Banca Monte dei Paschi reopens tender for nine subordinated notes

By Susanna Moon

Chicago, Dec. 16 – Banca Monte dei Paschi di Siena SpA reopened the tender offers on Friday for nine series of subordinated securities, which originally ran from Nov. 28 until 10 a.m. ET on Dec. 2.

The offer will remain open until 11 a.m. ET on Dec. 21, and tendered securities may be withdrawn by Dec. 19, according to a company notice.

In the tenders, the cash amount due to holders will be mandatorily applied to subscriptions for new ordinary shares, as announced on Nov. 14, when the bank said it planned to launch the tender offers.

The company previously said that one tender offer will be made only in Italy and directed toward holders who are not qualified investors under Consob Regulation No. 11971, except for the upper tier 2I notes, which will be for all holders.

The second tender will be made to holders who are classified as qualified investors under Consob Regulation No. 11971 or who reside in or outside Italy, excluding holders who are U.S. persons and who are located in the United States.

The purchase prices will be as follows, according to a previous announcement:

• 85% of par for Antonveneta Capital Trust I’s €80 million noncumulative floating-rate guaranteed trust preferred securities guaranteed by Banca Antoniana Popolare Veneta SCpa arl, with €54.42 million liquidation preference outstanding;

• 85% of par for MPS Capital Trust I’s €350 million 7.99% noncumulative trust preferred securities guaranteed by Banca Monte, with €241,133,000 liquidation preference outstanding;

• 85% of par for Antonveneta Capital Trust II’s €220 million noncumulative floating-rate guaranteed trust preferred securities guaranteed by Banca Antoniana, with €106,503,000 liquidation preference outstanding;

• Par for Banca Monte’s €500 million subordinated floating-rate notes due 2017, with €368,269,000 outstanding;

• Par for Banca Monte’s €150 million subordinated lower tier 2 floating-rate notes due 2018, with €103,973,000 outstanding;

• Par for Banca Monte’s €100 million subordinated 10NC5 lower tier 2 notes due October 2018, with €76.3 million outstanding;

• Par for Banca Monte’s €500 million lower tier 2 subordinated 7% notes due 2019, all of which are outstanding;

• Par for Banca Monte’s €500 million lower tier 2 subordinated 5% notes due 2020, with €368,656,000 outstanding; and

• Par for Banca Monte’s €500 million lower tier 2 subordinated 5.6% notes due 2020, with €378,648,000 outstanding.

Retail holders in Italy were invited to tender any and all of their existing securities from the series listed above as well as any and all of Banca Monte’s €2,062,267,663 of outstanding tasso variabile subordinated upper tier 2 securities 2008-2018.

The tender offers were approved by the company’s board of directors on Nov. 14 and are part of a plan that also includes an up to €5 billion capital increase, as previously reported.

The tender offers are contingent on a settlement date of no later than Dec. 31 and the closing of the capital increase.

J.P. Morgan Securities plc (+44 207 134 2468 or emea_lm@jpmorgan.com) and Mediobanca – Banca di Credito Finanziario SpA (+39 02 8829 984 or MB_Liability_Management_FIG@mediobanca.com) are the joint dealer managers and joint global coordinators. Other dealer managers are Banco Santander, SA, Citigroup Global Markets Ltd., Credit Suisse Securities (Europe) Ltd., Deutsche Bank AG, London Branch, Goldman Sachs International, Merrill Lynch International and MPS Capital Services Banca per le Imprese SpA.

The tabulation agent for the consent solicitation and the tender agent for the tender offer is Lucid Issuer Services Ltd. (+44 20 7704 0880 or bmps@lucid-is.com).

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