Leonardo: Leonardo DRS subsidiary filed a registration statement on Form S-1 with the “SEC” for a proposed initial public offering of a minority stake of its common shares

Rome  26 February 2021 17:41 - Inside Information

  • Enhances the U.S. profile of Leonardo DRS, whilst enabling investors to participate directly
  • Leonardo intends to retain majority position consistent with its strategic objectives of maintaining a significant exposure in the U.S., a strategically important market, whilst continuing to leverage established relationships for all of Leonardo’s businesses
  • The number of common shares to be offered and the price range for the proposed offering have not yet been determined


Leonardo S.p.A. (“Leonardo”) announced today that its subsidiary, Leonardo DRS ("DRS"), has filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission (“SEC”) for a proposed initial public offering of a minority stake of its common shares.

All common shares to be sold in the offering will be offered by Leonardo US Holding, a Leonardo wholly owned subsidiary in the U.S. The number of common shares to be offered and the price range for the proposed offering have not yet been determined. In connection with the initial public offering, Leonardo DRS intends to apply to list its common shares on the New York Stock Exchange under the ticker symbol “DRS”. The transaction is expected to be completed by the end of March 2021, subject to, among other things, completion of the SEC review process and suitable market conditions.

Alessandro Profumo, Leonardo’s CEO, said “Today we are announcing an important step in the strategic development of Leonardo, with the intention to list a minority stake of Leonardo DRS on the New York Stock Exchange. By retaining our majority shareholding we intend to maintain a significant exposure in this strategically important market, whilst continuing to leverage established relationships for all of Leonardo’s businesses”.

Post completion of the offering, Leonardo US Holding will remain the majority shareholder of Leonardo DRS. A new proxy agreement is anticipated to be entered into with the U.S. Department of Defense to permit Leonardo DRS to continue to compete and perform on classified programmes.

Goldman Sachs & Co. LLC, BofA Securities, and J.P. Morgan will act as lead book-running managers and Barclays, Citigroup, Credit Suisse, and Morgan Stanley will act as book-running managers for the proposed offering. Mediobanca is acting as financial advisor for Leonardo S.p.A.

The registration statement on Form S-1 has been filed with the SEC but has not yet become effective and the common shares to be registered may not be sold nor may offers to buy be accepted prior to the time when the registration statement becomes effective. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, these securities in any state or jurisdiction in
which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The proposed offering will be made only by means of a prospectus. When available, copies of the preliminary prospectus related to the offering may be obtained from Goldman Sachs & Co. LLC., Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526 or by email at prospectus-ny@ny.email.gs.com; BofA Securities, Inc., Attention: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255; or J.P. Morgan Securities LLC, Attention: c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at 866-803-9204 or by email at prospectus-eq_fi@jpmorganchase.com.
 

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