UniCredit SpA sold $3.5 billion of bonds in the U.S. market, its first dollar offering since 2021, after investors put in more than $20 billion of orders for the Italian lender’s debt.
The senior non-preferred notes came in three fixed-to-fixed tranches, each callable a year before maturity. The bank sold $1.5 billion of four-year notes with a 5.970% coupon, 105 basis points over three-year Treasurys; $1 billion of six-year notes at 6.201%, or 125 basis points over five-year Treasurys; and $1 billion of 11-year notes at 6.585%, 148 basis points over 10-year Treasurys. If the bank does not redeem the notes at the call date, the coupons reset off the one-year Treasury rate plus the same spreads. All three tranches priced at par.
Heavy American demand
More than 200 investors participated, and about 65% of the demand came from North America. The size of the book allowed UniCredit to tighten pricing from the levels it first floated. The bank said the deal adds depth and trading liquidity to its dollar curve and kicks off its funding plan for 2027.
Senior non-preferred debt ranks below ordinary senior bonds and can absorb losses if a bank fails, which is why European lenders sell it to meet bail-in requirements set by regulators, known as MREL. The notes are expected to be rated Baa2 by Moody’s, BBB by S&P and BBB+ by Fitch. They were sold to institutional investors under private-placement rules rather than registered with the SEC.
Citigroup, JPMorgan and UniCredit acted as global coordinators, with Barclays, BofA Securities, Goldman Sachs, HSBC, Morgan Stanley, RBC Capital Markets and Wells Fargo as joint bookrunners. Settlement is expected on Nov. 19.
Funding for a busy year
The sale lands as Italian banking consolidation keeps moving. Banco BPM opened merger talks with Credit Agricole Italia this week. The UniCredit sale also runs the other way from a recent trend of U.S. borrowers raising money abroad, such as the yen and Asian-currency bonds sold by Berkshire Hathaway, IBM and Alphabet.
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