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UnipolSai Assicurazioni S.p.A. EUR Benchmark 10y Tier 2 Bond – IPTs MS+ 250 bps area
Issuer: | UnipolSai Assicurazioni S.p.A. (“Issuer”) – (Ticker: USIMIT) |
Legal Entity Identifier: | 815600E31C4E7006AB54 |
Issuer Rating: | Baa2, Stable (Moody’s) / A-, Stable (Fitch) / A-, Stable (AM Best) |
Issue Rating (exp.): | Ba1 (Moody’s) / BBB- (Fitch) |
Status of the Notes: | The Notes are direct, unconditional, subordinated and unsecured obligations as described on condition 2.1 (Status of the Notes – Subordination) of the Terms and Conditions of the Tier 2 Notes in Reg S Dematerialised Form |
Nominal Amount: | EUR Benchmark |
IPTs: | MS+ 250 bps area |
Pricing Date: | 16 May 2024 |
Settlement Date: | 23 May 2024 (T+5) |
Issue Date: | Settlement Date |
Maturity Date: | 23 May 2034, subject to Condition 7 (Conditions for Redemption and Purchase) of the Terms and Conditions of the Tier 2 Notes in Dematerialised Form |
Final Redemption Amount: | 100% of the nominal amount of the Notes |
Interest Commencement Date: | Issue Date |
Interest Basis: | [●]%per annum Fixed Rate, payable annually in arrear on 23 May in each year beginning on 23 May 2025 |
Change of Interest Basis: | Not applicable |
Broken Amount: | Not Applicable |
Day Count Fraction: | Actual/Actual (ICMA) |
Determination Date: | 23 May in each year |
Business Days: | TARGET |
Documentation: | Issuer’s EUR 3,000,000,000 EMTN Programme dated 13 May 2024 |
Listing: | Professional Segment of the Luxembourg Stock Exchange’s Regulated Market |
Clearing Systems: | Euronext Securities Milan (Monte Titoli) |
ISIN Code: | IT0005596207 |
Common Code: | [●] |
Governing Law: | Italian law |
Use of Proceeds: | General Corporate Purposes |
Specified Denomination: | EUR 100,000 + 100,000 |
Calculation Amount: | EUR 100,000 |
Form: | Dematerialised (TEFRA not applicable) |
Joint Lead Managers: | BNP Paribas, Goldman Sachs International (B&D), IMI-Intesa Sanpaolo, J.P. Morgan, Mediobanca |
Optional Deferral of Interest: | Not Applicable |
Mandatory Deferral of Interest: | Condition 3.2 (Mandatory Deferral of Interest) applies. If the Mandatory Deferral Conditions are met on an Interest Payment Date, the Issuer must, by giving notice to the Noteholders pursuant to Condition 3.5 (Notice of Interest Deferral) below, defer payment of all of the interest accrued to such Interest Payment Date, as better specified under Conditions 3.2 (Mandatory Deferral of Interest) and 3.3 (Relevant definitions) of the Tier 2 Notes in Dematerialised Form. |
Deferred Interest: | Deferred Interest may be paid in whole or in part, at any time at the option of the Issuer and subject to the provisions of Condition 3.2 (Mandatory Deferral of Interest) of the Tier 2 Notes in Dematerialised Form and shall become due and payable on the earliest of (i) the next Interest Payment Date on which neither the Optional Deferral Conditions nor the Mandatory Deferral Conditions are met, (ii) the date fixed for any redemption of the Notes, subject to Condition 6 (Redemption and Purchase) and Condition 7 (Conditions for Redemption and Purchase) and (iii) the date on which any winding up, dissolution, insolvent liquidation or bankruptcy (including, inter alia, Liquidazione Coatta Amministrativa) of the Issuer is commenced or on which the Issuer becomes subject to a liquidation order, subject to any notifications to, or consent from (in either case if and to the extent applicable) the Relevant Supervisory Authority |
Make-Whole Redemption Option: | Not Applicable |
Early Redemption Rights: | At par at any time upon a Tax Event or upon Regulatory Event or Rating Events or a Clean-up Call Option (at least 75% repurchased), in each case subject to Condition 7 (Conditions for Redemption and Purchase) and pursuant to Condition 6.2 (Redemption for tax reasons), Condition 6.4 (Clean-Up Call Option), Condition 6.6 (Optional Redemption due to a Regulatory Event) or Condition 6.7 (Optional Redemption due to a Rating Event) of the Tier 2 Notes in Dematerialised Form |
Notice Periods: | Minimum period: 15 days Maximum period: 30 days |
Substitution Provisions (Condition 17 (Substitution): | Not Applicable |
Modification: | In lieu of redemption following a Regulatory Event, Tax Event or Rating Event the issuer may modify the notes, pursuant to Condition 13.4 (Modification and/or Exchange following a Regulatory Event, Tax Event or Rating Event), to ensure that no such event would exist after such modification, subject to certain conditions including that the modification is no more prejudicial to Noteholders in accordance with the conditions |
Target Market: | Manufacturer target market (MiFID II/UK MiFIR product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs or UK PRIIPs KID has been prepared as the Notes areas not available to retail in the UK or EEA |
Advertisement: | This communication is an advertisement and is not a prospectus. The Base Prospectus dated 13 May 2024 (as supplemented) and the final signed version of the Final Terms, when available, will be published on the website of the Luxembourg Stock Exchange (www.luxse.com) |
Timing: | Today’s Business |