Webuild SpaMIL: WBD

Tender Offer - Final Results

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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE "UNITED STATES") OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT. WEBUILD S.p.A. ANNOUNCES FINAL RESULTS OF ITS TENDER OFFER Milan 6 May 2026. Webuild S.p.A. (the "Offeror") hereby announces the final results of its invitation to eligible holders of its outstanding €250,000,000 3.625 per cent. Notes due 28 January 2027 (ISIN: XS2102392276) (in a principal amount outstanding of €250,000,000) (the "Notes"), to tender for purchase by the Offeror for cash an amount of Notes to be determined at the sole and absolute discretion of the Offeror and announced together with the final results of the Offer (such amount being the Acceptance Amount, as defined below) (such invitation, the "Offer"), and subject to the Offer and Distribution Restrictions and the satisfaction of the New Issue Condition, and to the terms and the other conditions set out in the Tender Offer Memorandum dated 27 April 2026 (the "Tender Offer Memorandum") prepared in connection with the Offer.

Capitalised terms used in this announcement and not otherwise defined herein have the meanings given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offer was on 5 May 2026 at 5.00 P.M. (CEST).

‌Final Results of the Offer

As at the Expiration Deadline, €120,714,000 in aggregate nominal amount of the Notes had been validly tendered pursuant to the Offer.

The Offeror hereby announces that the Acceptance Amount is €120,714,000.

Following the Expiration Deadline, the Offeror hereby confirms that it accepts for purchase

Notes

ISIN

Acceptance Amount

Interpolate d Rate

Purchase Spread

Purchase Yield

Purchase Price

Scaling Factor

Aggregate Principal Amount Outstanding after the Settlement Date

€250,000,000

3.625 per cent.

Notes due 28

January 2027

("Notes")

XS2102392276

€120,714,000

2.619%(1)

0.50 per cent.(2)

3.119 per cent.

100.347 per cent.

N/A

€129,286,000

€120,714,000 of the Notes in an amount equal to the Acceptance Amount. The below table summarises the results of the Offer.

  1. The rate, expressed as a percentage and rounded to the nearest 0.001 per cent. (with 0.0005 per cent. rounded upwards), as calculated by the Dealer Managers at the Pricing Time on the Pricing Date, by means of linear interpolation to the Maturity Date of the 6-month EURIBOR Rate and 1 Year Mid-Swap Rate in the manner set out herein.

  2. The Purchase Spread is equal to the redemption margin of 0.50 per cent. as specified in Condition 7 (d) of the terms and conditions of the Notes.

Subject to the satisfaction of the New Issue Condition, the Purchase Price and the Accrued Interest Payment in respect of Notes accepted for purchase pursuant to the Offer will be paid on the Settlement Date which is expected to occur on or about 8 May 2026.

‌Further Information

A complete description of the terms and conditions of the Offer is set out in the Tender Offer Memorandum. BNP PARIBAS, BofA Securities Europe SA, Goldman Sachs International, HSBC Continental Europe, Intesa Sanpaolo S.p.A., J.P. Morgan SE, Natixis and UniCredit Bank GmbH are the dealer managers (the "Dealer Managers") for the Tender Offer.

Questions and requests for assistance in connection with the Tender Offer may be directed to:

THE DEALER MANAGERS BNP PARIBAS

16, boulevard des Italiens 75009 Paris

France

Attention: Liability Management Group Email: liability.management@bnpparibas.com Telephone: +33 155 777 894

BofA Securities Europe SA

51 rue La Boétie 75008 Paris France

Attention: Liability Management Group Email: DG.LM-EMEA@bofa.com Telephone: +33 (0) 1 877 01057

Goldman Sachs International

Plumtree Court 25 Shoe Lane

London EC4A 4AU United Kingdom

Attention: Liability Management Group Email: liabilitymanagement.eu@gs.com Telephone: +44 207 7744 836

HSBC Continental Europe

38, avenue Kléber

75116 Paris France

Attention: Liability Management, DCM Email: LM_EMEA@hsbc.com Telephone: +44 20 7992 6237

Intesa Sanpaolo S.p.A.

Divisione IMI Corporate & Investment Banking

Via Manzoni 4

20121 Milan Italy

Attention: Liability Management Group Email: IMI-Liability.Management@intesasanpaolo.com Telephone: +39 02 7261 6502

J.P. Morgan SE Taunustor 1 (TaunusTurm) 60310 Frankfurt am Main

Germany

Attention: Liability Management Group Email: liability_management_EMEA@jpmorgan.com Telephone: +44 207 134 4353

NATIXIS

7, promenade Germaine Sablon 75709 Paris CEDEX 13

France

Attention: Liability Management

UniCredit Bank GmbH

Arabellastrasse 12 D-81925 Munich Germany

Attention: DCM Italy; Liability Management

Email: liability.management-corporate@natixis.com Tel: +33 (0)1 58 55 05 56

Email: agdccorig.uc@unicredit.eu; liability.management@unicredit.de

Tel: +39 02 8862 0581 / +49 89 378 15582

Questions and requests for assistance in connection with the settlement of the Offers including requests for a copy of the Tender Offer Memorandum may be directed to:

THE TENDER AGENT Kroll Issuer Services Limited

The News Building

3 London Bridge Street London SE1 9SG Telephone: +44 20 7704 0880

Attention: Scott Boswell Email: webuild@is.kroll.com

Website: https://deals.is.kroll.com/webuild

Each Noteholder is solely responsible for making its own independent appraisal of all matters as such Noteholder deems appropriate (including those relating to the Offer and the Offeror, the Notes and the Tender Offer Memorandum) and each Noteholder must make its own decision, based upon its own judgement and having obtained advice from such financial, accounting, legal and tax advisers as it may deem necessary, as to whether to tender any or all of its Notes for cash pursuant to the Offer.

None of the Dealer Managers, the Tender Agent or any of their respective directors, officers, employees, agents or affiliates makes any representation or recommendation whatsoever regarding this announcement, the Tender Offer Memorandum or the Offer. The Offeror has not authorised the making or provision of any representation or information regarding the Offer other than as contained in this announcement, the Tender Offer Memorandum or as approved for such purpose by the Offeror. None of the Offeror, the Dealer Managers, the Tender Agent or their respective directors, officers, employees, agents or affiliates makes any recommendation as to whether holders of Notes should tender any Notes for cash pursuant to the Offer or refrain from doing so and no one has been authorised by any of them to make any such recommendation. The Tender Agent is the agent of the Offeror and owes no duty to any holder of Notes.

‌None of the Dealer Managers, the Tender Agent or their respective directors, officers, employees, agents or affiliates assumes any responsibility for the accuracy or completeness of the information concerning the Offer contained in this announcement or in the Tender Offer Memorandum or for any failure by the Offeror to disclose events that may have occurred which may affect the significance or accuracy of the information in this announcement or in the Tender Offer Memorandum.

Disclaimer

This announcement must be read in conjunction with the Tender Offer Memorandum. This announcement and the Tender Offer Memorandum contain important information which should be read carefully before any decision is made with respect to the Offer. If any Noteholder is in any doubt as to the contents of this announcement or the Tender Offer Memorandum or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser.

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