Autostrade per l'Italia S.p.A. ("Autostrade Italia")
(incorporated as a joint stock company in the Republic of Italy)
to the holders of:
EUR 650,000,000 1.125 per cent. Notes due 4 November 2021
EUR 500,000,000 1.875 per cent. Notes due 4 November 2025
EUR 750,000,000 1.750 per cent. Notes due 26 June 2026
issued by Autostrade Italia
under its €7,000,000,000 Euro Medium Term Note Programme
We hereby give notice that the boards of directors of Autostrade Italia and Atlantia S.p.A. ("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 Atlantia's €10,000,000,000 Euro Medium Term Note Programme (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:
Autostrade per l'Italia S.p.A.
Via Alberto Bergamini, 50,
Attention: Umberto Vallarino / Alan Perri
Tel no.: +39 06 4363 4783
Fax no.: +39 0643634789
This Notice is given by:
Autostrade per l'Italia S.p.A.
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