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Salini Impregilo SPA (IRSH)

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Friday 17 January, 2020

Salini Impregilo SPA

Announcement of Indicative Acceptance Amount

RNS Number : 1519A
Salini Impregilo S.P.A.
17 January 2020
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY U.S. PERSON (AS DEFINED BELOW) OR IN OR INTO THE UNITED STATES OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.

MiFID II professionals/ECPs-only/No PRIIPs KID - Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in EEA.

SALINI IMPREGILO S.p.A. ANNOUNCES THE INDICATIVE EXCHANGE OFFER ACCEPTANCE AMOUNT AND THE AGGREGATE NOMINAL AMOUNT OF NEW NOTES TO BE ISSUED

Milan, 17 January 2020. Salini Impregilo S.p.A. (the "Issuer") hereby announces the indicative Exchange Offer Acceptance Amount and aggregate nominal amount of New Notes to be issued in the context of its invitation to eligible holders of its outstanding €600,000,000 3.75 per cent. Notes due 24 June 2021 (ISIN: XS1435297202) (the "Existing Notes" and each such holder, a "Noteholder"), to offer to exchange any and all of such Existing Notes for euro denominated senior fixed rate notes to be issued by the Issuer (the "New Notes") (the "Exchange Offer").

The Exchange Offer was made on the terms and subject to the conditions set out in the exchange offer memorandum dated 10 January 2020, as supplemented by the announcement of supplemental information to the exchange offer memorandum dated 16 January 2020 (together, the "Exchange Offer Memorandum") prepared in connection with the Exchange Offer, and was subject to the offer and distribution restrictions contained therein. This announcement should be read in conjunction with the Exchange Offer Memorandum and the Minimum New Notes Coupon and New Notes Maturity Date announcement dated 14 January 2020. Capitalised terms used in this announcement and not otherwise defined herein have the meanings given to them in the Exchange Offer Memorandum.

As at the Expiration Deadline at 17:00 (CET) on 16 January 2020, the Issuer has received valid offers for €119,880,000 in aggregate principal amount of the Existing Notes pursuant to the Exchange Offer. On the basis of the amount of valid offers received by the Issuer and of the New Notes Price, which will be at 100.00 per cent., the aggregate nominal amount of the New Notes to be issued as part of the Exchange Offer (excluding any Additional New Notes) is expected to be €125,519,000, subject to the satisfaction or waiver of the Minimum New Notes Condition. The Issuer will also pay in cash the Cash Rounding Amount and the Accrued Payments (if any).

The table below sets out the aggregate principal amount of valid offers which the Issuer has received in respect of the Existing Notes:

 

Existing Notes

ISIN

Aggregate Nominal Amount Outstanding

Exchange Ratio

Aggregate Nominal Amount of Existing Notes validly offered for exchange

Aggregate Nominal Amount of the New Notes to be issued as part of the Exchange Offer (excluding any Additional New Notes)

€600,000,000 3.75 per cent. Notes due 24 June 2021

XS1435297202

€600,000,000

104.75%

€119,880,000

€125,519,000

Determination of the New Notes Coupon and the aggregate nominal amount of Additional New Notes to be issued is expected to take place later today. As soon as reasonably practicable after the Pricing Time and Pricing Date, the Issuer will announce whether it will accept valid offers of Existing Notes for exchange pursuant to the Exchange Offer (subject to the satisfaction or waiver of the Minimum New Notes Condition). If so accepted, the Issuer will also announce (i) the New Notes Coupon; and (ii) the (a) Exchange Offer Acceptance Amount and (b) New Notes to be issued (including the Additional New Notes).

The Settlement Date for the Exchange Offer, including (i) the issue of Additional New Notes, (ii) delivery of the New Notes, in exchange for the Existing Notes validly Offered for Exchange and accepted for exchange pursuant to the Exchange Offer and (iii) payment of Cash Rounding Amounts and Accrued Payments (if any), is expected to occur on 28 January 2020.

Until the Issuer announces the final aggregate nominal amount of the Existing Notes accepted for exchange pursuant to the Exchange Offer, no assurance can be given that any Existing Notes validly offered for exchange pursuant to the Exchange Offer will be accepted.

Further Information

A complete description of the terms and conditions of the Exchange Offer is set out in the Exchange Offer Memorandum. Banca Akros S.p.A. - Gruppo Banco BPM, Banca IMI S.p.A., Citigroup Global Markets Limited, Goldman Sachs International, Merrill Lynch International, Natixis and UniCredit Bank AG are the joint dealer managers (the "Joint Dealer Managers") for the Exchange Offer. Banco Bilbao Vizcaya Argentaria S.A., Equita SIM S.p.A. and MPS Capital Services Banca per le Imprese S.p.A. are the co-dealer managers (the "Co-Dealer Managers" and together with the Joint Dealer Managers, the "Dealer Managers") for the Exchange Offer.

Questions and requests for assistance in connection with the Exchange Offer may be directed to:

 

 

THE JOINT DEALER MANAGERS

Banca Akros S.p.A. - Gruppo Banco BPM

Viale Eginardo, 29

20149 Milan

Italy

Attention: Pierpaolo Rossi, Head of Debt Capital Markets

Email: [email protected]

Telephone: +39 02 4344 5203

Fax: +39 02 4344 4313

 

Banca IMI S.p.A.

Largo Mattioli 3

20121 Milan

Italy

Attention: Liability Management Group

Email: [email protected]
Telephone: +39 02 72 61 4704/4782

Fax: +39 02 72 61 2053

 

Citigroup Global Markets Limited

Citigroup Centre

33 Canada Square

Canary Wharf

London E14 5LB

Telephone: +44 20 7986 8969

Email: [email protected]

Attention: Liability Management Group

 

 

Goldman Sachs International

Plumtree Court

25 Shoe Lane

London EC4A 4AU

United Kingdom

Attention: Liability Management Group

Email: [email protected]

Telephone: +44 20 7774 9862

 

Merrill Lynch International

2 King Edward Street

London EC1A 1HQ

United Kingdom

Attention: Liability Management Group

Email: [email protected]

Telephone: +44 20 7996 5420

NATIXIS

30, avenue Pierre Mendès-France

75013 Paris

France

Attention: Liability Management

Email: [email protected]

Telephone: +33 158550814; +33 158550556; +39 (0)2 00 66 71 54

UniCredit Bank AG

Arabellastrasse 12

D-81925 Munich

Germany

Attention: DCM Italy; Liability Management

Email: [email protected]; [email protected]

Telephone: +39 02 8862 0581; +49 89 378 13722

 

 

Questions and requests for assistance in connection with the delivery of Exchange Instructions including requests for a copy of the Exchange Offer Memorandum may be directed to:

THE EXCHANGE AGENT

Lucid Issuer Services Limited
Tankerton Works

12 Argyle Walk

London WC1H 8HA
United Kingdom

Telephone:  +44 20 7704 0880

Attention: Thomas Choquet

Email: [email protected]

 

Each Noteholder is solely responsible for making its own independent appraisal of all matters as such Noteholder deems appropriate (including those relating to the Exchange Offer, the New Notes and the Issuer, the Existing Notes and the Exchange Offer Memorandum) and each Noteholder must make its own decision, based upon its own judgement and having obtained advice from such financial, accounting, legal and tax advisers as it may deem necessary, as to whether to offer any or all of its Existing Notes for exchange pursuant to the Exchange Offer.

None of the Dealer Managers, the Exchange Agent or any of their respective directors, officers, employees, agents or affiliates makes any representation or recommendation whatsoever regarding this announcement, the Exchange Offer Memorandum or the Exchange Offer, and none of the Issuer, the Dealer Managers, the Exchange Agent or their respective directors, officers, employees, agents or affiliates makes any recommendation as to whether holders of Existing Notes should offer any Existing Notes for exchange pursuant to the Exchange Offer or refrain from doing so and no one has been authorised by any of them to make any such recommendation. The Exchange Agent is the agent of the Issuer and owes no duty to any holder of Existing Notes.

None of the Dealer Managers, the Exchange Agent or their respective directors, officers, employees, agents or affiliates assumes any responsibility for the accuracy or completeness of the information concerning the Exchange Offer contained in this announcement or in the Exchange Offer Memorandum or for any failure by the Issuer to disclose events that may have occurred which may affect the significance or accuracy of the information in this announcement or in the Exchange Offer Memorandum.

Disclaimer

This announcement must be read in conjunction with the Exchange Offer Memorandum. This announcement and the Exchange Offer Memorandum contain important information which should be read carefully before any decision is made with respect to the Exchange Offer. If any Noteholder is in any doubt as to the contents of this announcement or the Exchange Offer Memorandum or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser.

 This announcement has been issued through the Companies Announcement Service of Euronext Dublin.


This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
 
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