Pubblico anche la condizione 6 C di rimborso .
Redemption at the option of Noteholders upon a Change of Control
In the event of a Change of Control, each Noteholder may, during the Change of Control Notice
Period, serve a Put Option Notice upon the Issuer. The Issuer will redeem in whole (but not in
part) the Notes that are the subject of such Put Option Notice on the Put Option Redemption
Date at their principal amount together with accrued interest from, and including, the preceding
Interest Payment Date (or the Issue Date, if applicable) to, but excluding, the Put Option
Redemption Date.
Promptly and in any event within ten Business Days from occurrence of a Change of Control, a
Change of Control Notice shall be given by the Issuer to Noteholders in accordance with
Condition 15 (Notices). For so long as the Notes are listed on a securities market of the
Luxembourg Stock Exchange and the rules of such exchange so require, the Issuer shall also
notify the Luxembourg Stock Exchange promptly of any such Change of Control, providing
information equivalent to that required to be given in a Change of Control Notice under this Condition 6(c).
In order to exercise the option contained in this Condition 6(c), the holder of a Note must, on
any Business Day during the Change of Control Notice Period, deposit with any Paying Agent
such Note, together with all unmatured Coupons relating thereto and a duly completed Put
Option Notice. The Paying Agent with which a Note is so deposited shall deliver a duly
completed Put Option Receipt for such Note to the depositing Noteholder. No Note, once
deposited with a duly completed Put Option Notice in accordance with this Condition 6(c), may
be withdrawn, provided, however, that if, prior to the Put Option Redemption Date, any such
Note becomes immediately due and payable or, upon due presentation of any such Note on the
Put Option Redemption Date, payment of the redemption moneys is improperly withheld or
refused, the relevant Paying Agent shall give notification thereof to the depositing Noteholder in
such manner and/or at such address as may have been given by such Noteholder in the
relevant Put Option Notice and shall hold such Note at its Specified Office for collection by the
depositing Noteholder against surrender of the relevant Put Option Receipt. For so long as any
outstanding Note is held by a Paying Agent in accordance with this Condition 6(c), the depositor
of such Note and not such Paying Agent shall be deemed to be the holder of such Note for all
purposes.
poi trovo cappello che dice che non ci possono essere altre forme di rimborso oltre a quelle programmate per scadenza naturale e per variazione del sistema di tassazione. Quindi sembra che la causale citata nel foglio informativo per DERATING non esista.
No other redemption
The Issuer shall not be entitled to redeem the Notes otherwise than as provided in Conditions
6(a) (Scheduled Redemption) to (c) (Redemption at the option of Noteholders upon a Change of
Control) above.
interessante anche la definizione di Change Control:
"Change of Control" means any of the following events or circumstances:
(i) CDP Equity and SEC cease, taken together, to beneficially own (directly or indirectly)
equity share capital having the right to cast at least 50.1 per cent. (or, after an IPO, 30
per cent.) of the votes capable of being cast in general meetings of the Issuer; or
(ii) CDP Equity and SEC cease, taken together, to beneficially own (directly or indirectly)
equity share capital or voting rights having the ability to appoint (i) the majority of the
members of the Board of Directors of the Issuer and (ii) the Chief Executive Officer (in
Italian, Amministratore Delegato) of the Issuer; or
(iii) any person or persons acting in concert (i) acquires control of the Issuer in accordance
with Article 2359, paragraphs 1 and 2 of the Italian Civil Code or (if applicable) Article 93
of the Italian Legislative Decree No. 58 of 24 February 1998 or (ii) owns more of the
equity share capital of the Issuer than the aggregate percentage holding (directly or
indirectly) at that time by CDP Equity and SEC taken together;
dove SEC sono la proprietà cinese