“Not for publication or distribution, directly or indirectly, in the United States, Canada, Australia, Japan, to US persons as defined in the US Securities Act of 1933 as amended (the “Securities Act”), or in any other jurisdiction where to do so would be unlawful.
San Donato Milanese (Milan), 28 March 2014 – Eni S.p.A. (“Eni”) announces that it has successfully completed the placement of 58,051,000 ordinary shares corresponding to approximately 7% of the share capital of Galp Energia SGPS S.A. (“Galp”) (the “Offering”).
The aggregate consideration of the Offering amounted to approximately € 702.4 million.
The Offering, carried out through an accelerated bookbuilding procedure aimed at qualified institutional investors, was priced at € 12.10 per share.
The transaction will be settled on 2 April 2014 by delivery of the shares to investors and payment of the consideration to Eni.
Following the settlement of the sale, Eni will hold approximately 9% of Galp's share capital, of which 8% underlying the approximately € 1,028 million exchangeable bond issued on 30 November 2012 and due on 30 November 2015 and approximately 1% subject to the right of first refusal exercisable by Amorim Energia B.V..
In connection with the Offering and in line with market practice, Eni has agreed to a 30-day lock-up period with respect to sales of additional shares of Galp, subject to customary exceptions for transactions of this type.
Eni has engaged Goldman Sachs and Mediobanca as Joint Bookrunners for the sale.
DISCLAIMER: The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. The information in this announcement is subject to change. It may be unlawful to distribute this announcement in certain jurisdictions. These written materials are not for distribution in the United States, Canada, Australia or Japan or in any other jurisdiction where to do so would be unlawful. The information contained herein does not constitute an offer of securities for sale in the United States, Canada, Australia or Japan. This announcement does not constitute or form part of an offer to sell or the solicitation of an offer to buy the securities discussed herein. The securities mentioned herein have not been, and will not be, registered under the Securities Act, and 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 exemption from the registration requirements of the Securities Act. There will be no public offer of the securities mentioned herein in the United States.
The Offering has not been and shall not be submitted to the clearance procedure of the Commissione Nazionale per le Società e la Borsa (CONSOB) pursuant to the applicable laws and regulations. As a result, the Shares and any document relating thereto 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 pursuant to article 100 of Legislative Decree No. 58 of 24 February 1998 (the “Financial Services Act”) and article 34-ter of CONSOB Regulation No. 11971 of 14 May 1999 (the “CONSOB regulation”) in each case, as amended from time to time, or in the other circumstances provided for by article 100 of the Financial Services Act and by the CONSOB Regulation and, in any case, in compliance with any applicable laws and regulations or requirements imposed by CONSOB or any other Italian authority.
The Offering has not been and will not be submitted for approval by the Comissão do Mercado de Valores Mobiliários (CMVM) pursuant to applicable laws and regulations and, therefore, the Shares may not be offered, sold or distributed to the public in the Republic of Portugal other than to qualified investors, as defined pursuant to article 30 of Decree-Law number 486/99, of 13 November, as amended (the “Portuguese Securities Code”) or otherwise offered, sold or distributed in a way that would trigger the qualification of the Offering as a public offer under the Portuguese Securities Code.”
Source: Galp Energia SGPS, S.A.