Snam announces that the placement of the so-called equity-linked bond loan for a nominal amount of Euro 400 million (the "Bonds") has taken place successfully. The Bonds will have a duration of five years, will be issued at par and will not accrue interest.
The initial conversion price of the Bonds was set at Euro 4,8453, which represents a premium of 26% over the volume weighted average price of the Company's ordinary shares, as resulting from the Borsa Italiana list between the launch of the offer and the determination of the price of the Bonds.
"We have successfully completed a transaction that allows us to create further value through our share buyback program and to obtain funding at competitive costs, with a positive impact on cash flows", said Snam CEO Marco Alverà. “This convertible bond is a step forward in optimizing our debt structure and confirms investors' confidence in Snam's equity story”.
The Bonds may be converted into Shares, subject to the approval by the ordinary shareholders' meeting, to be held by 20 June 2017 (the "Long-stop Date"), of the transfer and delivery of the Shares purchased pursuant to the Plan the Share Repurchase Agreement approved on 1 August 2016 together with any other outstanding Shares held by the Company to satisfy the conversion of the Notes and provided that the Company has sent an appropriate notice to the holders of the Notes (the "Physical Settlement Notice"). In this regard, it should be noted that the Snam Board of Directors held on 6 March 2017 resolved to convene the ordinary shareholders' meeting on 11 April 2017 in order to authorize, among other things, the disposal of the Shares.
In case of approval by the ordinary meeting of shareholders, the Company will send the holders of the Bonds the Physical Settlement Notice as soon as possible (and in any case within 5 days following the ordinary meeting) indicating a deadline from which the holders of each Bond will have the right to convert such Bonds into Shares. Said deadline cannot be later than 2 trading days from the date on which the Physical Settlement Notice is sent.
