(AGI) Rome, May 28 - Italian oil and gas giant Eni launched atender offer on Thursday for its 1.028 billion euros ofexchangeable bonds in Galp Energia shares, with an annualcoupon of 0.25 percent due in November 2015. Eni invited theNoteholders of its outstanding 1,028,100,000 euros of bondswith a 0.25 per cent annual coupon due in 2015, exchangeableinto fully paid ordinary shares with a nominal value of 1 euroeach of Galp Energia SGPS, S.A., to tender their Notes forpurchase by Eni for cash. The purchase price will be setpursuant to a tender offer procedure by means of a competitivebid, a so-called Modified Dutch Auction. Eni's Board ofDirectors approved the Invitation on May 27, 2015. TheInvitation has been formulated as part of the active managementof the bonds due in November 2015. Deutsche Bank AG, LondonBranch, Mediobanca - Banca di Credito Finanziario SpA, MorganStanley & Co. International PLC and UBS Limited are to act asjoint dealer managers for the transaction. Morgan Stanley & Co.International PLC will also act as settlement agent for theInvitation. Eni has reserved the right to increase or decrease,even substantially, the Maximum Acceptance Amount of the Notesfor repurchase as well as the Minimum Purchase Price. Moreover,the Italian oil and gas company has the right, at its solediscretion, to decide not to go ahead with the Invitation. TheInvitation will solicit Noteholders, who are qualifiedinvestors, to express their interest in tendering their Notesto Eni subject to the offer and distribution restrictionsindicated. Noteholders may only submit an indication ofinterest through the joint dealer managers. They will not beable to submit indications of interest or offers throughEuroclear Bank S.A./N.V. or Clearstream Banking. According tothe Invitation procedure, the tendering Noteholders will haveto indicate the aggregate nominal amount of the Notes they arewilling to tender and the offer price they would ask for them,subject to the Minimum Purchase Price and the Maximum PurchasePrice. Upon expiration of the Invitation, if any Notes arerepurchased, Eni will determine at its sole discretion and onthe basis of the amount of the Notes tendered and the tenderingNoteholders' Offer Price, the final purchase price which willbe the same for all Notes subject to repurchase as well as theamount of Notes subject to repurchase.. .