2LQY Common Code: 181992077 181984368 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022. Summary information – income statement Year ended 31 December 2023 (audited) Year ended 31 December 2022 and (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) (in millions USD) (in millions USD) Total assets 46,356 34,720 Total shareholder’s equity 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 6 1 Cash flows from financing activities N/A N/A Cash flows from investing activities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2VZ62 WKN: GP3MRG GP2LQY Common Code: 181992077 181984368 Underlying: FTIF - Franklin U.S. Opportunities Fund Nestlé S.A. (ISIN: LU0109391861CH0038863350) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World Select ESG 30 (Price EUR) Index (the "Securities"). ISIN: JE00BLS2XG14 XS2061599952 WKN: GP3MRG GK1T61 Valor: 117743196 Common Code: 181992077 206159995 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 8 July 2021 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-- ▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ Mertz and ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2020 and 31 December 2022 2019 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2020 for each of the two years in the period ended 31 December 2023 2020 and 31 December 2022 2019 and from the unaudited interim financial statements for the six months ended 30 June 20242021. *The Financial Statements 2019 of the Issuer have been prepared under United Kingdom Generally Accepted Accounting Practices ("U.K. GAAP") in accordance with FRS 101 Reduced Disclosure Framework ("FRS 101"). As such, the Issuer has prepared IFRS transition disclosures required by IFRS 1 (First-time adoption of International Financial Reporting Standards). Summary information±income statement Year ended 31 December 2020 (audited) Year ended 31 December 20 (audited) Six months ended 30 June 2021 (unaudited) Six months ended 30 June 2020 (unaudited) IFRS (in millions USD) IFRS (in millions USD) U.K. GAAP (in thousands USD) IFRS (in millions USD) IFRS (in millions USD) Selected incom statement data Operating profit/(loss) 38 (2) (1,919) 48 (12) Summary information ±balance sheet As of 31 December 2020 (audited) As of 31 December 201(audited) As of 30 June 2021 (unaudited) IFRS (in millions USD) IFRS (in millions USD) U.K. GAAP (in thousands USD) IFRS (in millions USD) Total assets 15,518 12,590 12,589,557 16,005 Total share 48 23 22,736 103 Summary information ±cash flow Year ended 31 December 2020 (audited) Year ended 31 December 20 (audited) Six months ended 30 June 2021 (unaudited) Six months ended 30 June 2020 (unaudited) IFRS (in millions USD) IFRS (in millions USD) U.K. GAAP (in thousands USD) IFRS (in millions USD) IFRS (in millions USD) Cash flows from operating activities (outflow) (131) (22) (21,192) 11 10 Cash flows from financing activities 125 25 25,000 0.0* 0.0* Cash flows from investing activities 0.0* 0.0* 0.0 0.0* 0.0* * As values are nil they are not included in the financial statements as of 31 December 2023 2020 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended as 30 June 20242021. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit lioqnuiidnitGyS.G’As rcerdeudcitti ratings could adversely affect GSFCI’s liquidity and competitive a position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt marketsGSCFbIy ’ansinablilitiy tqo aucciesds uinstecyured cdeobt umalrkdets, an inability to abn ienabiliitymtop access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 XS2061599952 WKN: GP3MRG GK1T61 Valor: 117743196 Common Code: 181992077 206159995 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World Select ESG 30 (ISINPrice EUR) Index (Reuters Code: LU0109391861.MIWO000S2PEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities EUR 5,000,000 The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Final Terms

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6BC064 WKN: GP3MRG GP2LJN Common Code: 181992077 181979348 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022. Summary information – income statement Year ended 31 December 2023 (audited) Year ended 31 December 2022 and (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) (in millions USD) (in millions USD) Total assets 46,356 34,720 Total shareholder’s equity 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 6 1 Cash flows from financing activities N/A N/A Cash flows from 0* 0* investing activities * As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6BC064 WKN: GP3MRG GP2LJN Common Code: 181992077 181979348 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3Q325‌ WKN: GP3MRG GP2K8G Common Code: 181992077 181491493 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. 2023.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ The Issuer is subject to the following key risks: Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x investors.‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities Securities‌ The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 WKN▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇: GP3MRG GP2K8G Common Code: 181992077 181491493 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities 5,000 Securities‌ The Securities have a fixed maturity. Rights attached to the Securities Securities‌ The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment‌ There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed

Appears in 1 contract

Sources: Final Terms

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund DAX® (Performance Index) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3LL51 WKN: GP3MRG GP2K9D Valor: 126294297 Common Code: 181992077 181487399 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242021. ** As values are nil they are not included in the financial statements as of 31 December 2023 2022 and in the financial statements as of 31 December 2022 and/or in 2021. The Issuer is subject to the interim financial statements for the six months ended 30 June 2024. following key risks: Operating profit/(loss) 62 profit 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 16,605 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 Cash flows from operating activities (outflow) 6 1 (210) 3 4 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 WKN▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇: GP3MRG GP2K9D Valor: 126294297 Common Code: 181992077 181487399 Underlying: FTIF - Franklin U.S. Opportunities Fund DAX® (ISINPerformance Index) (Reuters Code: LU0109391861.GDAXI) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2TL88 WKN: GP3MRG GP2K84 Common Code: 181992077 181492058 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. The Issuer is subject to the following key risks: Operating profit/(loss) 62 36 78 78 (1023) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 31 December 2021 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s shareh equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating operat- ing activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing financ- ing activities N/A N/A 200 0* 0* Cash flows from investing invest- ing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2TL88 WKN: GP3MRG GP2K84 Common Code: 181992077 181492058 Underlying: FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (ISINReuters Code: LU0109391861.SPX) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B9613 WKN: GP3MRG GP2LT0 Common Code: 181992077 181986824 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B9613 WKN: GP3MRG GP2LT0 Common Code: 181992077 181986824 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World Index (ISINReuters Code: LU0109391861.MIWO00000PUS) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B6Y89 WKN: GP3MRG GP2LNU Common Code: 181992077 181976535 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B6Y89 WKN: GP3MRG GP2LNU Common Code: 181992077 181976535 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2T305 WKN: GP3MRG GZ4V0M Valor: 34129610 Common Code: 181992077 181485540 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As as of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* 2022. The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment Operating profit/(loss) 78 38 (23) 48 Total assets 16,605 15,518 24,652 Total shareholder’s equity 184 48 817 Cash flows from operating activities (out- flow) 4 (131) 24 11 Cash flows from financing activities N/A 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2T305 WKN: GP3MRG GZ4V0M Valor: 34129610 Common Code: 181992077 181485540 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed early, whereby the Settlement Amount equals the Calculation Amount multiplied by the Settlement Factor applicable to the relevant Valuation Date. If an early redemption does not occur, the performance of the Underlying determines the level of the Settlement Amount: (i) If the Reference Price is equal to or above the Final Settlement Level, the Settlement Amount is the Calculation Amount

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2Z328 WKN: GP3MRG GK9FVM Valor: 41819947 Common Code: 181992077 181484756 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As as of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* 2022. The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment Operating profit/(loss) 78 38 (23) 48 Total assets 16,605 15,518 24,652 Total shareholder’s equity 184 48 817 Cash flows from operating activities (out- flow) 4 (131) 24 11 Cash flows from financing activities N/A 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2Z328 WKN: GP3MRG GK9FVM Valor: 41819947 Common Code: 181992077 181484756 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed early, whereby the Settlement Amount equals the Calculation Amount multiplied by the Settlement Factor applicable to the relevant Valuation Date. If an early redemption does not occur, the performance of the Underlying determines the level of the Settlement Amount: (i) If the Reference Price is equal to or above the Final Settlement Level, the Settlement Amount is the Calculation Amount

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B9W70 WKN: GP3MRG GP2LQG Common Code: 181992077 181979135 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B9W70 WKN: GP3MRG GP2LQG Common Code: 181992077 181979135 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBB6X86 WKN: GP3MRG GP0TLU Common Code: 181992077 181980613 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBB6X86 WKN: GP3MRG GP0TLU Common Code: 181992077 181980613 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6BCL76 WKN: GP3MRG GP2LWC Common Code: 181992077 181988029 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6BCL76 WKN: GP3MRG GP2LWC Common Code: 181992077 181988029 Underlying: FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (ISINReuters Code: LU0109391861.SPX) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Final Terms

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX® Banks (Price EUR) Index (the "Securities"). ISIN: JE00BLS2XG14 DE000GP2LTS9 WKN: GP3MRG GP2LTS Valor: 129580063 Common Code: 181992077 181986743 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022. Summary information – income statement Year ended 31 December 2023 (audited) Year ended 31 December 2022 and (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) (in millions USD) (in millions USD) Total assets 46,356 34,720 Total shareholder’s equity 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 6 1 Cash flows from financing activities N/A N/A Cash flows from investing activities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP2LTS9 WKN: GP3MRG GP2LTS Valor: 129580063 Common Code: 181992077 181986743 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX® Banks (ISINPrice EUR) Index (Reuters Code: LU0109391861.SX7E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Final Terms

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Step Up & Step Down Securities linked to the FTIF - Franklin U.S. Opportunities Fund (the "Securities"). ISIN: JE00BLS2XG14 XS2482248783‌ WKN: GP3MRG GP2K81 Valor: 126293873‌ Common Code: 181992077 248224878 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇. Competent authority authority‌ The Base Prospectus was approved on 13 March 2024 23 February 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242021. ** As values are nil they are not included in the financial statements as of 31 December 2023 2022 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* 2021.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ The Issuer is subject to the following key risks: x risks:‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business Operating profit 36 78 Total assets 34,720 16,605 Total shareholder’s equity 709 184 Cash flows from operating activities (outflow) 1 4 Cash flows from financing activities N/A N/A Cash flows from investing activities 0* 0* activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the UnderlyingStep Up & Step Down Securities. ISIN: JE00BLS2XG14 XS2482248783‌‌‌ WKN: GP3MRG GP2K81 Valor: 126293873‌ Common Code: 181992077 Underlying: FTIF - Franklin U.S. Opportunities Fund (ISIN: LU0109391861) 248224878 Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities EUR 50,000,000‌ The Securities have a fixed maturity. Rights attached to the Securities Securities‌ The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Step Up & Step Down Securities

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B7R87 WKN: GP3MRG GP2LPB Common Code: 181992077 181977582 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B7R87 WKN: GP3MRG GP2LPB Common Code: 181992077 181977582 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 WKN▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇: GP3MRG GP2K9P Common Code: 181992077 181980702 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022. Summary information – income statement Year ended 31 December 2023 (audited) Year ended 31 December 2022 and (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) (in millions USD) (in millions USD) Total assets 46,356 34,720 Total shareholder’s equity 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 6 1 Cash flows from financing activities N/A N/A Cash flows from investing activities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 WKN▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇: GP3MRG GP2K9P Common Code: 181992077 181980702 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund Shell PLC (the "Securities"). ISIN: JE00BLS2XG14 XS2093940653 WKN: GP3MRG GK1T8Q Valor: 116687925 Common Code: 181992077 209394065 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 8 July 2021 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ Mertz and ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2020 and 31 December 2022 2019 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2020 for each of the two years in the period ended 31 December 2023 2020 and 31 December 2022 2019 and from the unaudited interim financial statements for the six months ended 30 June 20242021. *The Financial Statements 2019 of the Issuer have been prepared under United Kingdom Generally Accepted Accounting Practices ("U.K. GAAP") in accordance with FRS 101 Reduced Disclosure Framework ("FRS 101"). As such, the Issuer has prepared IFRS transition disclosures required by IFRS 1 (First-time adoption of International Financial Reporting Standards). Summary information – income statement Year ended 31 December 2020 (audited) Year ended 31 December 2019 (audited) Six months ended 30 June 2021 (unaudited) Six months ended 30 June 2020 (unaudited) IFRS (in USD) millions IFRS (in USD) millions U.K. GAAP (in thousands USD) IFRS (in USD) millions IFRS (in USD) millions Selected statement data income Operating profit/(loss) 38 (2) (1,919) 48 (12) Summary information – balance sheet As of 31 December 2020 (audited) As of 31 December 2019 (audited) As of 30 June 2021 (unaudited) IFRS (in USD) millions IFRS (in USD) millions U.K. GAAP (in thousands USD) IFRS (in millions USD) Total assets 15,518 12,590 12,589,557 16,005 Total shareholder’s equity 48 23 22,736 103 Summary information – cash flow Year ended 31 December 2020 (audited) Year ended 31 December 2019 (audited) Six months ended 30 June 2021 (unaudited) Six months ended 30 June 2020 (unaudited) IFRS (in millions USD) IFRS (in millions USD) U.K. GAAP (in thousands USD) IFRS (in millions USD) IFRS (in millions USD) Cash flows from operating activities (outflow) (131) (22) (21,192) 11 10 Cash flows from financing activities 125 25 25,000 0.0* 0.0* Cash flows from investing activities 0.0* 0.0* 0.0 0.0* 0.0* * As values are nil they are not included in the financial statements as of 31 December 2023 2020 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended as 30 June 20242021. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 XS2093940653 WKN: GP3MRG GK1T8Q Valor: 116687925 Common Code: 181992077 209394065 Underlying: FTIF - Franklin U.S. Opportunities Fund Shell PLC (ISIN: LU0109391861GB00BP6MXD84) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities EUR 15,000,000 The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B8R52 WKN: GP3MRG GP2LPU Common Code: 181992077 181977752 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B8R52 WKN: GP3MRG GP2LPU Common Code: 181992077 181977752 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBBCB82 WKN: GP3MRG GZ4V1L Valor: 41820435 Common Code: 181992077 181485957 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As as of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* 2022. The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business Operating profit/(loss) 78 38 (23) 48 Total assets 16,605 15,518 24,652 Total shareholder’s equity 184 48 817 Cash flows from operating activities (out- flow) 4 (131) 24 11 Cash flows from financing activities N/A 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBBCB82 WKN: GP3MRG GZ4V1L Valor: 41820435 Common Code: 181992077 181485957 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed early, whereby the Settlement Amount equals the Calculation Amount multiplied by the Settlement Factor applicable to

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3HR36 WKN: GP3MRG GP2LAD Valor: 127132681‌‌ Common Code: 181992077 181487836 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242021. ** As values are nil they are not included in the financial statements as of 31 December 2023 2022 and in the financial statements as of 31 December 2022 and/or in 2021.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ The Issuer is subject to the interim financial statements for the six months ended 30 June 2024. following key risks: Operating profit/(loss) 62 profit 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 16,605 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 Cash flows from operating activities (outflow) 6 1 (210) 3 4 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x investors.‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities Securities‌ The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS3HR36‌ WKN: GP3MRG GP2LAD Valor: 127132681‌ Common Code: 181992077 181487836 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities 50,000 Securities‌ The Securities have a fixed maturity. Rights attached to the Securities Securities‌ The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment‌ There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6BJ507 WKN: GP3MRG GP3MPE Common Code: 181992077 181991291 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6BJ507 WKN: GP3MRG GP3MPE Common Code: 181992077 181991291 Underlying: FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (ISINReuters Code: LU0109391861.SPX) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Final Terms

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B3Y74 WKN: GP3MRG GP2LMU Common Code: 181992077 181974826 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B3Y74 WKN: GP3MRG GP2LMU Common Code: 181992077 181974826 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3LP99 WKN: GP3MRG GP2LMS Common Code: 181992077 181974796 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. The Issuer is subject to the following key risks: Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS3LP99 WKN: GP3MRG GP2LMS Common Code: 181992077 181974796 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. In the case of Capped Minimum Amount Securities, the Settlement Amount is at least equal to the Minimum Amount and does not exceed the Maximum Amount. The Settlement Amount is determined as follows:

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3L714 WKN: GP3MRG GP2K9A Valor: 126294170‌‌ Common Code: 181992077 181487356 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242021. ** As values are nil they are not included in the financial statements as of 31 December 2023 2022 and in the financial statements as of 31 December 2022 and/or in 2021.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ The Issuer is subject to the interim financial statements for the six months ended 30 June 2024. following key risks: Operating profit/(loss) 62 profit 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 16,605 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 Cash flows from operating activities (outflow) 6 1 (210) 3 4 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x investors.‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities Securities‌ The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS3L714‌ WKN: GP3MRG GP2K9A Valor: 126294170‌ Common Code: 181992077 181487356 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities 50,000 Securities‌ The Securities have a fixed maturity. Rights attached to the Securities Securities‌ The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment‌ There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2SV12 WKN: GP3MRG GP2LE5 Common Code: 181992077 181492635 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2SV12 WKN: GP3MRG GP2LE5 Common Code: 181992077 181492635 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 DE000GP2LU33 WKN: GP3MRG GP2LU3 Valor: 129580561 Common Code: 181992077 181987219 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022. Summary information – income statement Year ended 31 December 2023 (audited) Year ended 31 December 2022 and (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) (in millions USD) (in millions USD) Total assets 46,356 34,720 Total shareholder’s equity 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 6 1 Cash flows from financing activities N/A N/A Cash flows from investing activities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP2LU33 WKN: GP3MRG GP2LU3 Valor: 129580561 Common Code: 181992077 181987219 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBBF535 WKN: GP3MRG GP2K9L Common Code: 181992077 181980672 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBBF535 WKN: GP3MRG GP2K9L Common Code: 181992077 181980672 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B9R28 WKN: GP3MRG GP2K7G‌ Common Code: 181992077 181978252 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022. Summary information – income statement Year ended 31 December 2023 (audited)‌ Year ended 31 December 2022 and (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit‌‌ 62 36 Summary information – balance sheet As of 31 December 2023 (audited)‌ As of 31 December 2022 (audited) (in millions USD) (in millions USD) Total assets‌‌ 46,356 34,720 Total shareholder’s equity‌‌ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited)‌ Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow)‌‌ 6 1 Cash flows from financing activities‌ N/A N/A Cash flows from investing activities‌ 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x risks:‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities Securities‌ The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B9R28‌ WKN: GP3MRG GP2K7G Common Code: 181992077 181978252 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities 50,000 Securities‌ The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. Germany.‌ The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6BBZ48 WKN: GP3MRG GP2LJL Common Code: 181992077 181979330 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6BBZ48 WKN: GP3MRG GP2LJL Common Code: 181992077 181979330 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBBJQ21 WKN: GP3MRG GP0TL5 Common Code: 181992077 181494603 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business Operating profit/(loss) 36 78 78 (23) Total assets 34,720 16,605 39,858 Total shareholder’s equity 709 184 514 Cash flows from operating activities (outflow) 1 4 3 24 Cash flows from financing activities N/A N/A 0* 0* Cash flows from investing activities 0* 0* 0* 0* activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBBJQ21 WKN: GP3MRG GP0TL5 Common Code: 181992077 181494603 Underlying: FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (ISINReuters Code: LU0109391861.SPX) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed early, whereby the Settlement Amount equals the Calculation Amount multiplied by the Settlement Factor applicable to

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Drop-Back Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3KN01‌ WKN: GP3MRG GP2K9V Valor: 126293614‌ Common Code: 181992077 181487585 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242021. ** As values are nil they are not included in the financial statements as of 31 December 2023 2022 and in the financial statements as of 31 December 2022 and/or in 2021.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ The Issuer is subject to the interim financial statements for the six months ended 30 June 2024. following key risks: Operating profit/(loss) 62 profit 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 16,605 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 Cash flows from operating activities (outflow) 6 1 (210) 3 4 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x investors.‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities Securities‌ The present Securities are Capped Minimum Amount Drop-Back Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS3KN01‌ WKN: GP3MRG GP2K9V Valor: 126293614‌ Common Code: 181992077 181487585 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities 5,000 Securities‌ The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment‌ There is a relationship between the economic value of the Securities and the economic value of the Underlying. Drop- Back Securities replicate an investment strategy that increases the investment in the Underlying in the event of a falling value of the Underlying in order to be able to participate in expected increases in the value of this Underlying.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3JQ68 WKN: GP3MRG GP2LKC Common Code: 181992077 181982853 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in 2022. The Issuer is subject to the interim financial statements for the six months ended 30 June 2024. following key risks: Operating profit/(loss) profit 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS3JQ68 WKN: GP3MRG GP2LKC Common Code: 181992077 181982853 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. In the case of Capped Minimum Amount Securities, the Settlement Amount is at least equal to the Minimum Amount and does not exceed the Maximum Amount. The Settlement Amount is determined as follows:

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Quanto Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund The Boeing Company (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBBLX36 WKN: GP3MRG GZ4V08 Valor: 124869955 Common Code: 181992077 181486163 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended as of 30 June 2024. 2022.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ Operating profit/(loss) 62 36 78 38 (1023) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) 48 Total assets 46,356 34,720 49,308 16,605 15,518 24,652 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 184 48 817 Cash flows from operating activities (outflow) 6 1 4 (210131) 3 24 11 Cash flows from financing activities N/A N/A 200 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x risks:‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBBLX36 WKN: GP3MRG GZ4V08 Valor: 124869955 Common Code: 181992077 181486163 Underlying: FTIF - Franklin U.S. Opportunities Fund The Boeing Company (ISIN: LU0109391861US0970231058) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World Select ESG 30 (Price EUR) Index (the "Securities"). ISIN: JE00BLS2XG14 XS2481003890 WKN: GP3MRG GK1T7Q Valor: 113596061 Common Code: 181992077 248100389 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 8 July 2021 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ Mertz and ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 and 2020. Summary information – income statement Year ended 31 December 2021 (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 78 38 Summary information – balance sheet As of 31 December 2021 (au- dited) As of 31 December 2020 (audited) (in millions USD) (in millions USD) Total assets 16,605 15,518 Total shareholder’s equity 184 48 Summary information – cash flow Year ended 31 December 2021 (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating ac- tivities (outflow) 4 (131) Cash flows from financing ac- tivities N/A 125 Cash flows from investing ac- tivities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242020. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 XS2481003890 WKN: GP3MRG GK1T7Q Valor: 113596061 Common Code: 181992077 248100389 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World Select ESG 30 (ISINPrice EUR) Index (Reuters Code: LU0109391861.MIWO000S2PEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities The Securities have a fixed maturity. EUR 5,000,000 Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Final Terms

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund ING Groep N.V. (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBBDV53 WKN: GP3MRG GZ4V1K Valor: 124869833 Common Code: 181992077 181486007 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended as of 30 June 2024. 2022.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ Operating profit/(loss) 62 36 78 38 (1023) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) 48 Total assets 46,356 34,720 49,308 16,605 15,518 24,652 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 184 48 817 Cash flows from operating activities (outflow) 6 1 4 (210131) 3 24 11 Cash flows from financing activities N/A N/A 200 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x risks:‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBBDV53 WKN: GP3MRG GZ4V1K Valor: 124869833 Common Code: 181992077 181486007 Underlying: FTIF - Franklin U.S. Opportunities Fund ING Groep N.V. (ISIN: LU0109391861NL0011821202) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 15,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Quanto Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBB9G27 WKN: GP3MRG GZ4V1P Valor: 34129977 Common Code: 181992077 181485728 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As as of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* 2022. The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business Operating profit/(loss) 78 38 (23) 48 Total assets 16,605 15,518 24,652 Total shareholder’s equity 184 48 817 Cash flows from operating activities (out- flow) 4 (131) 24 11 Cash flows from financing activities N/A 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBB9G27 WKN: GP3MRG GZ4V1P Valor: 34129977 Common Code: 181992077 181485728 Underlying: FTIF - Franklin U.S. Opportunities Fund S&P 500® Index (ISINReuters Code: LU0109391861.SPX) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed early, whereby the Settlement Amount equals the Calculation Amount multiplied by the Settlement Factor applicable to

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI India Index (USD) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3NX14 WKN: GP3MRG GP3MW3 Common Code: 181992077 182058793 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS3NX14 WKN: GP3MRG GP3MW3 Common Code: 181992077 182058793 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI India Index (ISINUSD) (Reuters Code: LU0109391861.dMIIN00000PUS) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 250,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund DAX® (Performance Index) (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBBF865 WKN: GP3MRG GP2LBG Common Code: 181992077 181488301 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242021. ** As values are nil they are not included in the financial statements as of 31 December 2023 2022 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242021. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business Operating profit 36 78 Total assets 34,720 16,605 Total shareholder’s equity 709 184 Cash flows from operating activities (outflow) 1 4 Cash flows from financing activities N/A N/A Cash flows from investing activities 0* 0* activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBBF865 WKN: GP3MRG GP2LBG Common Code: 181992077 181488301 Underlying: FTIF - Franklin U.S. Opportunities Fund DAX® (ISINPerformance Index) (Reuters Code: LU0109391861.GDAXI) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. In the case of Capped Minimum Amount Securities, the Settlement Amount is at least equal to the Minimum Amount and does not exceed the Maximum Amount. The Settlement Amount is determined as follows: (i) If the Reference Price is equal to or below 100.00 per cent. of the Initial Reference Price, Security Holders receive the Minimum Amount on the Settlement Date.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund Palo Alto Networks, Inc. (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBB9V77 WKN: GP3MRG GZ4V0X Valor: 34130006 Common Code: 181992077 181485736 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended as of 30 June 20242022. Operating profit/(loss) 62 36 78 38 (1023) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) 48 Total assets 46,356 34,720 49,308 16,605 15,518 24,652 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 184 48 817 Cash flows from operating activities (outflow) 6 1 4 (210131) 3 24 11 Cash flows from financing activities N/A N/A 200 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBB9V77 WKN: GP3MRG GZ4V0X Valor: 34130006 Common Code: 181992077 181485736 Underlying: FTIF - Franklin U.S. Opportunities Fund Palo Alto Networks, Inc. (ISIN: LU0109391861US6974351057) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 10,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3G987‌ WKN: GP3MRG GP2LAH Valor: 127132799‌ Common Code: 181992077 181487879 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242021. ** As values are nil they are not included in the financial statements as of 31 December 2023 2022 and in the financial statements as of 31 December 2022 and/or in 2021.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ The Issuer is subject to the interim financial statements for the six months ended 30 June 2024. following key risks: Operating profit/(loss) 62 profit 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 16,605 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 Cash flows from operating activities (outflow) 6 1 (210) 3 4 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x investors.‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities Securities‌ The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS3G987 WKN: GP3MRG GP2LAH Valor: 127132799 Common Code: 181992077 181487879 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities 5,000 Securities‌ The Securities have a fixed maturity. Rights attached to the Securities Securities‌ The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment‌ There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 DE000GP3MQQ5 WKN: GP3MRG GP3MQQ Common Code: 181992077 181991798 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP3MQQ5 WKN: GP3MRG GP3MQQ Common Code: 181992077 181991798 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2S117 WKN: GP3MRG GP2LGR Common Code: 181992077 181493151 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2S117 WKN: GP3MRG GP2LGR Common Code: 181992077 181493151 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B9V63 WKN: GP3MRG GP2LK4 Common Code: 181992077 181979127 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B9V63 WKN: GP3MRG GP2LK4 Common Code: 181992077 181979127 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B8193 WKN: GP3MRG GP2LPE Common Code: 181992077 181977639 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B8193 WKN: GP3MRG GP2LPE Common Code: 181992077 181977639 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 DE000GP2LZT4 WKN: GP3MRG GP2LZT Common Code: 181992077 181989696 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP2LZT4 WKN: GP3MRG GP2LZT Common Code: 181992077 181989696 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 200,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 DE000GP3MQA9 WKN: GP3MRG GP3MQA Common Code: 181992077 181991631 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP3MQA9 WKN: GP3MRG GP3MQA Common Code: 181992077 181991631 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2TH43 WKN: GP3MRG GP2LLE Common Code: 181992077 181973005 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. The Issuer is subject to the following key risks: Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2TH43 WKN: GP3MRG GP2LLE Common Code: 181992077 181973005 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 WKN▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇: GP3MRG GP2LGE Common Code: 181992077 181493615 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 WKN▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇: GP3MRG GP2LGE Common Code: 181992077 181493615 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund DAX® (Performance Index) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS31711 WKN: GP3MRG GK1T8A Valor: 119840752 Common Code: 181992077 239024793 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 and 2020. Summary information – income statement Year ended 31 December 2021 (audited) Year ended 31 December 2020 (au- dited) (in millions USD) (in millions USD) Selected income statement data Operating profit 78 38 Summary information – balance sheet As of 31 December 2021 (audited) As of 31 December 2020 (audited) (in millions USD) (in millions USD) Total assets 16,605 15,518 Total shareholder’s equity 184 48 Summary information – cash flow Year ended 31 December 2021 (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating ac- tivities (outflow) 4 (131) Cash flows from financing ac- tivities N/A 125 Cash flows from investing ac- tivities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242020. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS31711 WKN: GP3MRG GK1T8A Valor: 119840752 Common Code: 181992077 239024793 Underlying: FTIF - Franklin U.S. Opportunities Fund DAX® (ISINPerformance Index) (Reuters Code: LU0109391861.GDAXI) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund STOXX Global Select Dividend 100 Index (EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS31C69 WKN: GP3MRG GK1T77 Valor: 41819514‌‌ Common Code: 181992077 181484373 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 and 2020. Summary information – income statement Year ended 31 December 2021‌ (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit‌‌ 78 38 Summary information – balance sheet As of 31 December 2021‌ (audited) As of 31 December 2020 (audited) (in millions USD) (in millions USD) Total assets‌‌ 16,605 15,518 Total shareholder’s equity‌‌ 184 48 Summary information – cash flow Year ended 31 December 2021‌ (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow)‌‌ 4 (131) Cash flows from financing activities‌‌ N/A 125 Cash flows from investing activities‌ 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242020. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x risks:‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities Securities‌ The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS31C69‌ WKN: GP3MRG GK1T77 Valor: 41819514‌ Common Code: 181992077 181484373 Underlying: FTIF - Franklin U.S. Opportunities Fund STOXX Global Select Dividend 100 Index (ISINEUR) (Reuters Code: LU0109391861.SDGP) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities Securities‌ The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Drop-Back Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BKYRRC75‌ WKN: GP3MRG GP2K67 Valor: 125102501‌ Common Code: 181992077 181486562 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 17 March 2024 2023 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. Ltd are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As as of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* 2022.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ The Issuer is subject to the following key risks: x risks:‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment Operating profit/(loss) 78 38 (23) 48 Total assets 16,605 15,518 24,652 Total shareholder’s equity 184 48 817 Cash flows from operating activities (out- flow) 4 (131) 24 11 Cash flows from financing activities N/A 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities Securities‌ The present Securities are Capped Minimum Amount Drop-Back Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BKYRRC75‌ WKN: GP3MRG GP2K67 Valor: 125102501‌ Common Code: 181992077 181486562 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities 5,000 Securities‌ The Securities have a fixed maturity. Rights attached to the Securities Securities‌ The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment‌ There is a relationship between the economic value of the Securities and the economic value of the Underlying. Drop- Back Securities replicate an investment strategy that increases the investment in the Underlying in the event of a falling value of the Underlying in order to be able to participate in expected increases in the value of this Underlying. The Securities are characterised by the fact that the level of the Settlement Amount of Drop-Back Securities depends on the performance of the Underlying and whether and/or how many Drop-Back Barrier Events have occurred during the term. Drop-Back Securities have the characteristic such that at the beginning of the term only a part of the Calculation Amount, the so-called Initial Investment Amount, is invested in the Underlying. From the remaining part of the Calculation Amount, the so-called Final Remaining Denomination, the respective Subsequent Investment Amount(i) allocated to the respective

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 DE000GP2LUB3 WKN: GP3MRG GP2LUB Valor: 129580433 Common Code: 181992077 181986921 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022. Summary information – income statement Year ended 31 December 2023 (audited) Year ended 31 December 2022 and (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) (in millions USD) (in millions USD) Total assets 46,356 34,720 Total shareholder’s equity 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 6 1 Cash flows from financing activities N/A N/A Cash flows from investing activities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP2LUB3 WKN: GP3MRG GP2LUB Valor: 129580433 Common Code: 181992077 181986921 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund Fresenius SE & Co KGaA (the "Securities"). ISIN: JE00BLS2XG14 DE000GP2LV73 WKN: GP3MRG GP2LV7 Valor: 129583353 Common Code: 181992077 Code:181987979 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) profit 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP2LV73 WKN: GP3MRG GP2LV7 Valor: 129583353 Common Code: 181992077 181987979 Underlying: FTIF - Franklin U.S. Opportunities Fund Fresenius SE & Co KGaA (ISIN: LU0109391861DE0005785604) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 100,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund ▇▇▇▇▇▇.▇▇▇, Inc. (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS32F65 WKN: GP3MRG GK1T7G Valor: 117746753 Common Code: 181992077 198686778 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 8 July 2021 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ Mertz and ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 and 2020. Summary information – income statement Year ended 31 December 2021 (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 78 38 Summary information – balance sheet As of 31 December 2021 (audited) As of 31 December 2020 (audited) (in millions USD) (in millions USD) Total assets 16,605 15,518 Total shareholder’s equity 184 48 Summary information – cash flow Year ended 31 December 2021 (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 4 (131) Cash flows from financing activities N/A 125 Cash flows from investing activities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242020. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS32F65 WKN: GP3MRG GK1T7G Valor: 117746753 Common Code: 181992077 198686778 Underlying: FTIF - Franklin U.S. Opportunities Fund ▇▇▇▇▇▇.▇▇▇, Inc. (ISIN: LU0109391861US0231351067) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 15,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 DE000GP3MN55 WKN: GP3MRG GP3MN5 Common Code: 181992077 181991127 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP3MN55 WKN: GP3MRG GP3MN5 Common Code: 181992077 181991127 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2T529 WKN: GP3MRG GZ4V1S Valor: 34129586 Common Code: 181992077 181485515 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As as of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* 2022. The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business Operating profit/(loss) 78 38 (23) 48 Total assets 16,605 15,518 24,652 Total shareholder’s equity 184 48 817 Cash flows from operating activities (outflow) 4 (131) 24 11 Cash flows from financing activities N/A 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2T529 WKN: GP3MRG GZ4V1S Valor: 34129586 Common Code: 181992077 181485515 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. In the case of Capped Minimum Amount Securities, the Settlement Amount is at least equal to the Minimum Amount and does not exceed the Maximum Amount. The Settlement Amount is determined as follows: (i) If the Reference Price is equal to or below the Initial Reference Price, Security Holders receive the Minimum Amount on the Settlement Date.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number number‌ The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B6R13 WKN: GP3MRG GP2LNK‌ Common Code: 181992077 181976420 The Issuer Issuer‌ Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Offeror(s)‌ Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority authority‌ The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation incorporation‌ Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors Directors‌ The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors Auditors‌ The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. 2023.‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x risks:‌ • Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). What are the main features of the Securities?‌ Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B6R13‌ WKN: GP3MRG GP2LNK Common Code: 181992077 181976420 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities Securities‌ The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities 50,000 Securities‌ The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B8Q46 WKN: GP3MRG GP2LPS Common Code: 181992077 181977744 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B8Q46 WKN: GP3MRG GP2LPS Common Code: 181992077 181977744 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS3DP32 WKN: GP3MRG GP2LKP Common Code: 181992077 181982969 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS3DP32 WKN: GP3MRG GP2LKP Common Code: 181992077 181982969 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BKYRR613 WKN: GP3MRG GP2LMR Common Code: 181992077 181974788 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2022 and 31 December 2022 2021 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2022 for each of the two years in the period ended 31 December 2023 2022 and 31 December 2022 2021 and from the unaudited interim financial statements for the six months ended 30 June 20242023. ** As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242023. The Issuer is subject to the following key risks: Operating profit/(loss) 62 36 (10) 78 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited23) Total assets 46,356 34,720 49,308 16,605 39,858 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 709 184 514 Cash flows from operating activities (outflow) 6 1 (210) 4 3 24 Cash flows from financing activities N/A N/A 200 0* 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BKYRR613 WKN: GP3MRG GP2LMR Common Code: 181992077 181974788 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. In the case of Capped Minimum Amount Securities, the Settlement Amount is at least equal to the Minimum Amount and does not exceed the Maximum Amount. The Settlement Amount is determined as follows:

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund eBay Inc. (the "Securities"). ISIN: JE00BLS2XG14 JE00BS6B7Y54 WKN: GP3MRG Common ▇▇▇▇▇▇ ▇▇▇▇▇▇ Code: 181992077 181977515 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022. Summary information – income statement Year ended 31 December 2023 (audited) Year ended 31 December 2022 and (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) (in millions USD) (in millions USD) Total assets 46,356 34,720 Total shareholder’s equity 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 6 1 Cash flows from financing activities N/A N/A Cash flows from investing activities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242022. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BS6B7Y54 WKN: GP3MRG Common ▇▇▇▇▇▇ ▇▇▇▇▇▇ Code: 181992077 181977515 Underlying: FTIF - Franklin U.S. Opportunities Fund eBay Inc. (ISIN: LU0109391861US2786421030) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar ("USD"). Issue Size: 150,000 10,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BGBBN372 WKN: GP3MRG GK9FV3 Valor: 41819698 Common Code: 181992077 181484551 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 and 2020. Summary information – income statement Year ended 31 December 2021 (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Selected income statement data Operating profit 78 38 Summary information – balance sheet As of 31 December 2021 (audited) As of 31 December 2020 (audited) (in millions USD) (in millions USD) Total assets 16,605 15,518 Total shareholder’s equity 184 48 Summary information – cash flow Year ended 31 December 2021 (audited) Year ended 31 December 2020 (audited) (in millions USD) (in millions USD) Cash flows from the unaudited interim financial statements for the six months ended 30 June 2024. *operating activities (outflow) 4 (131) Cash flows from financing activities N/A 125 Cash flows from investing activities 0* 0* * As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 20242020. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BGBBN372 WKN: GP3MRG GK9FV3 Valor: 41819698 Common Code: 181992077 181484551 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 10,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund STOXX® Europe 600 Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 DE000GP3MR10 WKN: GP3MRG GP3MR1 Common Code: 181992077 181992379 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE ("GSBE") or an appropriately licensed affiliate of GSBE. GSFCI issues debt securities primarily to raise funding which is lent to affiliates. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 2023. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 DE000GP3MR10 WKN: GP3MRG GP3MR1 Common Code: 181992077 181992379 Underlying: FTIF - Franklin U.S. Opportunities Fund STOXX® Europe 600 Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NVClearstream Banking AG, Frankfurt am Main, ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ , ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls.

Appears in 1 contract

Sources: Final Terms

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund DAX® (Performance Index) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2W648 WKN: GP3MRG GK9FVP Valor: 41820302 Common Code: 181992077 181484985 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 6 July 2022 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Marie- Curie-▇▇▇▇▇-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 2021 and 31 December 2022 2020 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 2021 for each of the two years in the period ended 31 December 2023 2021 and 31 December 2022 2020 and from the unaudited interim financial statements for the six months ended 30 June 20242022. ** As values are nil they are not included in the financial statements as of 31 December 2023 2021 and in the financial statements as of 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss) 62 36 (10) 78 (in millions USD) As of 31 December 2023 (audited) As of 31 December 2022 (audited) As as of 30 June 202(unaudited) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* 2022. The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business Operating profit/(loss) 78 38 (23) 48 Total assets 16,605 15,518 24,652 Total shareholder’s equity 184 48 817 Cash flows from operating activities (out- flow) 4 (131) 24 11 Cash flows from financing activities N/A 125 0* 0* Cash flows from investing activities 0* 0* 0* 0* activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232019. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2W648 WKN: GP3MRG GK9FVP Valor: 41820302 Common Code: 181992077 181484985 Underlying: FTIF - Franklin U.S. Opportunities Fund DAX® (ISINPerformance Index) (Reuters Code: LU0109391861.GDAXI) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue issues size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 5,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.. Effect of underlying instrument(s) on value of investment There is a relationship between the economic value of the Securities and the economic value of the Underlying. The value of the Security will typically fall if the price of the Underlying falls. The Securities have the characteristic such that the level of the Settlement Amount and the time for redemption of the Securities depend on whether the Underlying Price has reached or exceeded the Settlement Level on a certain Valuation Date ("Early Settlement Event"). If this is the case, the term of the Securities ends early and the Securities are redeemed early, whereby the Settlement Amount equals the Calculation Amount multiplied by the Settlement Factor applicable to

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Securities linked to the FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (the "Securities"). ISIN: JE00BLS2XG14 JE00BDXBQ020 WKN: GP3MRG GP2K9Y Common Code: 181992077 181980753 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇-▇▇▇▇▇-▇▇▇. 24▇▇-28▇▇, 60439 Frankfurt▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BDXBQ020 WKN: GP3MRG GP2K9Y Common Code: 181992077 181980753 Underlying: FTIF - Franklin U.S. Opportunities Fund MSCI World 4.5% Decrement Index (ISINReuters Code: LU0109391861.MIWO04500DEU) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen

Introduction. Description and securities identification number The present securities are Capped Minimum Amount Autocallable Securities linked to the FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (Price EUR) (the "Securities"). ISIN: JE00BLS2XG14 JE00BLS2W192 WKN: GP3MRG GP2LK3 Common Code: 181992077 181979119 The Issuer Goldman Sachs Finance Corp International ("GSFCI"). Its registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ and its Legal Entity Identifier (LEI) is 549300KQWCT26VXWW684. The Offeror(s) Goldman Sachs Bank Europe SE, Legal Entity Identifier (LEI): 8IBZUGJ7JPLH368JE346; Contact details: Marienturm, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ Competent authority The Base Prospectus was approved on 13 March 2024 by Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin"), ▇▇▇▇▇Ma- rie-▇▇▇▇▇Curie-▇▇▇Str. 24-28, 60439 Frankfurt, Federal Republic of Germany (phone number: +▇▇ (▇)▇▇▇ ▇▇▇▇▇). Domicile and legal form, legislation and country of incorporation Goldman Sachs Finance Corp International Ltd ("GSFCI") was incorporated in Jersey on 19 October 2016 as a public company with limited liability under the Companies (Jersey) Law 1991 for an unlimited duration. GSFCI's registered office is at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. It has the following legal entity identifier (LEI): 549300KQWCT26VXWW684 Principal Activities GSFCI has been established for the purpose of issuing debt securities (including structured notes, warrants and certificates) in a number of European and Asian markets (e.g. Switzerland, France, The Netherlands, United Kingdom, Hong Kong and Singapore), lending and entering into derivatives transactions with its affiliates. The securities issued by GSFCI are sold to Goldman Sachs Bank Europe SE International ("GSBEGSI") or an appropriately licensed affiliate of GSBEGSI. GSFCI issues debt securities primarily to raise funding which is lent to affiliatesother members of the corporate group. Major Shareholders The Issuer is a wholly-owned subsidiary of GS Global Markets, Inc. ("GS GM"). GS GM is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. All shares of the Issuer are held by GS GM. Key Managing Directors The directors of Goldman Sachs Finance Corp International Ltd. are ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇. Statutory Auditors The annual financial statements of GSFCI for the periods ended 31 December 2023 and 31 December 2022 have been audited without qualification by PricewaterhouseCoopers LLP, Chartered Accountants and Statutory Auditors, ▇ ▇▇▇▇ 7 More ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ in accordance with the laws of England. PricewaterhouseCoopers LLP is a registered member of the Institute of Chartered Accountants in England and Wales. The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of 31 December 2023 for each of the two years in the period ended 31 December 2023 and 31 December 2022 and from the unaudited interim financial statements for the six months 2022. Summary information – income statement Year ended 30 June 2024. *As values are nil they are not included in the financial statements as of 31 December 2023 and in the financial statements as of (audited) Year ended 31 December 2022 and/or in the interim financial statements for the six months ended 30 June 2024. Operating profit/(loss(audited) 62 36 (10) 78 (in millions USD) (in millions USD) Selected income statement data Operating profit 62 36 Summary information – balance sheet As of 31 December 2023 (audited) As of 31 December 2022 (audited) As of 30 June 202(unaudited(in millions USD) (in millions USD) Total assets 46,356 34,720 49,308 Total shareholder’s equity ▇▇▇ ▇▇▇ ▇▇▇ 337 709 Summary information – cash flow Year ended 31 December 2023 (audited) Year ended 31 December 2022 (audited) (in millions USD) (in millions USD) Cash flows from operating activities (outflow) 6 1 (210) 3 Cash flows from financing activities N/A N/A 200 0* Cash flows from investing activities 0* 0* 0* 0* The Issuer is subject to the following key risks: x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the nature of GSFCI as an issuance vehicle with limited assets. Besides issuing debt securities, lending these proceeds to affiliates and entering into derivative transactions with affiliates for hedging purposes GSFCI does not carry out any other operating business activities. The authorised issued share capital of GSFCI amounts to USD 10,000,000 only as at 31 December 20232022. Investors are therefore exposed to a significantly greater credit risk by purchasing the Securities compared to securities issued by an issuer equipped with significantly more capital. In an extreme case, i.e. the insolvency of GSFCI, an investment in a security issued by GSFCI may mean the complete loss of the invested amount (risk of total loss), if the risk cannot be absorbed by a guarantee issued by The Goldman Sachs Group, Inc. ("GSG") in favor of the investors. x Investors are exposed to the risks relating to the creditworthiness of GSFCI due to the dependency of GSFCI on hedging arrangements. To hedge its claims arising from the issued securities, GSFCI enters into hedging transactions with Goldman Sachs International and potentially going forward with other Goldman Sachs entities. In connection therewith, GSFCI is exposed to the risk of default and insolvency risk of the parties with whom GSFCI concludes hedging transactions. Since GSFCI enters into such hedging transactions primarily with Goldman Sachs entities, GSFCI is exposed to a so-called cluster risk. Therefore, an illiquidity or insolvency of companies affiliated with GSFCI may directly result in an insolvency of GSFCI. x Investors are exposed to the risk relating to the creditworthiness of GSFCI as a subsidiary of GSG. GSCFI is an indirect, wholly-owned subsidiary of GSG and depends on GSG for capital. The credit ratings of GSG are important to GSFCI’s liquidity. A reduction in GSG’s credit ratings could adversely affect GSFCI’s liquidity and competitive position, increase borrowing costs or limit access to the capital markets. There is no rating of the company regarding its credit risk. GSCFI’s liquidity could be impaired by an inability to access unsecured debt markets, an inability to access funds from GSG, or unforeseen outflows of cash. An insolvency of GSFCI may occur despite of the fact that GSFCI is an indirect subsidiary of GSG. A potential failure of GSG or a company affiliated with GSG and measures taken in accordance with the U.S. Resolution Regimes may also affect GSFCI. Except for the guarantee of GSG or another Goldman Sachs entity no further credit enhancement is provided. As a consequence, in case the hedging arrangements prove to be insufficient to satisfy the claims of all holders and the guarantor fails to satisfy the liabilities arising from the guarantee, investors may lose parts of their investment or their entire investment (risk of total loss). Product type, underlying, type and class of the Securities The present Securities are Capped Minimum Amount Autocallable Securities linked to the Underlying. ISIN: JE00BLS2XG14 JE00BLS2W192 WKN: GP3MRG GP2LK3 Common Code: 181992077 181979119 Underlying: FTIF - Franklin U.S. Opportunities Fund EURO STOXX 50® Index (ISINPrice EUR) (Reuters Code: LU0109391861.STOXX50E) Securities issued by the Issuer are bearer notes and will be represented by a permanent global bearer note (the "Global Bearer Note"). The Global Bearer Note is deposited with Euroclear Bank SA/NV, ▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ 1 Boulevard du Roi ▇▇▇▇▇▇ ▇▇, B-1210 Brussels, and/or Clearstream Banking, société anonyme, ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ (the ▇▇▇ "Relevant Clearing System"). Currency, issue size, term of the Securities The Settlement Currency of the Securities is US-Dollar Euro ("USDEUR"). Issue Size: 150,000 50,000 Securities The Securities have a fixed maturity. Rights attached to the Securities The form and content of the Securities and all rights and obligations of the Issuer and of the Security Holders will be governed by, and construed in all respects in accordance with the laws of Germany. The form and content of the Guarantee Guaran- tee and all rights and obligations arising out of or in connection with it are governed by the laws of Germany. The Securities give the right to each holder of Securities to receive a potential return on the Securities.

Appears in 1 contract

Sources: Endgültige Bedingungen