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Mundys (formerly: Atlantia SpA)
Capital/Financing Update • Jan 23, 2024
6228_rns_2024-01-23_66ffa0ca-7edc-4928-85c1-d398cadb638d.pdf
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.
Final results of Mundys S.p.A. liability management exercise
Rome, 23 January 2024 – Mundys S.p.A. (the Company) announces the final results of the invitation to holders of its €750,000,000 1.625 per cent. due 3 February 2025 (ISIN: XS1558491855) (the Notes) issued by the Company (formerly Atlantia S.p.A.), to tender their Notes for purchase by the Company for cash up to a Maximum Acceptance Amount equal to €150,000,000 in principal amount of Notes (the Offer).
The Offer was launched on 15 January 2024 and was made on the terms and subject to the conditions set out in the tender offer memorandum dated 15 January 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.
Further to pricing in respect of the Offer which took place at or around 12.00 p.m. (CET) today, the Company has determined that the Final Acceptance Amount is equal to €150,007,000 and that, subject to the satisfaction or waiver of the New Financing Condition on or prior to the Settlement Date, it will accept Notes tendered to the Offer subject to a Pro-Ration Factor equal to 39.4286%, subject to certain adjustments, as described in the Tender Offer Memorandum. A summary of the final results is set out below:
| Description of the Notes | ISIN / Common Code |
Final Acceptance Amount |
Interpolate d Mid Swap Rate |
Purchase Spread |
Purchas e Yield |
Purchas e Price |
Pro Ration Factor |
|---|---|---|---|---|---|---|---|
| €750,000,000 1.625 per cent. Due 3 February 2025 |
XS1558491855 / 155849185 |
€150,007,000 | 3.598% | 10 bps | 3.698% | 97.952% | 39.4286% |
Investor Relations e-mail: [email protected] Media Relations e-mail: [email protected]
The Settlement Date for the Offer is expected to be 25 January 2024.
The Company's €750,000,000 4.750 per cent. Fixed Rate Sustainability-Linked Notes due 24 January 2029 (the New Notes) are expected to be issued on 24 January 2024.
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 in respect of the Notes accepted for purchase pursuant to the Offer. All Notes acquired by the Company upon completion of the Offer will be cancelled. The aggregate nominal amount of Notes that will remain outstanding after the Settlement Date will be equal to €599,993,000.
BNP Paribas and Crédit Agricole Corporate and Investment Bank are acting as Global Coordinators and Dealer Managers and UniCredit Bank GmbH as Dealer Manager of the Offer.
Kroll Issuer Services Limited is acting as Tender Agent of the Offer.
TENDER AGENT
Kroll Issuer Services Limited
The Shard
32 London Bridge Street
London SE1 9SG
United Kingdom
Tel: +44 20 7704 0880
Attention: Alessandro Zorza
Email: [email protected]
Offer Website: https://deals.is.kroll.com/mundys
GLOBAL COORDINATORS AND DEALER MANAGERS
Crédit Agricole Corporate and Investment Bank
16, boulevard des Italiens 75009 Paris France Telephone: +33 1 55 77 78 94
BNP Paribas
Attention: Liability Management Group
Email: [email protected]
12, Place des Etats-Unis
CS 70052-92547
Montrouge Cedex
France
Telephone: +44 207 214 5553
Attention: Liability Management
Email: [email protected]
DEALER MANAGER
UniCredit Bank GmbH
Arabellastrasse 12
D-81925 Munich
Germany
Attention: DCM Italy; Liability Management
Email: [email protected]; [email protected]
Tel: +39 02 8862 0581 / +49 89 378 3318825
DISCLAIMER
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.