Reverse split of ordinary and savings Shares

REVERSE SPLIT OF ORDINARY AND SAVINGS SHARES

As part of the process of implementing the resolutions approved by the Extraordinary Shareholders' Meeting of UniCredit S.p.A. ("UniCredit" or the "Company"), held on December 15, 2011 (registered at the Register of Companies of Rome on December 21, 2011), notice is hereby given that on December 27, 2011 - after cancelling 3 savings shares, purchased and held by the Company, for the sole purpose of making the implementation of the abovementioned resolutions numerically possible and without reducing the stock capital - the following actions will be carried out:

1. reverse split of 19,274,251,710 existing ordinary shares, no par value, on the basis of 1 new ordinary share, no par value (ISIN Code IT0004781412), regular ranking for dividends, coupon No. 1, every 10 existing ordinary shares (ISIN Code IT0000064854]), no par value, coupon No. 33;
2. reverse split of 24,238,980 savings shares existing after the abovementioned cancellation of 3 savings shares, no par value, on the basis of 1 new saving share, no par value, every 10 existing savings shares, no par value, as follows:

• 1 new bearer savings share (ISIN Code IT0004781420), coupon No. 1, every 10 existing bearer savings shares (ISIN Code IT0000064839), coupon No. 33; and
• 1 new registered savings share (ISIN Code IT0004781438), coupon No. 1, every 10 existing registered savings shares (ISIN Code IT0000064847), coupon No. 33.

Accordingly, UniCredit's stock capital will be EUR 12,148,463,316.00, divided into 1,929,849,069 shares in all, no par value, of which 1,927,425,171 ordinary shares and 2,423,898 savings shares.
In order to facilitate the implementation of the reverse shares split process for the individual shareholders and the management of any possible remains that might emerge from the same, UniCredit has appointed Banca Finnat Euramerica S.p.A. in order to be counterpart from January 2, 2011 to January 12, 2012 in the liquidation of grouped UniCredit shares' fractions that are missing or exceeding the minimum necessary to allow shareholders to hold a whole number of ordinary and/or savings shares.
The abovementioned fractions will be liquidated, on the basis of the official price of the ordinary and savings UniCredit shares recorded on December 23, 2011, i.e. the trading day preceding the day of the reverse split transaction. Shareholders will not incur any charges for incidental expenses related to liquidation transactions referred to above.
Share grouping transactions may be carried out by all authorized intermediaries through Monte Titoli S.p.A., in accordance with the instructions that the intermediaries will receive by each of their customers.
Holders of ordinary or savings shares that have not yet been dematerialized are hereby reminded that share grouping transactions may be carried out only after they have surrendered their share certificates to an authorised intermediary for inclusion, in dematerialised form, in the centralised clearing system operated by Monte Titoli S.p.A.. Therefore, holders of ordinary or savings shares that have not been dematerialized are hereby requested to surrender their share certificates to an authorised intermediary as soon as possible.

UniCredit S.p.A
 

Milan, December 22, 2011

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