Ansaldo Energia asks 2.875% noteholders to OK share capital transfer

By Wendy Van Sickle

Columbus, Ohio July 15 – Ansaldo Energia SpA is asking holders of its €420 million 2.875% notes due 2020 to approve an extraordinary resolution to approve a transfer of share capital in company and to avoid triggering a put option, according to a notice.

Specifically, the 44.55% share capital currently held by FSI Investimenti SpA would be transferred to CDP Equity SpA, which owns about 77% of FSI, according to the notice. Noteholders are being asked to approve this transaction and agree that this transaction would not constitute a change of control event and would therefore not trigger a put option for the holders.

The issuer will pay a consent fee of 0.05% of the nominal amount of the notes held to holders who deliver their consents by no later than the close of business on the second stock exchange day before the initial noteholder meeting, which is set to be held at 9 a.m. ET on Aug. 1 in Milan, Italy.

To establish a quorum, at least one person representing more than half the outstanding notes must be present at the meeting. For passage, the extraordinary resolution containing the company’s proposal must receive approval from the holders of at least half the notes represented at the meeting.

The power engineering company is based in Genoa, Italy.

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