(AGENPARL) – mer 10 gennaio 2024 TERNA: SUCCESSFUL LAUNCH OF A 7-YEAR BOND ISSUE
FOR € 850 MILLION
Very favourable response in the market with demand outstripping supply by almost 3 times the
offered amount
Rome, 10 January 2024 – Terna S.p.A. (“Terna” or “Company”) today successfully launched a fixed
rate, single tranche bond issue for a total amount of € 850 million.
The issue, which received a very favourable market response with demand outstripping supply by
almost 3 times the offered amount, is characterized by high quality and broad geographical
diversification of investors. It was made in the framework of the € 9,000,000,000 Euro Medium Term
Notes (EMTN) Programme, which has been rated “BBB+” by Standard and Poor’s and “(P)Baa2” by
Moody’s.
The bond has a nominal amount of € 850 million, a duration of 7 years and maturity on 17 January
2031. It will pay a coupon of 3,50% and will be issued at a price of 99,385, with a spread of 100 basis
points over the midswap. The settlement date for the issue is scheduled for 17 January 2024.
It is expected that the proceeds from the issue will be used by the Company led by Giuseppina Di
Foggia to meet ordinary financial requirements and to fund the needs of the Group’s Industrial Plan.
An application will be made for the bond – at the time of the issue – to be listed on the Luxembourg
Stock Exchange.
The bond issue was placed by a syndicate of banks formed by Banca Akros, BNP Paribas,
CaixaBank, Citi, Crédit Agricole Corporate and Investment Bank, IMI – Intesa Sanpaolo, Morgan
Stanley, SMBC, Unicredit Bank AG, acting as joint-bookrunners.
This press release (the “Press Release”) (including the information contained herein) does not constitute or is
part of an offering or an invitation to purchase the Notes issued by the Company. Furthermore, this Press
Release does not constitute a recommendation by the Company or any other party to sell or buy the Notes,
neither a prospectus or other offering document. No action has been taken or will be taken by the Company
that would permit an offering to sell or an invitation to purchase the Notes in any jurisdiction where actions for
such purposes are required. It is forbidden to distribute this Press Release in any jurisdiction where actions for
such purpose are required. Persons into whose possession this Press Release comes are required to inform
themselves about and to observe any such restrictions. In particular, this Press Release (including the
information contained herein) does not constitute or is part of an offering of the Notes in the United States of
America, Japan, Australia or Canada and any other jurisdiction where the extension, dissemination or
availability of the transaction (and any other transaction contemplated thereby) would breach any applicable
law or regulation or require registration of such Securities in the relevant jurisdiction (the “Restricted
Jurisdictions”). This Press Release shall not be distributed, directly or indirectly, in such Restricted
Jurisdictions. The Notes have not been and will not be registered under the United States Securities Act of
1933, as subsequently amended (the “Securities Act”), nor under any law applicable to financial instruments
of the United States of America or any other Restricted Jurisdiction and may not be offered or sold neither in
the United States of America without a registration or a specific exemption from registration under the
Securities Act nor in a Restricted Jurisdiction. The distribution of this Press Release may be restricted by
regulatory provisions. Individuals in jurisdictions where this release is distributed, published or circulated
should inform themselves of and comply with such restrictions. In the United Kingdom this Press Release is
directed only to: (i) persons who have professional experience in matters relating to investments falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended
(the “Order”), and qualified investors under Article 49(2) from (a) to (d) of the Order, and (ii) to whom this Press
Release may otherwise be lawfully communicated (together being referred to as “Relevant Persons”). This
Press Release must not be acted or relied upon by persons who are not Relevant Persons. Any investment or
investment activity, to which this Press Release relates, is considered in the exclusive interest of and only
addressed to the Relevant Persons and will be undertaken only with Relevant Persons. Any person who is not
a Relevant Person should not act on or rely on this release. The documentation relating to the issuance of the
Notes is not and will not be approved by CONSOB (the Italian Securities Exchange Commission) pursuant to
the applicable laws. Therefore, the Notes may not be offered, sold or distributed to the public in the territory of
the Republic of Italy, other than to qualified investors, as defined by Article 2(1)(e) of the Regulation (EU)
2017/1129 of the European Parliament and of the Council of 14 June 2017 (the “Prospectus Regulation”) and
any applicable legal or regulatory provision or in other circumstances in which an exemption from the obligation
to publish a prospectus is applied, by Article 35(1)(d) of CONSOB Regulation No. 20307 of 15 February 2018,
pursuant to Article 100 of Legislative Decree No. 58 of 24 February 1998 (the “Consolidated Finance Act”), as
amended, and pursuant to Article 34-ter of CONSOB Regulation No. 11971 of 14 May 1999 (the “Issuers
Regulation”), as amended from time to time, or in the other circumstances set forth under Article 100 of the
Consolidated Finance Act or the Issuers’ Regulation or the Prospectus Regulation, in any case in compliance
with laws and regulations or requirements imposed by CONSOB or other Italian Authority.