24 Sep 2018 11:55
UNIONE DI BANCHE ITALIANE S.P.A.(incorporated with limited liability as a "Società per Azioni" under the laws of the Republic of Italy and registered at the Companies' Registry of Bergamo under registration number 03053920165)
Euro 15,000,000,000 Covered Bond (Obbligazioni Bancarie Garantite) Programme
unconditionally and irrevocably guaranteed as to payments
of interest and principal by
UBI FINANCE S.r.l.(incorporated as a limited liability company in the Republic of Italy and registered at the Companies' Registry of Milan under registration number 06132280964)
NOTICE OF AMENDMENTS OF CERTAIN TRANSACTION DOCUMENTS TO THE HOLDERS OF
Euro 1,000,000,000 4.000 per cent. Covered Bonds due 16 December 2019
ISIN: IT0004558794
Euro 250,000,000 Floating Rate Amortising Covered Bonds due 30 April 2022
ISIN: IT0004599491
Euro 1,000,000,000 5.250 per cent. Covered Bonds due 28 January 2021
ISIN: IT0004682305
Euro 1,500,000,000 3.125 per cent. Covered Bonds due 14 October 2020
ISIN: IT0004966195
Euro 1,000,000,000 3.125 per cent. Covered Bonds due 5 February 2024
ISIN: IT0004992878
Euro 1,000,000,000 Fixed Rate Covered Bonds due 7 February 2025
ISIN: IT0005067076
Euro 500,000,000 Floating Rate Covered Bonds due 14 December 2022
ISIN IT0005155673
Euro 1,250,000,000 Covered Bonds due 27 January 2023
ISIN: IT0005140030
Euro 750,000,000 Floating Rate Covered Bonds (Obbligazioni Bancarie Garantite) due 23 December 2018
ISIN: IT0005202343
Euro 1,000,000,000 Fixed Rate Covered Bonds (Obbligazioni Bancarie Garantite) due 14 September 2026
ISIN IT0005215147
Euro 1,250,000,000 1.125 per cent. Covered Bonds Covered Bonds (Obbligazioni Bancarie Garantite) due 4 October 2027
ISIN IT0005283491
Euro 500,000,000 0.500 per cent. Covered Bonds Covered Bonds (Obbligazioni Bancarie Garantite) due 15 July 2024
ISIN IT0005320673
Euro 500,000,000 1.25 per cent. Covered Bonds Covered Bonds (Obbligazioni Bancarie Garantite) due 15 January 2030
ISIN IT0005320665
Euro 90,000,000 1.780 per cent. Covered Bonds Covered Bonds (Obbligazioni Bancarie Garantite) due 23 February 2033
ISIN IT0005325151
Euro 160,000,000 1.750 per cent. Covered Bonds Covered Bonds (Obbligazioni Bancarie Garantite) due 25 February 2033
ISIN IT0005325334
(the "Covered Bonds")
OF UNIONE DI BANCHE ITALIANE S.P.A
In the context of the €15,000,000,000 Covered Bond (Obbligazioni Bancarie Garantite) Programme (the "Programme"), unconditionally and irrevocably guaranteed as to payments of interest and principal by UBI Finance S.r.l. (the "Guarantor"), on 3 August 2018 Unione di Banche Italiane S.p.A. (the "Issuer"), the Guarantor, IW Bank S.p.A., BNY Mellon Corporate Trustee Services Limited, Barclays Bank PLC, Commerzbank Aktiengesellschaft, Credit Agricole Corporate and Investment Bank, Deutsche Bank Aktiengesellschaft, DZ Bank AG Deutschezentral-Genossenschaftsbank, Frankfurt am Main, Goldman Sachs International, ING Bank N.V., Landesbank Bade-Wurttemberg, Natixis, Nomura International PLC, Societè Generale, UBS Limited, Unicredit Bank AG (jointly, the "Parties", and each of them a "Party") entered into an amendment agreement to the Programme Agreement (the "Amendment Agreement").
Capitalized terms used in this Notice and not otherwise defined herein, shall have the same meaning ascribed to them in the base prospectus approved on 30 July 2018 (the "Base Prospectus").
The Amendment Agreement was entered into in accordance with the provisions of the Conditions and of the Transaction Documents regulating the amendment to such Transaction Documents. The consent of the Representative of the Covered Bondholders has been obtained in accordance with the Rules of the Organisation of the Covered Bondholders and the Intercreditor Agreement.
The Amendment Agreement has been entered into mainly for the purposes of amending certain provisions of the Programme Agreement.
More in particular, the amendments to the Programme Agreement set forth under the Amendment Agreement have been entered into mainly in order to amend certain representations and undertakings of the Issuer provided thereunder.
Copies of the Amendment Agreement are available for inspection by the Covered Bondholders during normal business hours at the registered office of the Representative of the Covered Bondholders.
This Notice is being published and may be viewed on the website of the Irish Stock Exchange trading as Euronext Dublin at the following internet address http://www.ise.ie.
Dated: 24 September 2018
Unione di Banche Italiane S.p.A.
This announcement has been issued through the Companies Announcement Service of Euronext Dublin.