San Donato Milanese (Milan), 6 October 2020 – Eni (Baa1 Moody’s / A- S&P / A- Fitch) intends to place today two issues of euro-denominated perpetual subordinated hybrid bonds at fixed rate, dedicated to institutional investors.
As specified in the relevant terms and conditions, Eni may redeem either issue of hybrid bonds at any time during the 90 days before the relevant first reset date and, subsequently, at each interest payment date. The first reset date for the first bond is expected to be at 5.25 years after issue (January 13th, 2026), while for the second bond it is expected to be at 9 years after issue (October 13th, 2029).
The bonds are to be issued in accordance with the resolution adopted by Eni’s Board of Directors on October 1st, 2020. The issuances are aimed at financing future needs and at maintaining a well-balanced financial structure.
The bonds will be placed subject to market conditions and subsequently listed on the regulated market of the Luxembourg Stock Exchange.
It is also expected that the rating agencies will assign to the bonds the following ratings Baa3 / BBB / BBB (Moody's / S&P / Fitch) and an “equity credit” of 50%.
For the issuance of such two bonds, Eni has mandated a syndicate composed of Barclays, BNP Paribas, Citi, Goldman Sachs International, HSBC, Santander, SMBC Nikko and UniCredit, who will act as joint lead managers.
The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. The information in this announcement is subject to change. This announcement is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia) or for the account or benefit of any U.S. Person as that term is defined in the Securities Act as defined below (a "U.S. Person"), Australia, Canada, Japan or South Africa or any other jurisdiction where such an offer or solicitation would require the approval of local authorities or otherwise be unlawful (the "Other Countries"). This announcement is not an offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada, Japan, South Africa or in the Other Countries. The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or pursuant to the corresponding regulations in force in Australia, Canada, Japan, South Africa or the Other Countries and may not be offered or sold in the United States or to a U.S. Person absent registration with the United States Securities and Exchange Commission or an exemption from registration under the Securities Act. Eni does not intend to register any part of the securities in the United States or to conduct a public offering of securities in the United States, Australia, Canada, Japan or in the Other Countries. In any Member State of the European Economic Area ("EEA"), this announcement is only directed at and may only be communicated to persons who are "qualified investors" ("Qualified Investors") within the meaning of Article 2(e) of Regulation (EU) 2017/1129. This announcement is directed only at persons (i) who are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) who have professional experience in matters relating to investments falling within Article 19(5) of the Order or (iii) to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). Any investment or investment activity to which this communication relates is only available to relevant persons and will be engaged in only with relevant persons, or in the EEA, with Qualified Investors. Any person who is not a relevant person, a Qualified Investor or otherwise permitted under applicable law or regulation to access this announcement, should not act or rely on this announcement. 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 (the “PRIIPS Regulation”) has been prepared as the offer is not addressed to retail investors in the EEA or in the United Kingdom.
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