Ferrari N.V. Announces Cash Tender Offer on Euro Notes Issued by Ferrari N.V.
06 Luglio 2023 - 9:34AM
Maranello, Italy 6 July 2023 - Ferrari N.V.
(NYSE/EXM: RACE) (Ferrari or the
Company) announces an invitation to eligible
holders (subject to the offer restrictions referred to below) of
the Company’s outstanding €650,000,000 1.500 per cent. Notes due 27
May 2025 (ISIN: XS2180509999) (the Notes) to
tender their Notes for purchase by the Company for cash up to an
aggregate nominal amount of €175,000,000 (the Maximum
Acceptance Amount) (the Offer).
The Offer is made on the terms and subject to
the conditions set out in the tender offer memorandum dated 6 July
2023 (the Tender Offer Memorandum).
Copies of the Tender Offer Memorandum are
(subject to distribution restrictions) available from the Tender
Agent as set out below. Capitalised terms used in this announcement
but not defined have the meanings given to them in the Tender Offer
Memorandum.
Description of the Notes |
ISIN |
Outstanding Nominal Amount |
Benchmark Rate |
Purchase Spread |
Maximum Acceptance Amount * |
€650,000,000 1.500 per cent. Notes Due 27 May 2025 |
XS2180509999 |
€650,000,000 |
Interpolated Mid-Swap Rate |
-10 bps. (the Purchase Spread) |
€175,000,000 |
* The Company reserves the right, in its sole and absolute
discretion and for any reason, to increase or decrease the Maximum
Acceptance Amount.
Rationale for the Offer
The Offer is being made as part of the Company’s
active management of its financial liabilities and the purpose of
the Offer is to pro-actively manage the Company’s upcoming
redemptions and debt maturity profile. The Company’s intention is
to cancel all of the Notes that have been accepted for purchase
pursuant to the Offer.
Purchase Price and Accrued
Interest
- Company will pay, for the Notes accepted by it
for purchase pursuant to the Offer, a price (the Purchase
Price, expressed as a percentage and rounded to the third
decimal place, with 0.0005 being rounded upwards), as described
below.
- Purchase Price shall be determined at or around 2.00 p.m. (Rome
time) (the Pricing Time) on 14 July 2023 (the
Pricing Date) in the manner described in the
Tender Offer Memorandum by reference to a yield (such yield, the
Purchase Yield) calculated as the sum of (a) a
purchase spread of -10 bps (the Purchase Spread)
and (b) the Interpolated Mid-Swap Rate (as defined in the Tender
Offer Memorandum). The Purchase Price will be determined in
accordance with market convention and expressed as a percentage of
the nominal amount of the Notes, and is intended to reflect a yield
to maturity of the Notes on the Settlement Date equal to the
Purchase Yield.
- Company will also pay an Accrued Interest Payment in respect of
the Notes accepted for purchase pursuant to the Offer.
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