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Fwd:*** Assicurazioni Generali 32NC12 EUR Dated T2 - IPTs MS+450bps area***
*** Assicurazioni Generali 32NC12 EUR Dated T2 ***
Issuer: Assicurazioni Generali S.p.A.
Description: EUR Fixed/Floating Rate Senior Dated
Subordinated Notes (Tier 2)
Issuer Financial Strength: Baa1, Stable (Moody’s)/A-,Stable (Fitch)/
A, Stable (A.M. Best)
Expected Issue Ratings: Baa3 (hyb)(Moody’s)/BBB(Fitch)/bbb+(A.M. Best)
Status: Unconditional and unsecured subordinated
obligations of the Issuer, ranking pari passu
without any preference among themselves and at
least equally with all other senior
subordinated obligations with a specified
maturity date; junior to any unconditional,
unsubordinated, unsecured obligations and senior to any deeply subordinated obligations
more deeply subordinated obligations and hybrid
obligations
Amount: EUR Benchmark
Settlement Date: [08] June 2016
Scheduled Maturity Date: Interest Payment Date falling in [08] June
2048, subject to Conditions to Redemption below
Issuer Redemption Option: On [08] June 20[28], and each quarterly Interest
Payment Date thereafter, subject to the
Conditions to Redemption below and that
redemption will not result in the Issuer becoming insolvent
Initial Price Thoughts: MS+ 450bps area
Coupon: [•] % Fixed until [•] 2028 payable annually. Thereafter 3-month EURIBOR + a Margin [•]bp
([Margin incl. initial Re-offer spread] +100bp
step up), payable quarterly
Optional Interest Deferral: Cash cumulative, subject to 6-month pusher (3 month pusher in case of securities (other than shares) where remuneration is paid quarterly)
on Parity or Junior Securities
Mandatory Interest Deferral: Cash cumulative, upon the occurrence of a
Solvency Capital Event (meaning non-compliance
with the SCR; any other event which would
require a deferral under the Applicable
Regulations for Tier 2 Own Funds
qualification); if interest payment would
result in or accelerate insolvency of Issuer;
or if Lead Regulator determines that solvency
margin would fall below SCR in the short term
Arrears of Interest: Compulsory payment of Arrears of Interest on
the earlier of (i) the next Interest Payment
Date following the date on which a dividend,
payment or distribution on, or redemption or
repurchase of, junior or parity securities is
made unless mandatory interest deferral is
required on such date, (ii) redemption and
(iii) the date on which a Liquidazione Coatta
Amministrativa of Assicurazioni Generali S.p.A.
commences or on which the Issuer becomes
subject to a liquidation order
Early Redemption Rights: At par at any time upon Tax, Regulatory or
Rating Events (in each case subject to
Conditions to Redemption and that any
redemption prior to the fifth anniversary of
the Issue Date must be funded by issuance of
equivalent or better quality capital)
Conditions to Redemption: Any redemption of the Notes, including
redemption on Scheduled Maturity Date, is
subject to (i) no Solvency Capital Event, (ii)
approval of the Lead Regulator, and (iii) such
redemption not resulting in, or accelerating,
the Issuer becoming insolvent
If the above conditions are not satisfied at
the Scheduled Maturity Date or the proposed
redemption date, the redemption of the Notes
shall be postponed in accordance with the terms and conditions
Modification/Exchange: Yes, upon Tax, Regulatory or Rating Events
Documentation: Issuer’s EMTN Programme
Denoms/Listing/Form/Law: EUR 100,000 + 1,000 / Luxembourg Stock Exchange
Regulated Market/ RegS Bearer (TEFRA D rules
apply – no communications with or into the US;
no sales into Canada) / English law, except
the status of the Notes which are governed by
Italian law
Joint Lead Managers: BNPP, DB, GSI, UBS, UniCredit
Timing: Today's business
*** Assicurazioni Generali 32NC12 EUR Dated T2 ***
Issuer: Assicurazioni Generali S.p.A.
Description: EUR Fixed/Floating Rate Senior Dated
Subordinated Notes (Tier 2)
Issuer Financial Strength: Baa1, Stable (Moody’s)/A-,Stable (Fitch)/
A, Stable (A.M. Best)
Expected Issue Ratings: Baa3 (hyb)(Moody’s)/BBB(Fitch)/bbb+(A.M. Best)
Status: Unconditional and unsecured subordinated
obligations of the Issuer, ranking pari passu
without any preference among themselves and at
least equally with all other senior
subordinated obligations with a specified
maturity date; junior to any unconditional,
unsubordinated, unsecured obligations and senior to any deeply subordinated obligations
more deeply subordinated obligations and hybrid
obligations
Amount: EUR Benchmark
Settlement Date: [08] June 2016
Scheduled Maturity Date: Interest Payment Date falling in [08] June
2048, subject to Conditions to Redemption below
Issuer Redemption Option: On [08] June 20[28], and each quarterly Interest
Payment Date thereafter, subject to the
Conditions to Redemption below and that
redemption will not result in the Issuer becoming insolvent
Initial Price Thoughts: MS+ 450bps area
Coupon: [•] % Fixed until [•] 2028 payable annually. Thereafter 3-month EURIBOR + a Margin [•]bp
([Margin incl. initial Re-offer spread] +100bp
step up), payable quarterly
Optional Interest Deferral: Cash cumulative, subject to 6-month pusher (3 month pusher in case of securities (other than shares) where remuneration is paid quarterly)
on Parity or Junior Securities
Mandatory Interest Deferral: Cash cumulative, upon the occurrence of a
Solvency Capital Event (meaning non-compliance
with the SCR; any other event which would
require a deferral under the Applicable
Regulations for Tier 2 Own Funds
qualification); if interest payment would
result in or accelerate insolvency of Issuer;
or if Lead Regulator determines that solvency
margin would fall below SCR in the short term
Arrears of Interest: Compulsory payment of Arrears of Interest on
the earlier of (i) the next Interest Payment
Date following the date on which a dividend,
payment or distribution on, or redemption or
repurchase of, junior or parity securities is
made unless mandatory interest deferral is
required on such date, (ii) redemption and
(iii) the date on which a Liquidazione Coatta
Amministrativa of Assicurazioni Generali S.p.A.
commences or on which the Issuer becomes
subject to a liquidation order
Early Redemption Rights: At par at any time upon Tax, Regulatory or
Rating Events (in each case subject to
Conditions to Redemption and that any
redemption prior to the fifth anniversary of
the Issue Date must be funded by issuance of
equivalent or better quality capital)
Conditions to Redemption: Any redemption of the Notes, including
redemption on Scheduled Maturity Date, is
subject to (i) no Solvency Capital Event, (ii)
approval of the Lead Regulator, and (iii) such
redemption not resulting in, or accelerating,
the Issuer becoming insolvent
If the above conditions are not satisfied at
the Scheduled Maturity Date or the proposed
redemption date, the redemption of the Notes
shall be postponed in accordance with the terms and conditions
Modification/Exchange: Yes, upon Tax, Regulatory or Rating Events
Documentation: Issuer’s EMTN Programme
Denoms/Listing/Form/Law: EUR 100,000 + 1,000 / Luxembourg Stock Exchange
Regulated Market/ RegS Bearer (TEFRA D rules
apply – no communications with or into the US;
no sales into Canada) / English law, except
the status of the Notes which are governed by
Italian law
Joint Lead Managers: BNPP, DB, GSI, UBS, UniCredit
Timing: Today's business