Enel accepts €761.73 million notes in tender offers for five series

By Susanna Moon

Chicago, Oct. 28 – Enel Finance International NV said investors tendered €1,979,965,000 of notes in its offers to repurchase five series of notes, and the company accepted €761,734,000 of notes for purchase.

The company raised the first-priority acceptance amount, being the total tender consideration for the first-priority notes accepted for purchase, to €750,020,424.70 from €500 million, according to a company press release.

The tender offers began Oct. 20 and ended at 11 a.m. ET on Oct. 27, with pricing set on Oct. 28 and settlement scheduled for Oct. 31.

The company accepted the following amount of tendered first-priority notes, each with a proration factor of 54.1%:

• €230,204,000 of the €1.5 billion of 4% notes due Sept. 14, 2016;

• €226,669,000 of the €1 billion of 3.625% notes due April 17, 2018; and

• €211,837,000 of the €1 billion of 5.75% notes due Oct. 24, 2018.

Enel Finance will purchase the following second-priority notes, each with a proration factor of 14.57%:

• €54.89 million of the €1.25 billion 4.625% notes due June 24, 2015; and

• €38,134,000 of the €1 billion of 4.125% notes due July 12, 2017.

After settlement, there will be outstanding €1,269,796,000 of the 4% notes, €773,331,000 of the 3.625% notes, €788,163,000 of the 5.75% notes, €1,195,110,000 of the 4.625% notes and €961,866,000 of the 4.125% notes.

Pricing, other details

For the 4.625% notes, the fixed purchase price is €1,030 for each €1,000 principal amount.

For the remaining series, pricing was set at 8 a.m. ET on Oct. 28 using the interpolated mid-swap rate plus zero basis points for the 4% notes, plus 25 bps for the 3.625% notes, plus 35 bps for the 5.75% notes and plus 25 bps for the 4.125% notes.

The purchase prices were set as follows:

• 107.029% of par with a purchase yield of 0.231% for the 4% notes;

• 110.384% of par with a purchase yield of 0.584% for the 3.625% notes;

• 119.634% of par with a purchase yield of 0.728% for the 5.75% notes; and

• 109.604% of par with a purchase yield of 0.527% for the 4.125% notes.

The interpolated mid-swap rate was 0.231% for the 4% notes, 0.334% for the 3.625% notes, 0.378% for the 5.75% notes and 0.277% for the 4.125% notes.

The company will also pay accrued interest.

In order to participate, holders needed to tender a minimum of €50,000 in the case of the 4% notes and €100,000 in the case of the other series of notes.

The dealer managers were Barclays Bank plc (44 20 3134 8515 or eu.lm@barclays.com), BNP Paribas (44 20 7595 8668 or liability.management@bnpparibas.com), ING Bank NV (32 2 557 1604 or liabilitymanagement@ing.be), J.P. Morgan Securities plc (44 20 7134 3414 or emea_lm@jpmorgan.com), Mediobanca - Banca di Credito Finanziario SpA (MB_DCM_CORPORATE_IT@mediobanca.com), Mitsubishi UFJ Securities International plc (44 20 7577 2767 or DCM-LiabilityManagement@int.sc.mufg.jp), Societe Generale (44 20 7676 7579 or liability.management@sgcib.com) and Royal Bank of Scotland plc (44 20 7085 3781 or liabilitymanagement@rbs.com).

The tender agent was Lucid Issuer Services Ltd. (attn: Paul Kamminga/Thomas Choquet; 44 20 7704 0880; enel@lucid-is.com).

The issuer is based in Amsterdam and is a subsidiary of Enel SpA, a Rome-based electric utility company.

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