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UniCredit Spa announces invitation for offers to sell various group asset backed securities for cash

Not for publication or distribution, directly or indirectly, in the United States, Canada, Australia or Japan.

 

 

UNICREDIT S.P.A. ANNOUNCES INVITATION FOR OFFERS TO SELL VARIOUS GROUP ASSET BACKED SECURITIES FOR CASH

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA, TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED), OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.

 

UniCredit S.p.A. ("UniCredit") announces an invitation to eligible holders of the securities described below (the "Securities") to submit offers to sell their securities through anunmodified Dutch auction procedure up to the Tender Cap and subject to the Minimum Purchase Price set out in the table below in respect of each Security (the "Invitation").Full terms and conditions of the Invitation are set out in the invitation for offers memorandum dated 11 September 2012 (the "Invitation Memorandum"). Terms not defined herein will have the same meaning ascribed to them in the Invitation Memorandum.

 

 

Issuer

ISIN Code

Name of the Security and maturity date

Original principal amount on the issue date in Euro

Bond Factor as at 11 September 20121

Principal amount outstanding as at 11 September 2012 in Euro

Tender Cap (in principal amount outstanding) in Euro2

Minimum Purchase Price (for each Applicable Denomination) in Euro

Minimum Purchase Price (expressed as a percentage of the Applicable Denomination)

Applicable Denomination (in original principal amount) in Euro

Redeeming Securities and applicable payment date

CORDUSIO RMBS S.r.l.

IT0003844948

Eur 2,060,000,000.00 Class A2 Residential Mortgage-Backed Floating Rate Notes due 2033

2,060,000,000

27.18%

559,860,620

85,600,000

47,750

95.50%

50,000

No

CORDUSIO RMBS S.r.l.

IT0003844955

Eur 52,000,000.00 Class B Residential Mortgage-Backed Floating Rate Notes due 2033

52,000,000

100.00%

52,000,000

14,000,000

42,500

85.00%

50,000

No

CORDUSIO RMBS S.r.l.

IT0003844963

Eur 119,200,000.00 Class C Residential Mortgage-Backed Floating Rate Notes due 2033

119,200,000

100.00%

119,200,000

27,800,000

34,000

68.00%

50,000

No

CORDUSIO RMBS SECURITISATION S.r.l.

IT0004087174

Eur 1,892,000,000.00 Class A2 Residential Mortgage-Backed Floating Rate Notes due 2035

1,892,000,000

42.07%

796,029,863

115,000,000

45,875

91.75%

50,000

No

CORDUSIO RMBS SECURITISATION S.r.l.

IT0004087182

Eur 45,700,000.00 Class B Residential Mortgage-Backed Floating Rate Notes due 2035

45,700,000

100.00%

45,700,000

10,300,000

35,500

71.00%

50,000

No

CORDUSIO RMBS SECURITISATION S.r.l.

IT0004087190

Eur 96,000,000.00 Class C Residential Mortgage-Backed Floating Rate Notes due 2035

96,000,000

100.00%

96,000,000

18,100,000

28,000

56.00%

50,000

No

CORDUSIO RMBS UCFIN S.r.l.

IT0004144892

Eur 1,735,000,000.00 Class A2 Residential Mortgage-Backed Floating Rate Notes due 2042

1,735,000,000

51.79%

898,489,182

121,100,000

43,750

87.50%

50,000

No

CORDUSIO RMBS UCFIN S.r.l.

IT0004144900

Eur 75,000,000.00 Class B Residential Mortgage-Backed Floating Rate Notes due 2042

75,000,000

100.00%

75,000,000

12,500,000

28,500

57.00%

50,000

No

CORDUSIO RMBS UCFIN S.r.l.

IT0004144934

Eur 25,000,000.00 Class C Residential Mortgage-Backed Floating Rate Notes due 2042

25,000,000

100.00%

25,000,000

5,100,000

25,000

50.00%

50,000

No

CORDUSIO RMBS UCFIN S.r.l.

IT0004144959

Eur 48,000,000 Class D Residential Mortgage-Backed Floating Rate Notes due 2042

48,000,000

100.00%

48,000,000

7,000,000

18,500

37.00%

50,000

No

CORDUSIO RMBS SECURITISATION S.r.l.

IT0004231236

Eur 2,227,600,000.00 Class A2 Residential Mortgage-Backed Floating Rate Notes due 2040

2,227,600,000

42.29%

941,988,108

138,500,000

93,000

93.00%

100,000

No

CORDUSIO RMBS SECURITISATION S.r.l.

IT0004231244

Eur 738,600,000.00 Class A3 Residential Mortgage-Backed Floating Rate Notes due 2040

738,600,000

100.00%

738,600,000

120,500,000

73,750

73.75%

100,000

No

CORDUSIO RMBS SECURITISATION S.r.l.

IT0004231285

Eur 71,100,000.00 Class B Residential Mortgage-Backed Floating Rate Notes due 2040

71,100,000

100.00%

71,100,000

15,700,000

60,000

60.00%

100,000

No

CORDUSIO RMBS SECURITISATION S.r.l.

IT0004231293

Eur 43,800,000.00 Class C Residential Mortgage-Backed Floating Rate Notes due 2040

43,800,000

100.00%

43,800,000

9,100,000

54,000

54.00%

100,000

No

CORDUSIO RMBS SECURITISATION S.r.l.

IT0004231301

Eur 102,000,000 Class D Residential Mortgage-Backed Floating Rate Notes due 2040

102,000,000

100.00%

102,000,000

14,800,000

43,000

43.00%

100,000

No

F-E MORTGAGES S.r.l.

IT0003575039

Eur 682,000,000.00 Class A1 Residential Mortgage-Backed Floating Rate Notes Series 2003-1 due 2043

682,000,000

21.27%

145,054,000

20,600,000

855

85.50%

1,000

Yes - 17/09/2012

F-E MORTGAGES S.r.l.

IT0003830418

Eur 951,600,000.00 Class A Residential Mortgage-Backed Floating Rate Notes due 2043

951,600,000

25.44%

242,068,008

46,400,000

77,000

77.00%

100,000

No

CAPITAL MORTGAGES S.r.l.

IT0004222532

Eur 1,736,000,000.00 Class A1 Asset Backed Floating Rate Notes Series 2007-1 due 2047

1,736,000,000

27.35%

474,779,682

90,100,000

43,250

86.50%

50,000

No

LOCAT SECURITISATION VEHICLE 2 S.r.l.

IT0003733091

Eur 126,000,000.00 Class B Asset Backed Floating Rate Notes due 2024

126,000,000

100.00%

126,000,000

23,900,000

47,875

95.75%

50,000

Yes - 12/09/2012

LOCAT SV S.r.l.

IT0003951123

Eur 160,000,000.00 Class B Asset Backed Floating Rate Notes due 2026

160,000,000

100.00%

160,000,000

29,000,000

89,500

89.50%

100,000

Yes - 12/09/2012

LOCAT SV S.r.l.

IT0004153687

Eur 150,000,000.00 Class B Asset Backed Floating Rate Notes due 2028

152,000,000

100.00%

152,000,000

19,600,000

73,000

73.00%

100,000

Yes - 12/09/2012

F-E GOLD S.r.l.

IT0004068612

Eur 749,000,000.00 Class A2 Asset Backed Floating Rate Notes due 2025

749,000,000

29.29%

219,353,488

46,700,000

45,750

91.50%

50,000

No

 

UniCredit has a strategic goal to optimise its balance sheet structure and to support its main securitisation programmes by offering investors the possibility to tender such Securities in exchange for cash.

The Invitation is scheduled to begin on 11 September 2012 and to expire at 5.30 PM (Central European time) on 24 September 2012. Results will be announced on 25 September 2012 or as soon as practicable thereafter. Settlement is expected on 27 September 2012.

The total amount UniCredit will pay to the relevant Holders on the Settlement Date for each Applicable Denomination in original principal amount of the relevant Securityvalidly tendered and accepted for purchase pursuant to the relevant Invitation will be in respect of each relevant Security an amount (rounded to the nearest € 0.01 with € 0.005 rounded upwards) equal to:

(a)        the Purchase Price Amount payable in respect of the relevant Security; and

(b)        the applicable Accrued Interest in respect of the relevant Security.

The purchase price payable by UniCredit for each relevant Applicable Denomination in original principal amount of the relevant Securityvalidly tendered and accepted for purchase pursuant to the Invitation will be determined pursuant to an unmodified Dutch auction procedure, as described in the Invitation Memorandum (the "Unmodified Dutch Auction"). Under the Unmodified Dutch Auction procedure, the purchase price that, subject to the terms and conditions of the Invitations and subject to the application of the relevant Bond Factor or Updated Bond Factor, as the case may be, UniCredit will pay for each relevant Security per Applicable Denomination in original principal amount of such Security validly tendered and accepted for purchase pursuant to the relevant Invitation (each such price, a "Purchase Price") shall be equal to the purchase price specified by a Holder in the relevant Tender Instruction. Holders may only validly offer to tender the relevant Securityin original principal amounts equal to the relevant Applicable Denomination or integral multiples thereof. Any Non-Competitive Tender Instruction, will be deemed to have specified the relevant minimum purchase price set out in the table above (each a "Minimum Purchase Price") as the purchase price for the tendered Securities.

The applicable Purchase Price for each Applicable Denomination in original principal amount of the relevant Securityshall in no circumstances be less than the Minimum Purchase Price. The highest Purchase Price UniCredit will pay for any Security validly tendered and accepted for purchase pursuant to the relevant Invitation will be the lowest price among the prices received for such relevant Security per Applicable Denomination in original principal amount of such Security that will allow UniCredit to accept for purchase up to the Tender Cap in respect of such relevant Security.

Subject to applicable law and as provided in the Invitation Memorandum, UniCredit may, in its sole discretion, extend, re-open, amend, waive any condition of or terminate any of the Invitations at any time. Details of any such extension, re-opening, amendment, waiver or termination will be announced as provided in the Invitation Memorandum as soon as reasonably practicable after the relevant decision is made.

For further information:

Subject to compliance with the applicable restrictions set out below, requests for information in relation to the Invitation (other than in respect of the procedures for submitting offers of Securities) may be directed to:

The Dealer Managers:

Morgan Stanley & Co. International plc
Attention: Liability Management Group
Tel: +44 (0) 207 677 5040
E-mail: liabilitymanagementeurope@morganstanley.com

Unicredit Bank AG
Attention: Jurgen Neumuth
Tel: +49 89 378 14255
E-mail: Juergen.neumuth@unicreditgroup.de

Attention: Paolo Montresor

Tel: +44 207 8266502

E-mail: Paolo.montresor@unicredit.eu

 

Subject to compliance with the applicable restrictions set out below, requests for a copy of the Invitation Memorandum and information in relation to the procedures for tendering Securities may be directed to:

The Tender Agent:

Bondholder Communications Group LLC
Attention: Anne Bolton
Telephone: +44 20 7382 4580
Fax: +44 20 7069 9239
Email: abolton@bondcom.com

Subject to compliance with the applicable restrictions set out below, information on the Invitation can also be found on the Tender Agent's website:

www.bondcom.com/unicreditABS

 

 

 

Milan, 11September 2012

 

UniCredit S.p.A