Italeaf

fully subscribed the share capital increase of TerniEnergia approved on December 30, 2016

PRESS RELEASE 16 JANUARY 2017

ITALEAF:  fully subscribed the share capital increase of TerniEnergia approved on December 30, 2016
·      Opened and simultaneously concluded the placement of n. 3 million of TerniEnergia shares (6.8% of the current share capital)
·      Transaction value of Euro 2.19 million, corresponding to a price of placement of the shares of new emission of Euro 0.73 p.s.
·      The Capital Increase will be used to support the internationalization of the Group and the Development of the digital energy business, particularly the growing market of the smart and micro grids 

The Board of Directors of TerniEnergia - the first italian smart energy company active in the fields of renewable energy, energy efficiency, waste and energy management, listed on the Star segment of the Italian Stock Exchange and part of Italeaf Group - has resolved today the opening and the simultaneous closing of the Offer Period, with the full placement of the TerniEnergia ordinary shares arising from the capital increase, in one or more tranches, by paid subscription, in divisible form, with the exclusion of option rights pursuant to art. 2441, paragraph 4, second part, of the Italian Civil Code, approved by the shareholders' meeting on December 30, 2016 (the ''Capital Increase").
The newly issued shares was offered for subscription as part of a private placement, without publication of the prospectus for the public offering and listing of the new shares by virtue of the exemptions provided by art. 34 - ter, paragraph 1, letter b) and art. 57, paragraph 1, letter a) of the Issuer Regulations.
The placement of a a maximum of up to 3,000,000 shares, corresponding to 6.80% of the current share capital, took place through a bookbuilding procedure and has been restricted to qualified investors in Italy and institutional investors abroad, excluding the United States of America, Australia, Japan and Canada (the "Institutional Offering"). The Institutional Offering did not result in a solicitation to investment.
The share capital increase was fully subscribed for a value of Euro 2.19 million.
The Board of Directors also determined the placement price of the new shares, equal to Euro 0.73 per share (the "Placing Price").
The Placing Price was determined in accordance with the criteria defined by the Shareholders' Meeting and disclosed to the market on December 30, 2016. The Placing Price was also determined through the mechanisms of the so-called bookbuilding activities, taking particularly into account the quantity and quality of the demand expressed by 3 investors who has joined the Institutional Offering, as well as the current trend of domestic and international markets.