Registration: Reg S Only; Registration: Reg S Only;

04/15/2021 Nexi SpA EUR2.1bn Reg S only sr notes 2-part. Ba3/BB-/BB- (positive/CreditWatch positive/Ratings Watch positive). Via BofA+. List Lux. NY law. Settles 04/29 (T+10). SMR at 100 if the merger is not completed by 07/14/22. - EUR1.05bn due 04/30/26 (5y). NCL (MWC B+50bp) (3mo par call). Via BofA (B&D)/CS/GS/IMI jt glocos and physical books/Banca Akros/Gruppo Banco BPM/Barc/Citi/DB jt passive books. Reg S ISIN: XS2332589972. IPT: mid-to-high 1%. Px talk: 1.75% area. Final terms: EUR1.050bn at 1.625% coupon/yield. Priced: 1.625% at 100. +226.7bp vs DBR 0.50% 02/15/26. - EUR1.05bn due 04/30/29 (8y). NCL (MWC B+50bp) (3mo par call). Via BofA (B&D)/HSBC/JPM/UniCredit jt glocos and physical books/BNP/Mediobanca/MS jt passive books. Reg S ISIN: XS2332590475. IPT: low 2%. Px talk: 2.25% area. Final terms: EUR1.050bn at 2.125% coupon/yield. Priced: 2.125% at 100. +256.5bp vs DBR 0.25% 02/15/29. Did investor call at 11am 04/12. Books closed at 12:30pm UKT 04/15 (originally closing at 12pm UKT 04/15). UOP: along with the existing EUR1bn sr cvt notes issued in February, to refinance EUR991m SIA debt and EUR2.044bn Nets debt in context of the merger. Biz: a leading PayTech company in Italy listed on the Milan Stock Exchange and primarily focused on providing Merchant Services & Solutions, Cards & Digital Payments and Digital Banking Solutions. Through its strategic combination with Nets and SIA, Nexi is looking to create the new European Paytech leader. HQ: Milan, Italy.