Enel begins tender for up to $1.5 billion of notes in three series

By Rebecca Melvin

Concord, N.H., Sept. 21 – Enel Finance International NV said it has begun a cash tender offer for up to $1.5 billion combined principal amount of notes from three series, according to a company release on Tuesday.

The notes were issued by the company and guaranteed by ENEL SpA.

The offer will expire at 11:59 p.m. ET on Oct. 19 and pertains to the following notes, listed in order of acceptance priority level:

• $1.25 billion outstanding principal amount of 4.875% notes due 2029 (ISIN: US29278GAK40, USN30707AL22), with pricing based on the 1.25% U.S. Treasury due Aug. 15, 2031 and a fixed spread of 50 basis points;

• $2 billion outstanding 3.625% notes due 2027 (ISIN: US29278GAA67, USN30707AC23), with pricing based on the 0.75% Treasury due Aug. 31, 2026 and a fixed spread of 55 bps; and

• $1.25 billion outstanding 3.5% notes due 2028 (ISIN: US29278GAF54, USN30707AG37), with pricing based on the 1.25% Treasury due Aug. 15, 2031 and a fixed spread of 30 bps.

Holders who tender notes prior to 5 p.m. ET on Oct. 4, the early tender deadline, are eligible to receive a $30 per $1,000 principal amount early tender payment.

The consideration for each series will be determined at 10 a.m. ET on Oct. 4.

In addition to the total consideration or tender offer consideration, holders will receive accrued interest up to but not including the applicable settlement date.

Notes tendered prior to the early deadline will be settled on Oct. 6. Final settlement will be on Oct. 21.

Securities of a series may be subject to proration if the aggregate principal amount tendered exceeds the company’s maximum acceptance amount.

The tender offer is subject to a financing condition.

The dealer managers of the offer are Barclays (212 528-7581 or 800 438-3242), BofA Securities Europe SA (980 387-3907, 888 292-0070 or +33 1 877 01057), BNP Paribas Securities Corp. (212 841-3000), Citigroup Global Market Ltd. (212 723-6106, 800 558 3745 or +44 20 798 68969), Goldman Sachs Bank Europe SE (+33 1 42 12 15 47), HSBC Bank plc (212 525-5552, 888 HSBC-4LM or +44 20 7992 6237), J.P. Morgan Securities LLC (212 834-3424, 866 834-4666 or +44 207 134 2468) and Morgan Stanley & Co. LLC (212 761-1057 or 800 624-1808).

The information agent and tender agent is D.F. King & Co., Inc. (866 856-3065, 212 269-5550 or enel@dfking.com).

Enel is a Rome-based electric utility company.

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