Capital/Financing Update • Sep 6, 2022
Capital/Financing Update
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| Informazione Regolamentata n. 0116-86-2022 |
Data/Ora Ricezione 06 Settembre 2022 22:44:13 |
Euronext Milan | |
|---|---|---|---|
| Societa' | : | ENEL | |
| Identificativo Informazione Regolamentata |
: | 166709 | |
| Nome utilizzatore | : | ENELN05 - Giannetti | |
| Tipologia | : | 2.2 | |
| Data/Ora Ricezione | : | 06 Settembre 2022 22:44:13 | |
| Data/Ora Inizio Diffusione presunta |
: | 06 Settembre 2022 22:44:15 | |
| Oggetto | : | Enel successfully launches a 1 billion euro "Sustainability-Linked Bond" in the Eurobond market |
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| Testo del comunicato |
Vedi allegato.
T +39 06 8305 5699 T +39 06 8305 7975 [email protected] enel.com enel.com
[email protected] [email protected]
THIS ANNOUNCEMENT CANNOT BE RELEASED, PUBLISHED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OR TO ANY PERSON LOCATED, RESIDENT OR DOMICILED IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (INCLUDING PUERTO RICO, THE US VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS) OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
Rome, September 6 th , 2022 - Enel Finance International N.V. ("EFI"), the Dutch-registered finance company controlled by Enel S.p.A. ("Enel")1 , today launched a Sustainability-Linked Bond for institutional investors in the Eurobond market for a total of 1 billion euros. The new issue is linked to the achievement of Enel's sustainable objective relating to the reduction of direct greenhouse gas emissions (Scope 1), contributing to United Nations Sustainable Development Goal ("SDG") 13 (Climate Action) and in accordance with the Group's Sustainability-Linked Financing Framework (the "Framework").
Alberto De Paoli, Enel CFO, said: "Today we have launched yet another highly successful bond issuance, which demonstrates once again how truly sustainable business models are sought after by the market, even in challenging times like the ones we are currently experiencing. This issue, alongside helping us in the achievement of Enel's sustainable finance objectives, supports the implementation of our strategy, which will strengthen the zero-emission energy supply of the countries where we operate. We are therefore working to create long-term value for all relevant players involved, in line with the principles of Stakeholder Capitalism, en route to the creation of a decarbonized, electrified society laying its foundations on the security of sustainable energy supplies."
1 Enel Rating: BBB+ (Stable) for Standard & Poor's, Baa1 (Negative) for Moody's and BBB+ (Stable) for Fitch.
The bond, which is guaranteed by Enel, was roughly 2.4 times oversubscribed, with total orders of approximately 2.4 billion euros and the significant participation of Socially Responsible Investors (SRI), enabling the Group to continue to diversify its investor base.
The success of the bond is a clear acknowledgement of the Group's sustainability strategy and of its ability to generate value by contributing to the achievement of the SDGs.
The proceeds from the issue are expected to be used by EFI to fund the Group's ordinary financing needs.
The transaction is in line with the Framework, last updated in January 2022, which fully integrates sustainability into the Group's global financing program through Sustainability-Linked Bonds, Sustainability-Linked Loans, SDG Commercial Paper Programs, Sustainability-Linked Foreign Exchange Derivatives, Sustainability-Linked Rates Derivatives and Sustainability-Linked Guarantees.
The Framework is aligned with the International Capital Market Association's (ICMA) "Sustainability-Linked Bond Principles" and the Loan Market Association's (LMA) "Sustainability-Linked Loan Principles", as verified by the Second-Party Provider V.E.
With the Strategic Plan presented to the financial community in November 2021, Enel brought forward its "Net Zero" commitment by 10 years, from 2050 to 2040, for both direct and indirect emissions overall. This commitment includes the phase-out of all direct and indirect emissions from electricity generation and sales to end customers, as well as gas sales - which involves the exit from the gas retail business by 2040 without resorting to offsetting measures.
In addition to bringing forward, from 2050 to 2040, the objective of fully decarbonizing its energy mix, Enel has at the same time confirmed its 2030 goal to reduce direct CO2eq emissions per kWh (Scope 1) by 80% compared to 2017, reaching a carbon intensity of 82gCO2eq/kWh or lower. The target is certified by the Science Based Targets initiative (SBTi) in line with limiting global warming to 1.5ºC above pre-industrial levels.
The envisaged pathway to the 2040 objective also includes a target for the intensity of direct greenhouse gas emissions (Scope 1), measured in grams of CO2eq per kWh, equal to or less than 140gCO2eq/kWh by 2024.
Accordingly, the bond issue is linked to the Key Performance Indicator (KPI) related to the intensity of direct greenhouse gas emissions (Scope 1) and the achievement of a Sustainability Performance Target ("SPT") equal to or less than 140gCO2eq/kWh on December 31st, 2024.
The issuance is structured as a single tranche of 1 billion euros paying a rate of 3.875% maturing on March 9 th, 2029. The issue price has been set at 99.630% and the effective yield at maturity is equal to 3.944%. The settlement date for the issue is on September 9th, 2022.
The interest rate will remain unchanged to maturity, subject to the achievement of an SPT equal to or lower than 140gCO2eq/kWh at December 31st, 2024.
If the SPT is not achieved, a step-up mechanism will be applied, increasing the rate by 25 bps as of the first interest period subsequent to the publication of the report issued by an expert external verifier in respect of the intensity of direct greenhouse gas emissions and the methodology for measuring CO2eq emissions applied by the Group.
Additional information on the rationale of the bond issue, the Framework and the related Second Party Opinion issued by V.E. are available to the public on the Enel website, at: https://www.enel.com/investors/investing/sustainable-finance/sustainability-linked-finance.
The bond is expected to be listed, at the time of the issue, on the Euronext Dublin regulated market.
In line with the Strategic Plan, the new Sustainability-Linked Bond contributes to the achievement of the Group's objectives related to sustainable finance sources on Group's total gross debt, set at around 65% in 2024 and over 70% in 2030.
The bond issue was supported by a syndicate of banks, with BNP Paribas, BPER, Commerzbank, Goldman Sachs, IMI – Intesa Sanpaolo, J.P. Morgan, Mediobanca, Morgan Stanley, Unicredit acting as jointbookrunners.
This announcement does not constitute or form part of any offer to sell or a solicitation of an offer to buy any securities in the US or any other jurisdiction. This press release does not constitute a prospectus or other offering document. No securities have been or will be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), nor under any securities laws of the United States of America or any other jurisdiction. No securities may be offered, sold or delivered in the United States of America or to persons who are, or in the interest of or on behalf of persons who are, "U.S. Persons" (as defined in Regulation S under the Securities Act), except pursuant to an exemption from, or a transaction not subject to, the registration requirements of the Securities Act and any applicable securities laws of the United States of America or any other jurisdiction. No public offering is being made in the United States of America or in any other jurisdiction where such an offering is restricted or prohibited or where such offer would be unlawful. The distribution of this announcement may be restricted by applicable laws and regulations. Persons who are physically located in those jurisdictions in which this announcement is circulated, published or distributed must inform themselves about and observe any such restrictions. This announcement is also directed only at (i) persons who are outside the United Kingdom, (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as "Relevant Persons"). Any investment activity to which this announcement relates will only be available to, and will only be engaged in with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this announcement. The documentation relating to the issuance of the securities is not or will not be approved by the National Commission for Companies and the Stock Exchange (Commissione Nazionale per le Società e la Borsa, "CONSOB") under applicable law. Therefore, the securities may not be offered, sold or distributed to the public in the Republic of Italy except to qualified investors as defined in Article 2 of Regulation (EU) No. 2017/1129 ("Prospectus Regulation") and any applicable provisions or regulations or in other circumstances which are exempted from the rules of the public offering, pursuant to Article 1 of the Prospectus Regulation, Article 100 of Legislative Decree no. 58 of 24 February 1998, Article 34-ter of Consob Regulation No. 11971 of 14 May 1999 as amended from time to time, and the applicable Italian laws.
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