The Board of Directors of IFIL S.p.A., which met today in Turin under the chairmanship of
Gianluigi Gabetti, approved the issue of non-convertible bonds, in one or more tranches, to
Italian and foreign investment professionals, for an amount of between € 150 million and
€ 250 million for a maximum bond term of 5 years.
The bonds, for which a request will be made for their listing and trading on the
Luxembourg stock exchange, have the aim of raising new financial resources for IFIL,
considering the current favorable market for interest rates in the euro area, in order to take
advantage of future investment opportunities, also in view of the maturity of the IFIL 2003-
2006 bonds of € 100 million next December 2006 which will be repaid from current cash
resources.
The terms of the bond issue will be decided on the basis of market conditions and later
communicated in the manner required by existing laws.
It should be recalled that the rating assigned to long-term debt by Standard & Poor’s is
“BBB+”, whereas the rating on short-term debt is A-2, with a stable outlook.
The sole Lead Manager for the bond issue is Rasfin SIM S.p.A.
The bonds will be offered only outside the United States to institutional investors that are
non U.S. persons under Regulation S and have not been and will not be registered under the
U.S. Securities Act of 1933, as amended, or under other securities laws. The bonds may not
be offered for sale in the United States unless they are registered or specifically exempted
from registration.
This press release does not constitute either an offer to sell or a solicitation to purchase the
bonds. The bonds, moreover, shall not be sold in any State or jurisdiction in which such
offer, solicitation to purchase or to sell would be considered unlawful. No action has been
or will be taken to permit a public offering of the bonds in any jurisdiction, including Italy.
Not for distribution in the United States of America
This press release does not constitute an offer to sell or a solicitation of an offer to purchase bonds
in the United States or in any other jurisdiction, including Italy. The IFIL S.p.A. bonds may not be
offered or sold in the United States or to or for the account or benefit of U.S. persons (“U.S.
persons” as such term is defined by Regulation S under the U.S. Securities Act of 1933, as
amended (the “Securities Act)) unless registered under the Securities Act or exempted from such
registration. Such securities have not been nor will not be registered under the Securities Act. Any
offering of these securities will be made by means of a prospectus which will contain detailed
information about the issuer and its business. except
The offering of the bonds has not been registered with the Commissione Nazionale per le Societa e
la Borsa (CONSOB) and no application has been made to Bank of Italy, pursuant to Italian
securities legislation. Accordingly, the bonds have not been and will not be offered, sold or
delivered in Italy in a solicitation to the public for the purchase of bonds. The bonds may only be
offered, sold or delivered in Italy in accordance with applicable laws and regulations.
This press release is directed solely (i) to persons outside the United Kingdom, (ii) to investment
professionals falling under Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, or (iii) to persons falling under Article 49(2) paragraphs from (a) to (d)
("high net worth companies, unincorporated associations, etc.") of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended (all such persons together being
referred to “relevant persons”. This press release must not be acted on or relied on by persons who
are not relevant persons. Any investment activity to which this press release relates is reserved for
relevant persons only and may only be engaged in by the relevant persons.
The press release contains forward-looking statements. These statements reflect current beliefs,
assumptions made by, and information available to, the entities to which reference is made in this
press release. Forward-looking statements are not guarantees of future performance and are
subject to risks and uncertainties. Actual future results and developments could differ materially
from those set forth in these statements owing to various factors. These factors include, among
others, changes in the macroeconomic and competitive situation, in particular in the businesses
and the markets in which IFIL operates. In addition, future results and developments could be
affected by the performance of financial markets, fluctuations in exchange rates and changes in
national and international laws. None of the companies to which reference is made in this press
release assumes any obligation to update forward-looking statements.
Not for distribution in the United States of America
