Milan, 9 July 2013 - A2A S.p.A. (the Offeror) hereby announces the indicative results 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 (i) the New Issue Condition has been satisfied and (ii) it intends to accept valid tenders of Existing Notes pursuant to the Offers in excess of the Maximum Acceptance Amount. 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 indicative Series Acceptance Amount and the indicative Pro-Ration Factor (if any).
Description of the Notes | ISIN | Aggregate Nominal Amount Tendered | Indicative Series Acceptance Amount | Indicative Pro-Ration Factor (if any) |
Existing 2014 Notes | XS0193337796 | €294,300,000 | €200,900,000 | 70% |
Existing 2016 Notes | XS0463509959 | €238,409,000 | €238,409,000 | N/A |
In relation to the Existing 2016 Notes, the Interpolated Reference Rate, the Purchase Yield and the 2016 Purchase Price will be determined at or around 11.00 a.m. (CET) today in the manner described in the Tender Offer Memorandum.
As soon as practicable after such determinations, the Offeror shall make a final announcement of whether the Offeror will accept valid tenders of Existing Notes of any Series pursuant to the relevant Offer and, if so, (i) in relation to each Series of Existing Notes, the aggregate nominal amount of Existing Notes validly tendered pursuant to the relevant Offer, the Series Acceptance Amount and any Pro-Ration Factor; and (ii) the Interpolated Reference Rate, the Purchase Yield and the 2016 Purchase Price.
Settlement is expected to occur on 11 July 2013.
Contats
A2A - Media Relations A2A
Tel. 02 7720.4582
ufficiostampa@a2a.eu
Investor Relations Team
Tel. 02 7720.3974
ir@a2a.eu
Duty to notify the public in accordance with Consob decision no. 11971 of 05/14/1999 as Amended.
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS) OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
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