Milan, 9 July 2013. Further to the indicative results announcement made earlier today, A2A S.p.A. (the Offeror) hereby announces the final results and pricing of its invitation to all holders (the Noteholders) of its €500,000,000 4.875 per cent. Notes due 2014 (ISIN: XS0193337796) (originally issued by ASM Brescia S.p.A.) (the Existing 2014 Notes) and its €1,000,000,000 4.50 per cent. Notes due 2016 (ISIN:XS0463509959) (the Existing 2016 Notes and together with the Existing 2014 Notes, the Existing Notes and each a Series) to tender their Existing Notes for purchase by the Offeror for cash up to a Maximum Acceptance Amount of €400,000,000, subject to the satisfaction of the New Issue Condition and the other conditions described in the tender offer memorandum dated 2 July 2013 (the Tender Offer Memorandum) (the Offers).
The Offers were announced on 2 July 2013 and were made subject to the offer and distribution restrictions set out in the Tender Offer Memorandum. Capitalised terms used in this announcement and not otherwise defined have the meanings ascribed to them in the Tender Offer Memorandum.
The Offeror hereby announces that it accepts valid tenders of Existing Notes pursuant to the Offers as set out in the table below. In relation to each Series of Existing Notes, the following table sets out the aggregate nominal amount of Existing Notes validly tendered pursuant to the relevant Offer, the Series Acceptance Amount and the Pro-Ration Factor (if any).
|Description of the Notes||ISIN||Aggregate Nominal Amount Tendered|
|Existing 2014 Notes||XS0193337796||€294,300,000|
|Existing 2016 Notes||XS0463509959||€238,409,000|
As stated in the indicative results announcement, in relation to the Existing 2016 Notes, the Interpolated Reference Rate, the Purchase Yield and the 2016 Purchase Price were determined at or around 11.00 A.m. (CET) today in the manner described in the Tender Offer Memorandum.
The Interpolated Reference Rate, the Purchase Yield and the 2016 Purchase Price are set out in the table below.
|Description of the Notes||ISIN||Interpolated Reference Rate|
|Existing 2016 Notes||XS0463509959||0.727%|
As set out in the Tender Offer Memorandum, the 2014 Purchase Price is 103.8%.
The total amount that will be paid to each Noteholder on the Settlement Date for the Existing Notes accepted for purchase from such Noteholder will be an amount (rounded to the nearest €0.01, with €0.005 rounded upwards) equal to the sum of:
(a) the product of (i) the aggregate nominal amount of the relevant Existing Notes accepted for purchase from such Noteholder pursuant to the relevant Offer and (ii) the relevant Purchase Price; and
(b) the relevant Accrued Interest Payment on such Existing Notes.
Settlement is expected to occur on 11 July 2013.
A2A - Media Relations A2A
Tel. 02 7720.4582
Investor Relations Team
Tel. 02 7720.3974
Duty to notify the public in accordance with Consob decision no. 11971 of 05/14/1999 as Amended.