NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION
UniCredit successfully completes the accelerated bookbuilding offering in FinecoBank S.p.A.
The proceeds amount to approximately c.€552 million, deriving from the sale of approximately 121.4 million ordinary shares of FinecoBank S.p.A., at a price of €4.55 per share.
Further to the press release published on 12 October 2016, UniCredit S.p.A. ("UniCredit") announces the successful completion of the placement with institutional investors of approximately 121.4 million existing ordinary shares in FinecoBank S.p.A. ("FinecoBank" or the "Company"), equal to 20% of the Company's issued share capital, at a price of €4.55 per share (the "Placement"). The closing of the Placement will take place on 17 October 2016.
Gross proceeds of the Placement amount to approximately €552 million.
The price represents a discount of approximately 5% to the last pre-announcement closing price of FinecoBank and is estimated to translate to an increase of approximately 12 basis points in the UniCredit Group CET1 ratio.
Upon completion of the Placement, UniCredit will continue to control and consolidate the
Company with a shareholding of c.a. 35%, hence leveraging on FinecoBank's distinctive
capabilities and know-how and supporting its liquidity investment policy.
UniCredit has agreed to a 360 days lockup period from the closing of the Placement with respect to sales of any remaining shares it holds in FinecoBank. No additional sales of shares of FinecoBank will be made by UniCredit during the lock-up period without the consent of UBS Limited on behalf of the Joint Bookrunners.
UBS Limited and UniCredit Bank AG, Milan Branch acted as Joint Global Coordinators and Joint Bookrunners of the Placement.
Milan, 13 October 2016
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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.
This announcement is not for distribution in the United States, Canada, Australia, Japan, South Africa or in any other jurisdiction where to do so would be unlawful. This announcement is not an offer of securities for sale in the United States, Canada, Australia Japan or South Africa. This announcement does not constitute 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 US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration with the United States Securities and Exchange Commission 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 and will not be registered by CONSOB in accordance with applicable law and regulations. Therefore, the shares and any documentation regarding the shares may be offered, sold or distributed in Italy only to Qualified Investors, as defined in Article 100 of the Legislative Decree no. 58 of 24 February 1998 ("Testo Unico Finanza") as referred to in Article 34-ter, first paragraph, letter b) of CONSOB Regulation 11971 of 14 May 1999, and subsequent modifications ("Regolamento Emittenti"), and, in any case subject to the provisions of the law and regulations set forth by CONSOB or any other Italian authority.