Abengoa starts €200 million early conversion offer for 6.25% notes

New York, April 7 – Abengoa, SA announced it has begun an early conversion offer for up to €200 million of its €400 million of 6.25% senior convertible notes due 2019.

Holders who participate will receive a cash payment in addition to the regular number of class B shares into which the notes are convertible.

The cash amount will be made up of a fixed component and a variable component.

The variable element will be determined by a modified Dutch auction and by the sale price of a placing of class B shares through an accelerated bookbuilding process to be carried out by the dealer managers.

In the placing, the dealer managers will use “reasonable endeavors” to place 25% of the class B shares underlying the notes on behalf of converting noteholders.

The placing will begin shortly after the end of the auction period at 10 a.m. ET on April 8.

Proceeds from the placing will be paid to noteholders.

If the offer is fully subscribed at the €200 million cap, 16.8 million shares will be placed.

Inversion Corporativa IC, SA will enter into stock lending arrangements with the dealer managers for up to 20 million class B shares in order to allow the equity placing.

The auction will terminate if the equity placing is not completed.

Settlement is expected on May 6.

Citigroup Global Markets Ltd. (+44 20 7986-0015) and HSBC Bank plc (+44 20 7991-5274) are the dealer managers.

Abengoa is a Seville, Spain-based conglomerate with operations in energy, telecommunications, transportation and the environment.

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