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FinecoBank S.p.A. – Tender Offer 2024 (XS) - Results

FinecoBank successfully concludes the tender offer for one series of its Additional Tier 1 notes - XS2029623191

11 MARCH 2024


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext


Following the press release on March 4th, 2024, FinecoBank S.p.A. (the Offeror or FinecoBank) announces the final results of the cash tender offer in respect of any and all of its €300,000,000 Non-Cumulative Temporary Write-Down Deeply Subordinated Fixed Rate Resettable Notes (ISIN: XS2029623191) (the Notes), in an aggregate nominal amount outstanding of €300,000,000 (the Offer).

The aggregate nominal amount of the Notes validly tendered in the Offer amounted to € 168,117,000. The Offeror will purchase all Notes validly tendered. The Offeror has received regulatory approval from the European Central Bank to call the remaining amount of the Notes not purchased in the Offer at the first available date, on 3 December 2024.


The Offer was launched on 4 March 2024 and made on the terms and subject to the conditions set out in the tender offer memorandum dated 4 March 2024, including satisfaction (or, subject to any applicable regulatory approval, waiver) of the New Issue Condition (the Tender Offer Memorandum). Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum, which is available, subject to eligibility and registration, on the offer website (the Offer Website): https://projects.morrowsodali.com/fineco.


A summary of the final results of the Offer is set out below:



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FINECOBANK ANNOUNCES A TENDER OFFER FOR ONE SERIES OF ITS ADDITIONAL TIER 1 NOTES AND THE INTENTION TO ISSUE NEW EURO-DENOMINATED ADDITIONAL TIER 1 NOTES - XS2029623191

04 MARCH 2024


Full announcement, including disclaimers and offer/distribution restrictions, available via Euronext


Milan, 4 March 2024. FinecoBank S.p.A. (the Offeror) hereby announces a cash tender offer in respect of any and all of its €300,000,000 Non-Cumulative Temporary Write-Down Deeply Subordinated Fixed Rate Resettable Notes (ISIN: XS2029623191) (the Notes), in an aggregate nominal amount outstanding of €300,000,000 (the Offer) and its intention to issue, subject to market conditions, a series of new euro-denominated Additional Tier 1 Notes in an aggregate nominal amount of €500,000,000 (the New Notes) under its €2,000,000,000 Euro Medium Term Note Programme (the Programme).

The Offer is subject to the satisfaction (or, subject to any applicable regulatory approval, waiver) of the New Issue Condition (as defined below) and the other conditions described in the tender offer memorandum dated 4 March 2024 (the Tender Offer Memorandum) prepared in connection with the Offer, subject to the offer and distribution restrictions set out below and available, subject to eligibility and registration, on the offer website (the Offer Website): https://projects.morrowsodali.com/fineco.


Capitalised terms used herein but not defined have the meanings given to them in the Tender Offer Memorandum.

To the extent permitted by applicable law and subject to approval by the relevant bank regulatory authorities, the Offer is being made as part of the Offeror's pro-active management of its capital. Notes which have not been validly tendered and/or submitted and/or accepted for purchase pursuant to the Offer will remain outstanding after the Settlement Date in accordance with their terms and conditions.


The Offeror is therefore inviting all the holders of the Notes (the Noteholders) (subject to the satisfaction (or, subject to any applicable regulatory approval, waiver) of the New Issue Condition (as defined below) and the other conditions and offer and distributions restrictions described in the Tender Offer Memorandum) to tender any and all of their Notes on the terms set out in the Tender Offer Memorandum."



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