Atlantia S.p.A. ("Atlantia")
(incorporated as a joint stock company in the Republic of Italy)
to the holders of:
EUR 1,000,000,000 3.375 per cent. Senior Guaranteed Notes due 18 September 2017
EUR 1,000,000,000 4.500 per cent. Senior Notes due 8 February 2019
EUR 750,000,000 4.375 per cent. Senior Guaranteed Notes due 16 March 2020
EUR 750,000,000 2.875 per cent. Senior Guaranteed Notes due 26 February 2021
EUR 500,000,000 4,375 per cent. Senior Guaranteed Notes due 16 September 2025
EUR 35,000,000 4.800 per cent. Senior Notes due 9 June 2032
EUR 125,000,000 3.240 per cent. Senior Notes due 10 June 2034
JPY 20,000,000,000 2.730 per cent. Notes due 10 December 2038
issued by Atlantia
under its €10,000,000,000 Euro Medium Term Note Programme (the "Atlantia Programme")
guaranteed by Autostrade per l'Italia S.p.A. ("Autostrade Italia")
We hereby give notice that the boards of directors of Autostrade Italia and Atlantia on 10 July 2016 approved a plan to "ring fence" the debt of Autostrade Italia by 2025 via:
· under the seven series of notes issued in public syndicated transactions by Atlantia (the "Public Notes") under the Atlantia Programme, the substitution as issuer of Autostrade Italia in place of Atlantia as the principal debtor, and the provision of a guarantee by Atlantia (the "Issuer Substitution"); and
· under the six series of notes issued under the Atlantia Programme on a private placement basis (the "Private Notes") the substitution as issuer of Autostrade Italia in place of Atlantia, the provision of a guarantee by Atlantia until 2025 and various amendments to the terms and conditions (the "Transfer").
In addition, if the Issuer Substitution and the Transfer are effected, Autostrade Italia and Atlantia propose to terminate the intra-group financing arrangements which were initially entered into in relation to the Public Notes and the Private Notes.
In respect of the Public Notes, Atlantia intends to implement the Issuer Substitution pursuant to the terms of the relevant trust deeds of the Atlantia EMTN Programme.
In respect of the Private Notes, the intention of Autostrade Italia and Atlantia is to execute the Transfer by way of amendments to each series of Private Notes. Atlantia would require the consent of the holder(s) of all series of Private Notes. In addition, Autostrade Italia and Atlantia propose to make various other changes to align the terms and conditions of the Private Notes more closely with those of the notes issued recently by Autostrade Italia under the Atlantia Programme, including to the cross default provision.
Therefore after 2025, if the Issuer Substitution and Transfer are implemented, "ring fencing" will have been achieved because: (i) all of the Public Notes will have matured; (ii) Atlantia will no longer guarantee any of the series of Private Notes; and (iii) the amendments to the terms and conditions of the Private Notes will permit Autostrade Italia to have the same terms and conditions across all series of notes, whether originally issued by Atlantia or Autostrade Italia.
There can be no assurance that the Issuer Substitution or the Transfer will be completed in the manner set forth above or at all.
The notes issued by Atlantia and distributed to Italian retail investors in 2012, which are due to mature in 2018, will not be affected by the Transfer or the Issuer Substitution.
None of the notes issued by Autostrade Italia will be affected by the Transfer or the Issuer Substitution.
For further information, please contact:
Via Antonio Nibby, 20,
Attention: Umberto Vallarino / Alan Perri
Tel no.: +39 06 4363 4783
Fax no.: +39 06 4363 4789
This Notice is given by:
Dated: 31 August 2016
This announcement has been issued through the Companies Announcement Service of
the Irish Stock Exchange.
This information is provided by RNS