Capital/Financing Update • Jul 23, 2024
Capital/Financing Update
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Press Release
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
Rome, 23 July 2024 – Mundys S.p.A. (the Company) announces the results of the invitation to holders of its €750,000,000 1.625 per cent. Notes due 3 February 2025 (ISIN: XS1558491855) (the Notes) issued by the Company (formerly Atlantia S.p.A.), to tender any and all Notes for purchase by the Company for cash (the Offer).
The Offer was launched on 15 July 2024 and was made on the terms and subject to the conditions set out in the tender offer memorandum dated 15 July 2024, including satisfaction (or waiver) of the New Financing Condition (the Tender Offer Memorandum). Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.
The Company hereby announces it will accept for purchase all validly tendered Notes and that the Acceptance Amount is equal to €473,349,000, subject to the satisfaction (or waiver) of the New Financing Condition on or prior to the Settlement Date. A summary of the results is set out below:
| Description of the Notes | ISIN / Common Code | Purchase Price | Acceptance Amount |
|---|---|---|---|
| €750,000,000 1.625 per cent. Due 3 February 2025 (of which €599,993,000 were outstanding on 15 July 2024) |
XS1558491855 / 155849185 |
98.95% per cent. | €473,349,000 |
The Settlement Date for the Offer is expected to be 25 July 2024.
The Company's €500,000,000 4.500 per cent. Sustainability-Linked Notes due 24 January 2030 (i.e., the new notes for the purposes of the New Financing Condition) are expected to be issued on 24 July 2024.
Investor Relations e-mail: [email protected]
Media Relations e-mail: [email protected] On the Settlement Date, subject to satisfaction (or waiver) of the New Financing Condition, the Company will pay the Purchase Price and the Accrued Interest Payment to Noteholders who have validly tendered their Notes for purchase pursuant to the Offer. The aggregate nominal amount of Notes that will remain outstanding after the Settlement Date will be equal to €126,644,000. All Notes acquired by the Company upon completion of the Offer will be cancelled.
Barclays Bank Ireland PLC and BofA Securities Europe SA are acting as Dealer Managers of the Offer.
Kroll Issuer Services Limited is acting as Tender Agent of the Offer.
Investor Relations e-mail: [email protected]
Media Relations e-mail: [email protected]
The Shard 32 London Bridge Street London SE1 9SG United Kingdom
Telephone: +44 (0) 20 7704 0880 Attention: Alessandro Zorza Email: [email protected]
Website: https://deals.is.kroll.com/mundys
Barclays Bank Ireland PLC One Molesworth Street Dublin 2 Ireland D02 RF29 Attention: Liability Management Group Email: [email protected]
BofA Securities Europe SA 51 Rue La Boétie 75008 Paris, France Attention: Liability Management Group Telephone: +33 1 877 01057 Email: [email protected]
This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire any securities is being made pursuant to this announcement. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. If you are in any doubt as to the contents of this announcement or the Tender Offer Memorandum or the action you should take, you are recommended to seek your own financial and legal advice, including as to any tax consequences, immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial or legal adviser.
Media Relations e-mail: [email protected]
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