Pirelli Tyre S.p.A: Consob authorizes filing and publication of Statutory Prospectus
ITALIAN PUBLIC OFFERING TO BEGIN ON 21 JUNE
- The Global Offering will consist of a maximum of 90,000,000 shares, representing 35.04% of the Company's share capital
- The Italian Public Offering will consist of a minimum of 22,500,000 shares, equal to 25% of the Global Offering
- In connection with the Italian Public Offering, a Bonus Share of 1 share for every 20 shares will be assigned as an incentive for subscribers to the minimum allotment who continue to own their shares continuously for 12 months
- The Institutional Placement will consist of a maximum of 67,500,000 shares to institutional investors in Italy and internationally
- The Indicative price range of the shares being offered is between euro 7.40 and euro 9.00 per share, corresponding to a valuation of the Company between 1,900 million euro and 2,311 million euro
- The offering is expected to contemplate an Over Allotment option of a maximum of 10,000,000 shares, equal to approximately 11.11% of the Global Offer
- The Italian Public Offering is expected to take place between 9.00am on 21 June and 4.30pm on 30 June 2006
Milan, 15 june 2006 - The Board of Directors of Pirelli & C. S.p.A noted the authorization received today from market regulator Consob to publish the Statutory Prospectus relating to the Italian Public Offering of the shares of Pirelli Tyre S.p.A and for their admission to listing on the Milan stock exchange (Mercato Telematico Azionario). The Board also confirmed, following a similar resolution from Pirelli Tyre Holding, the selling shareholder, that it intends to proceed with the transaction.
The Italian Prospectus will be available to the public at Pirelli Tyre S.p.A's legal headquarters and Borsa Italiana S.p.A, as well as through the intermediaries handling the placement and via the internet at www.pirellityre.it , in the Investor Relations section. The announcement of the publication of the statutory prospectus will be published on 17 June 2006 in the daily newspapers Il Sole 24 Ore, MF and Finanza & Mercati .
The Global Offering will consist of a maximum of 90,000,000 shares and will comprise: an Italian Public Offering of a minimum of 22,500,000 shares, equal to 25% of the Global Offering; an Institutional Placement for a maximum of 67,500,000 shares aimed at professional investors in Italy and institutional investors abroad.
The Italian Public Offering will begin on 21 June at 9.00am and will end on 30 June 2006 at 4.30pm.
Requests from the general public to subscribe to the Italian Public Offering must be made for minimum quantities of 400 shares ( Minimum Allotment ) or its multiples, or for minimum quantities of 4,000 shares ( Large Minimum Allotment ) or its multiples.
The Indicative price range of the shares being offered is between euro 7.40 and euro 9.00 per share, corresponding to a valuation of the Company between 1,900 million euro and 2,311 million euro.
In connection with the Institutional Placement, the GlobalCoordinators will be given the option to borrow up to an additional 10,000,000 shares (approximately 11.11% of the Global Offer) for the purpose of facilitating overallotments . In connection with any Over Allotment, the Global Coordinators will also be given the option to purchase from the selling shareholder the number of overallotted shares at the offer price (ie greenshoe option).
On completion of the transaction, if the Global Offering of 90,000,000 shares is subscribed in full, and before any exercise of the greenshoe option, the market float would be equal to approximately 35.04% of the Company's share capital.
In connection with the Italian Public Offering, a Bonus Share of 1 share every 20 shares will be assigned as an incentive for subscribers to the minimum allotment who continue to own their shares continuously for 12 months.
The admission to listing of the shares of Pirelli Tyre S.p.A. was approved by Borsa Italiana on 12 June 2006.
Banca Caboto, Capitalia, Goldman Sachs International, J.P. Morgan Securities, Mediobanca, Merrill Lynch International and Morgan Stanley, will act as Global Coordinators for the Global Offering, while Mediobanca will act as Director of the Placement for the Italian Public Offering. Banca Caboto, Capitalia and Mediobanca will act as Joint Lead Managers for the Italian Public Offering. Mediobanca will also act as Sponsor, with Banca Akros as Co-Sponsor. Banca Leonardo and Ubm are advisors to the Company and the selling shareholder for the transaction.
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