IL PRESENTE COMUNICATO STAMPA NON PUÒ ESSERE PUBBLICATO O DISTRIBUITO, DIRETTAMENTE O INDIRETTAMENTE, NEGLI STATI UNITI, IN CANADA, GIAPPONE O AUSTRALIA
NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA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 The information contained herein is not for publication or distribution in Canada, Japan or Australia and does not constitute an offer of securities for sale in Canada, Japan or Australia.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 publication constitutes neither an offer to sell nor a solicitation to buy or subscribe for securities. The Rights of UniCredit S.p.A. were offered in Austria during the Subscription Period on the basis of the Securities Prospectus approved by the Italian financial supervisory authority CONSOB and notified to the Financial Market Authority (FMA). The Subscription Period ended on 27 January 2012.
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 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 has made 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.
NOTICE PUBLISHED PURSUANT TO ARTICLE 13 OF CONSOB REGULATION NO. 11971/1999, AS AMENDED
FINAL RESULTS OF THE CAPITAL INCREASE IN FAVOUR OF HOLDERS OF UNICREDIT S.P.A. ORDINARY AND SAVINGS SHARES
UniCredit S.p.A. ("UniCredit" or the "Company") announces the completion of its rights offering following the early closing of the offer on the Italian Stock Exchange of the unexercised option rights pursuant to Article 2441, third paragraph, of the Italian Civil Code (the "Auction"), on 1 February 2012.
As announced in the press release published on 1 February 2012, during the first trading session of the Auction, all 4,601,714 option rights that remained unexercised at the end of the Subscription Period (the "Unexercised Rights") were sold. Following the Auction, all the 9,203,428 newly issued UniCredit ordinary shares relating to the Unexercised Rights, with a value of Euro 17,882,260.60, were subscribed.
Thus, no shares were subscribed by the underwriting syndicate.
In addition, on the basis of the information available to the Company, the shareholders Allianz SE, Carimonte Holding S.p.A., Fondazione Cassa di Risparmio di Modena, Fondazione Cassa di Risparmio di Torino, Fondazione del Monte di Bologna e Ravenna and Board Member Luigi Maramotti subscribed in the context of the Capital Increase, directly or indirectly, 414,415,932 ordinary shares, equal to approximately 10.7% of the ordinary shares offered in the Capital Increase.
As a result of the subscription of the shares described above, the new share capital of UniCredit is equal to Euro 19,647,671,824.53, represented by 5,787,028,109 ordinary shares and 2,423,898 savings shares, each with no par value.
Milan, 10 February 2012