|Real-time Estimate - 05/18 04:00:00 pm|
SNAM S.p.A. Announces Indicative Results of the Tender Offers for Certain of Its Existing Notes01/16/2022 | 07:48pm
SNAM S.p.A. announced the indicative results of its invitation to the holders of its 750,000,000 1.500%. Notes due 21 April 2023 of which 190,133,000 remain 900,000,000 1.000%. Notes due 18 September 2023 of which 521,687,000 remain outstanding (XS1881004730) (the "September 2023 Notes"), 750,000,000 1.375%. Notes due 19 November 2023 of which 167,396,000 remain outstanding (XS1318709497) (the "November 2023 Notes"), 600,000,000 3.250%. Notes due 22 January 2024 of which 384,734,000 remain outstanding (XS1019326641) (the "January 2024 Notes"), 500,000,000 1.250%. Notes due 25 January 2025 of which 338,648,000 remain outstanding (XS1555402145) (the "January 2025 Notes") and 650,000,000 1.375%. Notes due 25 October 2027 of which 650,000,000 remain outstanding (XS1700721464) (the "October 2027 Notes" and together with the April 2023 Notes, the September 2023 Notes, the November 2023 Notes, the January 2024 Notes, the January 2025 Notes, the "Existing Notes" and each a "Series") to tender their Existing Notes for purchase by the Offeror for cash up to an aggregate nominal amount of the Existing Notes to be determined, and allocated between the Existing Notes of each Series, at the Offeror's sole and absolute discretion, on the terms and subject to the New Notes Condition (as defined in the Tender Offer Memorandum) and the other conditions contained in the tender offer memorandum dated 10 January 2022. Capitalised terms and expressions used in this announcement but not otherwise defined have the meanings given to them in the Tender Offer Memorandum. The Offers were launched by the Offeror on 10 January 2022, as announced on the same date, and were made on the terms and subject to the New Notes Condition and the other conditions set out in the Tender Offer Memorandum. Pricing of the New Notes took place on 12 January 2022. The Expiration Deadline for the Offers was on 5 p.m. on 14 January 2022. At the Expiration Deadline of each of the Offers, 512,203,000 in aggregate principal amount of the Notes had been validly tendered pursuant to the Offers. Following the Expiration Deadline, the Offeror hereby announces its non-binding indication to set the Maximum Acceptance Amount equal to 350,028,000 and accept for purchase Notes validly tendered pursuant to the Offers as set out below, subject to the subscription agreement of the New Notes remaining in full force and effect as at the Settlement Date. The Offeror will also pay the relevant Accrued Interest Payment in respect of Existing Notes of each Series accepted for purchase pursuant to the relevant Offer. Until the Offeror announces the final aggregate principal amount of the Notes accepted for purchase, no assurance can be given that any Notes validly tendered for purchase pursuant to the Offers will be accepted. The Offeror will announce, as soon as reasonably practicable following the Pricing Time on the Pricing Date, whether the New Notes Condition has been satisfied and whether the Offeror will accept valid tenders of Notes pursuant to either or all of the Offers and, if so accepted, the Maximum Acceptance Amount (if not previously announced) and, in relation to each Series of Existing Notes, of the aggregate nominal amount of Existing Notes validly tendered pursuant to the Offers, whether the Offeror will accept valid tenders of Existing Notes pursuant to the Offers and, if so accepted, the relevant Series Acceptance Amount and any Pro-Ration Factor and in respect of each Series of Existing Notes, the relevant Purchase Price; the principal amount of Existing Notes that will remain outstanding after the Settlement Date; the October 2027 Notes Interpolated Mid-Swap Rate; and the October 2027 Notes Purchase Yield. The Final Results Announcement will be published as soon as reasonably practicable following the Pricing Time on the Pricing Date. The Settlement Date in respect of any Notes accepted for purchase pursuant to the Offers is expected to be 20 January 2022. As set out in the Tender Offer Memorandum, the settlement of the Offers is subject to the subscription agreement of the New Notes remaining in full force and effect as at the Settlement Date.
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