Press Release

Not for publication, distribution, directly or indirectly, in the United States of America, Canada, Australia or Japan

Acea S.p.A. (the “Company”), following the resolution of the Board of Directors of 22 January 2020, today announces the launch of an offer of a non-subordinated bond for a total principal amount of Euro 500 million, paying fixed rate interest and maturing in 2029, under its Euro 4,000,000,000 Euro Medium Term Note (EMTN) Programme, pursuant to the Base Prospectus dated 15 July 2019 and subsequently supplemented on 27 January 2020 (the “Notes”).
The Notes will be offered exclusively to Italian and foreign institutional investors (excluding the United States, pursuant to the U.S. Securities Act of 1933, as amended).
The Notes will be listed on the regulated market of the Luxembourg Stock Exchange and the final terms of the offering, which will be determined upon completion of the bookbuilding process, will be disclosed by the Company as soon as available.
The proceeds of the Notes will be used to finance the ordinary business activities of the Company, as well as to support the investments provided for in the business plan.
The placement of the Notes will carried out by Banca IMI S.p.A., Barclays Bank Plc, BNP Paribas, Crédit Agricole CIB, Deutsche Bank, Mediobanca – Banca di Credito Finanziario S.p.A., Morgan Stanley & Co International PLC, Société Générale, UniCredit Bank AG and UBI Banca S.p.A.
Moody’s Investors Service and Fitch Ratings have rated the long-term debt of the Company, respectively, Baa2 (stable outlook) and BBB+ (stable outlook).

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This press release does not constitute an offer to sell bonds in the United States of America. The securities have not been and will not be registered under the U.S. Securities Act of 1933 as amended (the “Securities Act”) or under any other securities laws of any state of the United States of America or in Australia, Canada or Japan, or in any other jurisdiction in which such offer or solicitation is subject to the approval of the local authorities or would, in any event, constitute a violation of the relevant laws.

The securities may not be offered or sold in the United States of America to, or on behalf of or for the benefit of a U.S. person (a “U.S. person”, as defined in Regulation S of the Securities Act), unless they are registered under the Securities Act or an exemption under the Securities Act is available.

This release does not constitute a public offering of financial instruments in Italy, as defined by art. 1, paragraph 1, letter t) of Legislative Decree 58 of 24 February 1998.

This release does not constitute an offer to sell or a solicitation to purchase financial instruments. No actions have been or will be taken to allow a public offering of the bonds in any jurisdiction, including Italy. This release (and the information contained herein) may not be published or distributed, directly or indirectly, in the United States of America, or in Australia, Canada or Japan.