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The Second Largest Equity Offering Completed Worldwide in 2005
5 Aug 2005
Robert Ellison, Domenico Fanuele, Emanuele Trucco

In the second largest equity offering completed worldwide this year, Shearman & Sterling's Rome office represented the underwriters in the €4.1 billion (approximately US$4.9 billion) secondary offering of 575 million ordinary shares of Enel S.p.A. The transaction, which constituted the fourth tranche of the privatization of Enel by the Italian Ministry of Economy and Finance, reduced the Ministry's stake in Enel from 31.5% to 23.1%.

The transaction consisted of a public offering in Italy together with an offering to institutional investors in the United States and elsewhere in compliance with Rule 144A and Regulation S under the Securities Act of 1933, as amended. The Italian public offering was taken up by more than 657,000 retail investors in Italy, making it one of the most widely disseminated privatizations in history. As in the case of the third tranche of Enel’s privatization in 2004, in which Shearman & Sterling’s Rome office also represented the underwriters, this transaction again included a public offering in Japan.

The Joint Global Coordinators were Mediobanca and Merrill Lynch International, with Goldman Sachs and Morgan Stanley as additional lead managers. Enel, which is the largest publicly traded utility company in Europe by market capitalization, is Italy's largest electricity company, second-largest natural gas distribution company and third-largest telecommunications company.