Following approval last Friday by the Council of Ministers, the Instituto Nacional de Hidrocarburos (INH) will carry out a Public Offering of Repsol Shares. The offering will be for 15% of capital equity and will comprise a retail tranche, directed towards the small investor, and an institutional tranche. The number of shares will be distributed more or less equally between tranches.

The INH will offer for sale up to 45 million Repsol shares which, at their current price, represent a figure of 165 billion pesetas. The transaction will take place on national and international stock markets.

On Friday, March 3rd, a Preliminary Report on the Share Offering was registered at the Comisi�n Nacional del Mercado de Valores (CNMV), and this is available for public scrutiny. The Prospectus giving full details of the Offer has also been presented for ratification and registration.

Tranches

The Institutional Offer will be comprised of five tranches: Spain, the United Kingdom, Continental Europe, the United States and the rest of the world. In the United States, the offer will be registered at the Securities and Exchange Commission (SEC) of Washington, D.C.

The Retail Offer for which a minimum purchase application of 50,000 pesetas and a ceiling of 10 million pesetas has been set, is divided into two secondary tranches: general and special.

The general retail secondary tranche is addressed to all individuals or institutions legally and validly organized, residing in Spain, or non-resident nationals of a member country of the European Union and/or parties to the agreement and Protocol on European Economic Space. The special secondary tranche is directed to employees and pensioners of the Repsol Group and distributors of the company's products.

Incentives: retail tranche

This offer provides special incentives to encourage the participation of small investors. An immediately effective 5% discount on the market reference price has been set for the general retail tranche. Furthermore, an additional discount of up to 10% on the buying price has also been established. The investor will receive this discount should the share quotation fall after 12 months if he or she has not sold the shares, and it will be the same as the drop in share price, to a limit of 10% on the retail buying price.

Procedure and Terms

Applications to subscribe shares may be submitted via purchase orders from Tuesday, March 21st to Saturday, April 1st, inclusively, date upon which the maximum selling price per share will be established.


The Public Share Offering will open on Monday, April 3rd and will close on Friday, April 7th. Firm buying orders may also be made during this period.

Those investors placing a purchase order before April 1st will be able to revoke them from that moment until Wednesday, April 5th. If not revoked, applications made before April 1st will become firm orders. Applications made before April 1st will have priority in the pro-rata.

Once the period for the Public Offering has terminated, the retail selling price will be set. This price will be the result of applying a 5% discount on the average market price over a period as defined in the Prospectus.

Repsol will shortly release information on the placement syndicate and other details of the offering.

IMPORTANT DATES

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