S.C.I.P. Società Cartolarizzazione Immobili Pubblici S.r.l. S.C.I.P. Società Cartolarizzazione Immobili Pubblici S.r.l. Second Securitisation of Italian Real Estate Assets Second Securitisation of Italian Real Estate Assets S C I P II S C I P II € 6,637 million € 6,637 million Investor Presentation Investor Presentation December 2002 December 2002
Table of Contents Table of Contents INTRODUCTION INTRODUCTION 1. 1. TRANSACTION SUMMARY TRANSACTION SUMMARY 2. 2. THE PORTFOLIO THE PORTFOLIO 3. 3. BUSINESS PLAN BUSINESS PLAN 4. 4. THE STRUCTURE THE STRUCTURE 5. 5. CONCLUSIONS CONCLUSIONS 6. 6. Appendix A Appendix A – Legal Framework Legal Framework Appendix B Appendix B – New Mortgage New Mortgage Convenzione Convenzione Appendix C Appendix C – Performance of previous deals sponsored by MEF Performance of previous deals sponsored by MEF Appendix D – Book runners Contact List Appendix D Book runners Contact List 2
INTRODUCTION INTRODUCTION
Introduction Introduction � The Italian The Italian Ministry of Economy and Finance Ministry of Economy and Finance has embarked on a real has embarked on a real estate rationalization strategy aimed at achieving: estate rationalization strategy aimed at achieving: • debt reduction and increase in efficiency of the Public Sector through the debt reduction and increase in efficiency of the Public Sector t hrough the disposal of public assets (receivables, properties and equity st disposal of public assets (receivables, properties and equity stakes) akes) • yield improvement yield improvement � This transaction meets the following objectives: This transaction meets the following objectives: • It manages to privatise real estate public assets through the ABS market. It It manages to privatise real estate public assets through the AB S market. It achieves the social goal to turn tenants into owners (62,880 units being achieves the social goal to turn tenants into owners (62,880 uni ts being transferred to SCIP S.r.l. in 2002; 27,250 units and 262 commer transferred to SCIP S.r.l. in 2002; 27,250 units and 262 commercial cial buildings transferred in 2001) buildings transferred in 2001) • It improves the overall efficiency of the social security entities by switching It improves the overall efficiency of the social security entiti es by switching “low yield” and “non strategic” assets into “safe” liquidity to be invested at “low yield” and “non strategic” assets into “safe” liquidity to be invested at market rates market rates • It reduces debt through a reliable asset disposal process It reduces debt through a reliable asset disposal process • It takes advantage of a very buoyant and still improving Italian real estate It takes advantage of a very buoyant and still improving Italian real estate market market 4
Introduction Introduction � The transaction is the largest euro issue ever (62,880 units tra The transaction is the largest euro issue ever (62,880 units transferred for a nsferred for a total issuance of more than Euro 6.6 billion) total issuance of more than Euro 6.6 billion) � Full and effective cooperation and procedures have been defined Full and effective cooperation and procedures have been defined between: between: • The Ministry of Economy and Finance The Ministry of Economy and Finance • The Ministry of The Ministry of Labour Labour • Social securities entities Social securities entities • Agenzia Agenzia del del Demanio Demanio • Agenzia del Agenzia del Territorio Territorio • The National Notaries Association The National Notaries Association • Mortgage banks Mortgage banks � The transaction’s capital structure is fully in line with The transaction’s capital structure is fully in line with Eurostat’s Eurostat’s requirements requirements 5
Introduction Introduction � Transaction structured in order to achieve: Transaction structured in order to achieve: • Highest transparency and efficiency in the disposal process Highest transparency and efficiency in the disposal process • Fairness conditions on the offering of disposed units: Fairness conditions on the offering of disposed units: – Pregio units offered to tenants with no discount Pregio units offered to tenants with no discount – As per relevant Law, discount will apply only to tenants of non As per relevant Law, discount will apply only to tenants of non- pregio pregio units units � Transaction is designed for maintenance of socially protective Transaction is designed for maintenance of socially protective laws laws 6
TRANSACTION SUMMARY TRANSACTION SUMMARY
Transaction Summary Transaction Summary � This offering (“SCIP 2”) is the second transaction under the sec This offering (“SCIP 2”) is the second transaction under the securitisation uritisation programme through which the Republic of Italy is privatising pub programme through which the Republic of Italy is privatising publicly licly-owned owned real estate assets real estate assets � The Italian Ministry of Economy and Finance is the sponsor of th The Italian Ministry of Economy and Finance is the sponsor of the transaction e transaction � Total issuance amount is equal to approximately € 6,637 million Total issuance amount is equal to approximately € 6,637 million � Largest government asset securitisation and largest euro ABS eve Largest government asset securitisation and largest euro ABS ever � For the first time, the Republic of Italy will also transfer a p For the first time, the Republic of Italy will also transfer a portion of its real ortion of its real estate properties, which will be managed through estate properties, which will be managed through Agenzia Agenzia del del Demanio Demanio (“ (“AdD AdD”) ”) � All classes of notes will be rated by Fitch Ratings, Moody’s and All classes of notes will be rated by Fitch Ratings, Moody’s and S&P S&P � SCIP s.r.l. will issue notes rated triple A, double A and single SCIP s.r.l. will issue notes rated triple A, double A and single A to fully comply A to fully comply with Eurostat with Eurostat requirements requirements 8
Capital Structure Total Amount: € 6,637,000,000.00 Total Amount: € 6,637,000,000.00 Classes Classes Ratings Ratings Amount Amount % % Expected Maturity Expected Maturity Legal Maturity Legal Maturity A1 A1 AAA/ AAA/Aaa Aaa/AAA /AAA € 1,500 million € 1,500 million 22.6% 22.6% April 2004 April 2004 April 2006 April 2006 A2 A2 AAA/Aaa AAA/ Aaa/AAA /AAA € 2,000 million € 2,000 million 30.1% 30.1% April 2005 April 2005 April 2007 April 2007 A3 A3 AAA/ AAA/Aaa Aaa/AAA /AAA € 1,743 million € 1,743 million 26.2% 26.2% April 2006 April 2006 October 2008 October 2008 October 2008 October 2008 B AA/Aa3/AA AA/Aa3/AA € 858 million € 858 million 12.9% 12.9% October 2006 October 2006 C A/A3/A A/A3/A € 536 million € 536 million 8.1% 8.1% October 2006 October 2006 October 2008 October 2008 All tranches have a soft bullet maturity All tranches have a soft bullet maturity 9
Offering Summary Offering Summary � Coupon Coupon Euro notes: 3m Euro notes: 3m Euribor Euribor + spread + spread � Spreads Spreads 0.20%, 0.27% and 0.32% for triple A Notes 0.20%, 0.27% and 0.32% for triple A Notes 0.65% for double A and 1.17% for single A Notes 0.65% for double A and 1.17% for single A Notes � Coupon Frequency Coupon Frequency Quarterly on 26 January, April, July, October. First Quarterly on 26 January, April, July, October. First coupon on April 26, 2003 coupon on April 26, 2003 � Listing Listing Luxembourg Luxembourg � Trading Trading MTS for all MTS for all tranches tranches � Market Making Market Making The Joint Bookrunners The Joint Bookrunners signed a secondary signed a secondary market making agreement with the MEF and with MTS market making agreement with the MEF and with MTS � Settlement Settlement Montetitoli Montetitoli, , Euroclear Euroclear, , Clearstream Clearstream � Governing Law Governing Law Italian Italian � Status Status Eurobond format Eurobond format � Tax Treatment Tax Treatment Not subject to any withholding tax Not subject to any withholding tax � Expected BIS Expected BIS Risk Weighting Risk Weighting 100% 100% 10
Recommend
More recommend