July 15, 2022 - Following the announcement earlier today from Saipem S.p.A. (the "Company") of the results of the underwritten rights issue (the "Rights Issue") of the Company, 1,389,600,910 of the 1,974,327,430 newly issued ordinary shares offered in the Rights Issue (the "New Shares") have been subscribed for by investors. The remaining 584,726,520 New Shares, representing approximately 29.6% of the total New Shares offered have been subscribed for by BNP PARIBAS, Citigroup, Deutsche Bank, HSBC, Intesa Sanpaolo and UniCredit (as Joint Global Coordinators), ABN AMRO, Banca Akros - Gruppo Banco BPM, Banco Santander, Barclays, BPER, Goldman Sachs International, Société Générale and Stifel (as Joint Bookrunners) at the issue price of €1.013 per New Share according to their respective underwriting quotas pursuant to an underwriting agreement entered into on June 21, 2022.
BNP PARIBAS, Citigroup, Deutsche Bank, HSBC, UniCredit, ABN AMRO, Barclays and Stifel have entered into an agreement in order to achieve an orderly disposition of 396,425,617 shares or approximately 67.8% of the total number of shares not subscribed by investors.
These materials may not be published, distributed or transmitted in the United States, Canada, Australia or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Securities") of Saipem S.p.A. in the United States or any other jurisdiction in which such offer or solicitation is not authorized or to any person to whom it is unlawful to make such offer or solicitation. The Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The Securities have not been, and will not be, registered under the Securities Act. There will be no public offer of securities in the United States.
In any Member State of the European Economic Area, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of Regulation (EU) 2017/1129, and no person that is not a qualified investor may act or rely on these materials or any of its contents.
In the United Kingdom, this communication is being distributed to and is directed only at qualified investors, within the meaning under Article 2(e) of Regulation (EU) 2017/1129 as it forms part of English law by virtue of the European Union (Withdrawal) Act 2018 as amended from time to time, who are also (i) persons who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) high net worth entities, or other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order, (all such persons together being referred to as "relevant persons"). The Securities are only available in the United Kingdom to, and any invitation, offer or agreement to purchase or otherwise acquire the Securities will be engaged in only with, the relevant persons. Any person in the United Kingdom that is not a relevant person should not act or rely on this communication or any of its contents.