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Newfound issues $29.5 million of 8% Guaranteed Secured Notes and 125 million Warrants in a Regulation S offering

July 2008

Client(s) Newfound N.V.

Jones Day advised Newfound N.V., a developer and operator of holiday resorts listed on the AIM Market of the London Stock Exchange, in connection with its £15 million (US $29.5 million) Regulation S offering of 8% Guaranteed Secured Notes due 2011 and 125 million Warrants. The Notes and Warrants were offered to certain qualifying shareholders and placed with a hedge fund, Agilo Limited. This was a complex transaction which involved guarantees from eight of the Issuer's subsidiaries and security over all their assets in The Netherlands, U.K., Canada, St Kitts and Nevis. The Notes and Warrants were listed on the Luxembourg Stock Exchange and held in the Euroclear and Clearstream clearing systems.

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