Dovalue

Capital/Financing Update • Dec 23, 2024

Informazione Regolamentata n. 1967-134-2024	Data/Ora Inizio Diffusione 23 Dicembre 2024 12:53:34		Euronext Star Milan
Societa'	:	DOVALUE
Identificativo Informazione Regolamentata	:	199809
Utenza - Referente :		DOVALUEN06 - Della Seta
Tipologia	:	REGEM
Data/Ora Ricezione	:	23 Dicembre 2024 12:53:34
Data/Ora Inizio Diffusione	:	23 Dicembre 2024 12:53:34
Oggetto	:	Conditional notice of redemption of 5.00% Senior Secured Notes due 2025 - Update
Testo del comunicato

Vedi allegato

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN OR IN ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL.

PRESS RELEASE

DOVALUE S.P.A.

CONDITIONAL NOTICE OF REDEMPTION

€265,000,000 5.00% Senior Secured Notes due 2025

Rule 144A Global Note

ISIN: XS2212626548; Common Code: 221262654

Reg S Global Note

ISIN: XS2212625656; Common Code: 221262565

Rome, December 23, 2024 – On December 13, 2024, a conditional notice of redemption (the "Conditional Notice of Redemption") was given by doValue S.p.A. (the "Issuer") in accordance with Sections 3.03, 3.04 and 12.01 of the Indenture dated as of August 4, 2020 (the "Indenture") by and among, inter alios, the Issuer, as Issuer, BNY Mellon Corporate Trustee Services Limited, as Trustee, UniCredit S.p.A. as Security Agent and The Bank of New York Mellon, London Branch, as paying agent, pursuant to which the Issuer issued its €265,000,000 5.00% Senior Secured Notes due 2025 (the "Notes").

The terms not otherwise defined herein shall have the same meanings given to them in the Conditional Notice of Redemption.

The Refinancing Condition has been satisfied today and the Issuer will therefore redeem the entire principal amount of the Notes outstanding, in accordance with the terms set out in the Conditional Notice of Redemption, on December 23, 2024, which shall be the "Optional Redemption Date" for the purposes of the Conditional Notice of Redemption.

This press release does not constitute an offer to sell securities in the United States of America. The Notes will be offered only to qualified institutional buyers pursuant to Rule 144A and outside the United States pursuant to Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities Act"), subject to prevailing market and other conditions. There is no assurance that the offering will be completed or, if completed, as to the terms on which it is completed. The securities mentioned herein have not been and will not be registered under the Securities Act, as amended (the "Securities Act") or under any other securities laws of any state of the United States of America or in Australia, Canada or Japan, or in any other jurisdiction in which such offer or solicitation is subject to the approval of the local authorities or would, in any event, be unlawful and such securities may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. Any public offering of securities to be made in the United States will be made by means of an offering memorandum that may be obtained from the issuer and will contain detailed information about the company and management, as well as financial statements.

***

In Member States of the European Economic Area (the "EEA"), this release is only intended for and may only be addressed to persons classified as "qualified investors" (the "Qualified Investors") pursuant to article 2(e) of Regulation (EU) 2017/1129.

In the United Kingdom, this release is only intended for and may only be addressed to persons classified as "qualified investors" (the "Qualified Investors") pursuant to article 2(e) of Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (as amended, the "EUWA").

This release does not constitute an offer to sell or a solicitation to purchase financial instruments. No action has been or will be taken to allow a public offering of the bonds in any jurisdiction. This release (and the information contained herein) may not be published or distributed, directly or indirectly, in the United States of America, or in Australia, Canada or Japan, or in any other country in which such publication or distribution would be subject to the approval of the local authorities or would, in any event, be unlawful.

Within the United Kingdom, this announcement is directed only at persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 ("relevant persons"). The investment or investment activity to which this announcement relates is only available to and will only be engaged in with relevant persons and persons who receive this announcement who are not relevant persons should not rely or act upon it.

MiFID II professionals/ECPs-only / No PRIIPs KID – Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) pursuant to Regulation (EU) 1286/2014 has been prepared as the offer is not addressed to retail investors.

UK MiFIR professionals/ECPs-only / No PRIIPs KID – Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) pursuant to Regulation (EU) 1286/2014 as it forms part of domestic law by virtue of the EUWA has been prepared as the offer is not addressed to retail investors.

Fine Comunicato n.1967-134-2024 Numero di Pagine: 4
--------------------------------------------------------