Press Release

Group further strengthens its commitment to sustainability

Not for release, publication or distribution, directly or indirectly, in the United States of America (or for the account or benefit of "U.S. persons" as defined in Regulation S under the U.S. Securities Act of 1933), Canada, Australia or Japan or in any other jurisdiction where to do so would be unlawful

Acea SpA (the “Company”) announces that, pursuant to the Board of Directors’ resolution of 16 December 2020, it has launched its first Green Bond issuance, for a total amount of €800m. The Bonds, to be issued in two tranches, are covered by the recently published Green Financing Framework and form part of the €4,000,000,000 Euro Medium Term Notes (EMTN) programme (the “Bonds”). The Bonds were issued under the Base Prospectus updated on 24 July 2020 and subsequently supplemented on 15 January 2021. The first tranche, expected to be worth approximately €300m, will mature on September 2025, whilst the second tranche, expected to amount to approximately €500m, will mature on July 2030.

The Bonds are restricted solely to Italian and international institutional investors (excluding investors located in the United States of America or who are “U.S. persons”, as defined in the U.S. Securities Act of 1933, as amended).

The Bonds will be listed on the Luxembourg Stock Exchange’s regulated market and the final conditions applicable to the offer of the two series, to be established following completion of the bookbuilding process, will be announced by the Company as soon as they are available.

The proceeds from the issue will be used to finance the sustainability projects included in the 2020-2024 Business Plan. These include projects relating to the protection of water resources, the resilience of the electricity distribution system, energy efficiency, e-mobility, development of the circular economy and increased production of renewable energy.

Placement of the Bonds will be managed by Barclays, BBVA, BNP Paribas, Credit Agricole CIB, Citi, Credit Suisse, IMI-Intesa Sanpaolo, MPS Capital Services, Natixis, Société Générale and UniCredit.

Moody’s Investors Service and Fitch Ratings have assigned the Company long-term debt ratings of Baa2 (Stable outlook) and BBB+ (Stable outlook), respectively.

The Acea Group’s Green Financing Framework was assessed by ISS ESG, which issued the Second Party Opinion.

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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, be unlawful.

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.

In Member States of the European Economic Area (the “EEA”), this release is only intended for and may only be addressed to persons classified as “qualified investors” (the "Qualified Investors") pursuant to article 2(e) of Regulation (EU) 2017/1129.

This release does not constitute an offer to sell or a solicitation to purchase financial instruments. No action has 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, or in any other country in which such publication or distribution would be subject to the approval of the local authorities or would, in any event, be unlawful.

MiFID II professionals/ECPs-only / No PRIIPs KID – Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) pursuant to Regulation (EU) 1286/2014 (the “PRIIPS Regulation”) has been prepared as the offer is not addressed to retail investors.