NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
This press release is not for distribution, directly or indirectly, in or into the United States (including its territories and dependencies, any State of the United States and the District of Columbia). This press release does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the "Securities Act").
The securities referred to herein may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the Securities Act) except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of securities in the United States.
It may be unlawful to distribute this press release in certain jurisdictions. The information contained herein is not for publication or distribution in Canada, Japan or Australia and does not constitute an offer of securities for sale in Canada, Japan or Australia.
This communication is for promotional purposes only and under no circumstances shall constitute an offer or invitation, or form the basis for a decision, to invest in the securities of UniCredit S.p.A. (the "Company"). The prospectus for the purposes of the public offering and admission of the Company's shares to trading on the Warsaw Stock Exchange (the "Prospectus") is the sole legally binding document containing information about the Company and the offering of its shares in Poland (the "Offering"). The Prospectus has been approved by Commissione Nazionale per le Società e la Borsa - the supervising authority competent with respect to the Company - and will be notified to the Polish Financial Supervision Commission, pursuant to Art. 37 of the Polish Act on Public Offerings. For the purposes of the Offering in Poland and admission of the Company's shares to trading on the Warsaw Stock Exchange, the Company will make the Prospectus available, inter alia, on the websites of the Company at http://www.unicreditgroup.eu and of the Warsaw Stock Exchange at http://www.gpw.com.pl.
UniCredit announces that the Prospectus (jointly formed by the Registration Document, by the Securities Note and the Summary Note) in relation to the rights offering and admission to listing on the Mercato Telematico Azionario organised and managed by Borsa Italiana S.p.A. (MTA), on the regulated market (General Standard) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) and on the Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie SA) of ordinary shares of UniCredit S.p.A, approved by the Extraordinary Shareholders' Meeting of 15 December 2011 is now available on the website www.unicreditgroup.eu.
As already communicated today, UniCredit has asked CONSOB to notify the approval of the Prospectus to the relevant authorities of Germany, Austria and Poland for the purpose of the passporting of the Prospectus in such countries, pursuant to the applicable European rules.
Milan, January 4, 2012
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