Successful outcome of the Tender Offer and overall amount of the new unrated bond issues raised to € 200 million
Successful outcome of the Tender Offer on Davide Campari-Milano S.p.A. notes, resulting in the acceptance of an amount of € 200,001,000.
Overall amount of the new unrated bond issues placed by Davide Campari-Milano S.p.A. raised to € 200 million, in exchange for the above notes. Overall indebtedness to benefit from extended maturity.
Milan, March 30th, 2017-Following its previous announcement on March 22nd, 2017, Davide Campari-Milano S.p.A. placed two fixed rate unrated bond issues with a duration of, respectively, five and seven years, aimed at (a) an exchange for certain existing notes previously issued by Davide Campari-Milano S.p.A. and purchased for cash by BNP Paribas pursuant to the tender offer launched on March 22nd, 2017 and completed on March 30th, 2017 (the Tender Offer); and (b) the pursuit of the company’s corporate purposes (including the refinancing of part of its existing indebtedness).
Today BNP Paribas, based on the high participation results of the Tender Offer, announced its decision to accept for purchase € 200,001,000 in nominal amount of the existing Davide Campari-Milano S.p.A. notes.
In particular, in accordance with the terms and conditions of the Tender Offer, BNP Paribas today has accepted for purchase the following existing notes issued by Davide Campari-Milano S.p.A.:
• a total nominal amount of € 180,943,000 of existing notes due October 25th, 2019 (ISIN Code
• a total nominal amount of € 19,058,000 of existing notes due September 30th, 2020 (ISIN Code
The results of the Tender Offer are available on the website of the Luxembourg Stock Exchange at www.bourse.lu.
Given the high participation in the Tender Offer, Davide Campari-Milano S.p.A. decided to increase the principal amount of the seven-year bonds by an additional amount equal to € 50 million, to an overall amount equal to € 200 million. Accordingly, the bonds placed as of today have a principal amount, respectively, of (i) € 50 million with a maturity on 5th April, 2022; and (ii) € 150 million with a maturity on 5th April, 2024.
On or around April 5th, 2017, Davide Campari-Milano S.p.A. expects to exchange the existing notes purchased by BNP Paribas listed above with the new notes and will pay any remaining amount in cash. The exchange will occur following the conclusion of the placement and settlement of the new notes, which will be admitted to trading on the unregulated market (so-called ‘Third Market’) of the Vienna Stock Exchange.
Upon completion of the exchange, the amounts indicated above with respect to the existing notes will be cancelled by Davide Campari-Milano S.p.A. and the outstanding nominal amounts of the existing notes of each series will be:
• € 219,057,000 with reference to the notes due October 25th, 2019; and
• € 580,942,000 with reference to the notes due September 30th, 2020.
The transaction enables Davide Campari-Milano S.p.A. to optimise its debt structure by extending the average maturity of its liabilities benefitting from the low interest rates on the market.
The notes will only be offered and sold outside the United States to institutional investors that are non-U.S. persons under Regulation S and have not been and will not be registered under the U.S. Securities Act of
1933, as amended (the Securities Act), or any other securities laws. The notes may not be offered or sold in the United States, or to, or for the account or benefit of, US persons absent registration or an applicable exemption from registration requirements. This press release shall not constitute an offer to sell the notes or an offer of financial products, nor shall there be any sale of the notes in any state or jurisdiction in which such an offer or sale would be unlawful. No action has been or will be taken to permit a public offering of the notes in any jurisdiction.
This press release is not an offer of securities for sale or an offer of financial products in the United States or any other jurisdiction. The securities may not be offered or sold in the United States or to or for the account or benefit of U.S. persons (as such term is defined in Regulation S under the Securities Act) unless registered under the Securities Act or pursuant to an exemption from such registration.
The offering of the notes has not been cleared by the Commissione Nazionale per le Societá e la Borsa (CONSOB), pursuant to Italian securities legislation. Accordingly, the notes have not been and will not be offered, sold or delivered in Italy in a public offering (‘offerta al pubblico’) except in circumstances which are exempted from the rules on public offerings pursuant to Italian applicable laws and regulations, and the notes may only be offered, sold or delivered in Italy in compliance with all Italian applicable laws and regulations.