Rome, February 2nd, 2012 Enel S.p.A. (Enel) announces that it has completed the placement, launched late yesterday afternoon, of 102,384,037 ordinary shares, equal to 5.1% of share capital, of Terna S.p.A. (Terna). The proceeds of the placement totalled Euro 281 million, generating a consolidated capital gain of Euro 178 million for Enel, net of ancillary charges. The whole interest held by Enel in Terna, whose shares are traded on the Mercato Telematico Azionario (MTA) managed by Borsa Italiana S.p.A., has been disposed.
The transaction, which was structured as an accelerated bookbuilding with the placement of Terna shares to Italian and international institutional investors, was priced at Euro 2.74 per share. The transaction will be settled through delivery of shares and payment of consideration on February 7th, 2012.
For the placement, Enel has engaged Banca IMI, J.P. Morgan, Mediobanca and Unicredit as joint bookrunners.
This press release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended (the Securities Act). The ordinary shares of Terna have not been, and will not be, registered by Enel under the Securities Act, and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act.
For the dissemination to the public and the storage of regulated information made available to the public, Enel S.p.A. has decided to use respectively the platforms “eMarket SDIR” and “eMarket Storage”, both available at the address www.emarketstorage.com and managed by Spafid Connect S.p.A. with registered office in Milan, at Foro Buonaparte, 10. The aforementioned services are authorized by Consob (resolution No.19878 of February 15th, 2017, related to the mechanism for the dissemination to the public of regulated information “eMarket SDIR” and resolution No. 19879 of February 15th, 2017, related to the mechanism for the central storage of regulated information “eMarket Storage”).
From May 19th 2014 to June 30th 2015, Enel S.p.A. used the authorized mechanism for the storage of regulated information denominated “1Info”, available at the address www.1info.it, managed by Computershare S.p.A. with registered office in Milan and authorized by Consob with resolution No. 18852 of April 9th, 2014.