- FINANCE, STRATEGY AND REPORTING
San Donato Milanese (Milan), 23 January 2023 – Eni S.p.A. (“Eni” or the “Issuer”) announces that the gross annual nominal interest rate of its first sustainability-linked bond dedicated to public in Italy (the “Bond”) has been set at 4.30%.
The offer of the Bond, which was initially expected to end on 3 February, was closed in advance on 20 January thanks to the high demand received from Italian investors.
The overall demand was over Euro 10 billion with requests received from over 300,000 investors. This has been the Italian record for a single tranche corporate bond issue aimed at retail.
The extraordinary success of the offer demonstrates the strong appreciation among Italian investors for the soundness of Eni and its commitment to the energy transition.
Eni CEO Claudio Descalzi commented, "The success of this initiative has been extraordinary and surprising. It has been for us above all a very strong response in terms of trust from the Italian public, and this is the aspect that gives us the greatest satisfaction and strengthens us. So many Italians have believed in what we are doing, both in terms of progressively moving toward decarbonized industrial processes and products, and in terms of ensuring energy security."
The issuance of the bond involved the Country System enabling Italian investors to participate in Eni's economic-financial results while involving all the main Italian banking groups. It further consolidated Eni's position in the Italian market and helped to confirm it among the companies promoting innovation in sustainable finance instruments.
This issuance, the first sustainability-linked bond in the sector addressed to retail investors, further consolidates the link between Eni's financial and sustainability strategies.
Eni introduced the world's first Sustainability-Linked Financing Framework in its industry in 2021, which has been the reference for linking multiple financial instruments to relevant goals of Eni's decarbonization strategy.
The 5-year maturity Bond will be issued on 10 February 2023 for an amount of Euro 2 billion at a price equal to 100% of the nominal value. The Bond will pay a gross annual coupon of 4.30% which will remain unchanged until maturity subject to achievement of the sustainability targets relating to the renewable energy installed capacity and the Net Carbon Footprint Upstream (Scope 1 and 2), as indicated in the Prospectus. If one of the two targets is not achieved, the interest rate related to the coupon payable at maturity (February 10, 2028) will be increased by 0.50%, as described in the Prospectus.
Starting from the issue date, it will be possible to trade the notes on the Mercato Telematico delle Obbligazioni (MOT), organized and managed by Borsa Italiana.
This announcement and the information contained herein does not constitute an offer of the Notes in the United States of America, Canada, Japan, Australia or any other country in which the offer of the Notes is not allowed in the absence of authorization by the competent authorities, nor does it constitute an offer of securities in any other member state of the European Union (the "Other Countries").
This announcement, any part thereof or the distribution thereof may not form the basis of, nor may the same be relied upon with respect to, any investment decision. The Notes have not been, nor will they be, registered under the Securities Act of 1933, as amended, in force in the United States of America (the “Securities Act") nor under the corresponding regulations in force in Canada, Japan, Australia and the Other Countries, and accordingly may not be offered, sold or otherwise delivered, directly or indirectly, in the United States of America, Canada, Japan, Australia or the Other Countries. However, persons who, at the time of acceptance, while resident in Italy, are, pursuant to the U.S. Securities Laws and other applicable local regulations on the subject, "U.S. Persons" or persons resident in Canada, Japan, Australia or the Other Countries, may not participate in the Offer. Copies of this announcement may not be transmitted, disseminated, or otherwise distributed, directly or indirectly, in the United States of America, Canada, Australia, Japan or Other Countries in which the Offer, invitation to offer or promotional activity, relating to the Notes to which the Information relates, is not permitted in the absence of authorization from the competent authorities.
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This section contains information relating to the public offering (the “Offer”) of Eni S.p.A.’s 2023-2028 sustainability-linked notes (the “Notes”).
The Offer is fully and exclusively intended for the general public in Italy.
The information relating to the Offer and the Notes (the “Information”) is only accessible to those persons who:
(a) are physically present or resident in Italy and,
(b) are not residents in the United States of America, Canada, Australia, Japan or any other country where the Offer is not allowed in the absence of authorization by the competent authorities (the “Other Countries”) or are not a “U.S. Person” as defined in the U.S. Securities Laws and/or pursuant to the other applicable local regulations on the matter.
The access and download of the documentation relating to the Offer (the “Offering Documentation”) and any other information relating to the Offer and the Notes through this website is forbidden to persons other than those indicated above.
The Qualified Investors, as referred in the Article 34-ter, paragraph 1, lett. (b), of the Issuers' Regulations, cannot adhere to the Offer, except for (i) the physical persons set forth in number II of the Annex 3 of CONSOB Regulation no. 20307/2018 and its subsequent amendments and additions, (ii) the management companies authorized to provide management service on an individual basis of investment portfolios on behalf of third parties, (iii) the authorized intermediaries authorized to manage individual portfolios on behalf of third parties, and (iv) the trust companies that provide investment portfolio management services, including by means of fiduciary header, as referred to in Article 60, paragraph 4, of Legislative Decree No. 415 of July 23, 1996, exclusively on behalf of their clients.
In particular, the Notes have not been nor will be registered pursuant to the United States Securities Act of 1933, and subsequent amendments thereto, in force in the United States of America (the “Securities Act”) nor under the corresponding regulations in force in Canada, Japan, Australia, and the Other Countries, and consequently cannot be offered, sold or otherwise delivered, directly or indirectly, in the United States of America, Canada, Japan, Australia or the Other Countries.
Furthermore, the Offering Documentation or the Information may not be transmitted, disseminated, or in any way distributed, directly or indirectly, in the United States of America, Canada, Australia, Japan or in the Other Countries where the Offer, the invitation to offer or the promotional activity, relating to the Notes to which the Information relates, are not permitted in the absence of authorization by the competent authorities.
I hereby declare that I have fully read and understood the above-mentioned restrictions, and I undertake not to transmit the Offering Documentation and any other Information pertaining to the Offer and the Notes to the United States of America, Canada, Australia, Japan and/or the Other Countries.
WARNING: the above declarations constitute self-certification pursuant to Italian Decree of the President of the Republic No. 445 of 28 December 2000. False declarations are punishable by law.
By clicking the “YES” button you confirm that you (1) have read and understood the information set out above, (2) agree to be bound by its terms, (3) are permitted under applicable law and regulations to proceed to the following parts of this website.