Successful completion of the accelerated bookbuilding offering launched by UniCredit in FinecoBank S.p.A.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

Successful completion of the accelerated bookbuilding offering launched by UniCredit in FinecoBank S.p.A.

The proceeds amount to approximately c.€328 million, deriving from the sale of approximately 60.7 million ordinary shares of FinecoBank S.p.A., at a price of €5.40 per share.

Further to the press release published on 11 July 2016, UniCredit S.p.A. ("UniCredit") announces the successful completion of the placement to institutional investors of approximately 60.7 million existing ordinary shares in FinecoBank S.p.A. ("FinecoBank" or the "Company"), equal to 10% of the Company's issued share capital, at a price of €5.40 per share (the "Placement"). The closing of the Placement will take place on 14 July 2016.

Gross proceeds of the Placement amount to approximately €328 million.

The price represents a discount of approximately 6% to the last pre-announcement closing price of FinecoBank and is estimated to translate to an increase of approximately 8 basis points in the UniCredit Group CET1 ratio.

After completion of the Placement, UniCredit continues to hold a majority shareholding in FinecoBank, corresponding to 55.4% of the Company's share capital.

UniCredit has agreed, in line with the market practice, to a 90 days lockup period from the closing of the Placement with respect to sales of any remaining shares it holds in FinecoBank. Subject to customary exceptions, no additional sales of shares of FinecoBank will be made by UniCredit during the lock-up period without the consent of UBS Limited on behalf of the Joint Bookrunners.

UniCredit confirms its key focus on delivering its unique Western, Eastern and Central European network to its extensive client base. This transaction should be seen as part of the commitment of the Group to reinforce and optimize its capital position and a renewed impetus of pro-active portfolio management in which all assets, with no exception, will be subject to the same disciplined capital management and any incremental value creating opportunities will be seized.

UBS Limited and UniCredit Corporate & Investment Banking acted as Joint Bookrunners of the Placement.

UniCredit S.p.A.

Milan, 12 July 2016

Contacts:

Media Relations

tel +39 02 88623569

email: mediarelations@unicredit.eu

Investor Relations

tel +39 02 88621872

email: investorrelations@unicredit.eu

DISCLAIMER: The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. The information in this announcement is subject to change. It may be unlawful to distribute this announcement in certain jurisdictions.

This announcement is not for distribution in the United States, Canada, Australia, Japan, South Africa or in any other jurisdiction where to do so would be unlawful. This announcement is not an offer of securities for sale in the United States, Canada, Australia Japan or South Africa. This announcement does not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein. The securities mentioned herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. There will be no public offer of the securities mentioned herein in the United States.

The offering has not and will not be registered by CONSOB in accordance with applicable law and regulations. Therefore, the shares and any documentation regarding the shares may be offered, sold or distributed in Italy only to Qualified Investors, as defined in Article 100 of the Legislative Decree no. 58 of 24 February 1998 ("Testo Unico Finanza") as referred to in Article 34-ter, first paragraph, letter b) of CONSOB Regulation 11971 of 14 May 1999, and subsequent modifications ("Regolamento Emittenti"), and, in any case subject to the provisions of the law and regulations set forth by CONSOB or any other Italian authority.