Prospectus - Notowania

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On December 30, 2008, the contribution from UniCredit Real Estate, a company wholly controlled by UniCredit, to a closed end mutual real estate investment fund was completed, under Italian law and reserved for qualified investors, known as “Omicron Plus Immobiliare” and managed by Fimit, regarding a portfolio of 72 properties. The value of shares received stood at €323 million net of indebtedness contracted (value of the property contribution equal to €799 million determined on the basis of the valuation carried out by a Real Estate Advisory Group independent expert). As at December 31, 2008, 62% of the shares in question were subscribed by institutional investors (amounting to €200 million), while the remaining 38% (totalling €123 million) were retained by the Group. The sale of shares resulted in a capital gain as at December 31, 2008, after deduction of taxes, of €280 million, with a positive impact of approximately 5 basis points on the Group’s Core Tier 1 Ratio. In the third quarter of 2009, URE completed the sale, to qualified investors, of shares held in the Fondo Omicron Plus (Omicron Plus Fund) and in particular, on September 30, 2009, UniCredit Real Estate concluded the sale of 3,200 of said shares to a company affiliated to GIC Real Estate (“GIC RE”), a real estate branch of the Government of Singapore Investment Corporation, for a total amount of €78 million. The sale of shares to GIC RE allowed UniCredit Real Estate to complete the sale of all shares held in the Omicron Plus Fund following the contribution in December 2008, with a capital gain of €163 million in 2009 (of which roughly €131 million in the third quarter of 2009) after deduction of taxes and transaction costs, which added to the €280 million already incurred in 2008. In addition, within the framework of the transaction, on September 30, 2009, UniCredit Real Estate contributed an additional portfolio, composed of 179 instrumental properties for a total value of roughly €527 million, in respect of which new shares were issued for which it was expected that placement could be made with qualified investors identified by Fimit by the first half of 2010. The properties subject of the second contribution will be leased entirely to Group companies via 18-year leasing contracts, renewable for a further 6 years, with characteristics as such that allow the required flexibility in management of the Group's commercial network. Finally, again in line with the objectives of rationalisation of the Group’s real estate assets, on September 29, 2009, an additional transaction was completed by UniCredit Real Estate which transferred a real estate portfolio held by the Group to a closed-end real estate fund reserved to qualified investors, called the Fondo Core Nord Ovest and managed by REAM. UniCredit Real Estate subsequently sold the majority of the shares issued in respect of aforementioned contribution to qualified investors identified by REAM. With reference to said operations, the portfolio subject of the contribution is composed of 13 valuable historical buildings with a total contribution value of €574 million, whose purchase was 60% financed by a pool of banks. The fund will have a life of 15 years. The majority of the properties transferred to the fund will be subject to leasing contracts in favour of the Group with a term, according to the specific requirements of said Group, of 6 or 18 years, renewable for a further 6, with characteristics as such that allow the Group the required flexibility in management of its commercial network. The transfer of the majority of shares to qualified investors identified by REAM, including the Fondazione Cassa di Risparmio di Torino and other shareholder banking foundations of REAM, generated a capital gain of €110 million relative to the share transferred in the third quarter of 2009, after deduction of taxes and transaction costs. Intangible assets: breakdown by type of asset - 172 -
The information regarding intangible assets as at September 30, 2009 and December 31, 2008, 2007 and 2006 is shown below, broken down by asset type. ( millions of €) Valued at cost 09.30.2009 12.31.2008 12.31.2007 1 Intangible assets Limited duration 12.31.2006 Unlimited duration Limited Unlimited duration duration Limited Unlimited duration duration Limited duration Unlimited duration A.1 Goodwill 20,381 20,889 20,342 9,908 A.1.1 attributable to the Group 20,381 20,889 20,342 9,908 A.1.2 attributable to minority shareholders - - - - A.2 Other intangible assets: 4,196 1,063 4,515 1,078 4,879 1,050 2,602 826 A.2.1 Assets valued at cost: 4,196 1,063 4,515 1,078 4,879 1,050 2,602 826 a) Intangible assets generated internally 370 - 392 - 345 - 322 - b) Other assets 3,826 1063 4,123 1,078 4,534 1,050 2,280 826 c) Intangible assets subject to leasing - - - - - - - - A.2.2 Assets valued at fair value: - - - - - - - - a) Intangibl e assets generated internally - - - - - - - - b) Other assets - - - - - - - - c) Intangibl e assets subject to leasing - - - - - - - - Total 4,196 21,444 4,515 21,967 4,879 21,392 2,602 10,734 1 The values as at December 31, 2007 differ from those published in the consolidated financial statements as at December 31, 2007 due to the effects of the completion of the PPA. - 173 -
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Prospectus relating to the offer un
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4.3.3 Risks associated with the per
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20.4. Audit of annual financial inf
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6.5 Stabilisation..................
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Banca dell’Umbria Banca dell’Um
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Issuer or UniCredit or the Company
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Germany, and between January 14, 20
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UniCredit Family Financing Bank Uni
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CDO Acronym of Collateralized Debt
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well as the negative “prudential
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RWA (Risk-weighted asset) Value wei
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(h) Counterpart risk; (i) Risks ass
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Since its creation, the Group has c
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For greater information on the UniC
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OPERATING PROFIT (millions of €)
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The members of the Board of Directo
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Article 2441, first, second and thi
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− notification that the investor
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Selected financial information on t
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• statutory financial statements
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1. PARTIES RESPONSIBLE 1.1 Parties
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consolidated interim report as of t
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The reclassified income statement f
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Trading, hedging and fair value inc
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at 12.31.2008 Notional value 28,772
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4. RISK FACTORS - 51 - RISK FACTORS
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- 53 - RISK FACTORS Since the finan
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- 55 - RISK FACTORS 2009 did not em
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- 57 - RISK FACTORS liquidity facil
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- 59 - RISK FACTORS which €1,686
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- 61 - RISK FACTORS Increases in th
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- 63 - RISK FACTORS Some of the met
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- 65 - RISK FACTORS Regional Court
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- 67 - RISK FACTORS Dalmata S.r.l.
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- 69 - RISK FACTORS • Vanderbilt
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- 71 - RISK FACTORS It is maintaine
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- 73 - RISK FACTORS With reference
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- 75 - RISK FACTORS related supplem
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- 77 - RISK FACTORS expressly adher
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4.1.17 Risks associated with activi
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- 81 - RISK FACTORS The UniCredit G
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- 83 - RISK FACTORS effects on the
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- 85 - RISK FACTORS 4.2.5 Risks ass
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- 87 - RISK FACTORS For further inf
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5 INFORMATION ON THE COMPANY 5.1. H
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What is more, in August 2004 Pionee
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(B) The merger transactions with th
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Register on September 25, 2007 and
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December 2007 UniCredit reached an
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Real Estate subsequently transferre
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associated with liabilities which a
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Total 3,781 4,003 4,186 3,086 -5.5%
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PIRELLI PEKAO REAL ESTATE SP. Z O.O
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a structure by sector of activities
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Total 2,680 5,616 5,458 10,510 8,21
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(ii) credit, debit and prepaid card
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The CIB business segment focuses on
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markets and corporate treasury sale
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econstructed INCOME STATEMENT FIGUR
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The table below discloses the main
Page 121 and 122: For the purposes of assessing the r
Page 123 and 124: (the available margin is provided b
Page 125 and 126: these shares, provided that the sha
Page 127 and 128: and up-dates on the basis of the pr
Page 129 and 130: (i) the granting of authorizations
Page 131 and 132: - 131 -
Page 133 and 134: Private Banking Business Unit (whic
Page 135 and 136: Piedmont 466 2,716 17 2 Puglia 173
Page 137 and 138: Europe (including Germany and Austr
Page 139 and 140: (b) PMI, for corporations with an a
Page 141 and 142: With regards to loans 19 , as at Ju
Page 143 and 144: and services, combining a unique ge
Page 145 and 146: • the guidelines, policies and st
Page 147 and 148: countries), with reference to the m
Page 149 and 150: • the introduction, within the ne
Page 151 and 152: Real estate risk consists of potent
Page 153 and 154: 7. ORGANISATIONAL STRUCTURE 7.1. Gr
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Page 157 and 158: 7.2. Issuer’s subsidiaries The fo
Page 159 and 160: NAME REGISTERED OFFICE COUNTRY ACTI
Page 161 and 162: NAME ASPRA FINANCE S.P.A. ITALY REG
Page 163 and 164: NAME REGISTERED OFFICE COUNTRY PEKA
Page 165 and 166: NAME REGISTERED OFFICE COUNTRY ACTI
Page 167 and 168: NAME REGISTERED OFFICE COUNTRY UNIC
Page 169 and 170: ARGENTAURUS IMMOBILIEN- VERM IETUNG
Page 171: • Tangible assets: breakdown of a
Page 175 and 176: Vienna Donau-City Wed Donau - City
Page 177 and 178: 9. REPORT ON THE OPERATIONAL AND FI
Page 179 and 180: slowdown in both German and, more s
Page 181 and 182: this Chapter refer to these changes
Page 183 and 184: • 2009 − Retail − Corporate &
Page 185 and 186: longer intended for trading due to
Page 187 and 188: illion, an increase of approximatel
Page 189 and 190: REGULATORY CAPITAL 09.30.2009 12.31
Page 191 and 192: capital requirements for market ris
Page 193 and 194: as per the accounting standards app
Page 195 and 196: At the end of 2008, available-for-s
Page 197 and 198: Non-financial companies 3,138 1,961
Page 199 and 200: and demand deposits 2.2 Time deposi
Page 201 and 202: derecognised Total (Carrying value)
Page 203 and 204: The coverage ratio (or the ratio be
Page 205 and 206: Situation as at 31.12.2007 Notional
Page 207 and 208: As at September 30, 2009, similar c
Page 209 and 210: In its role as sponsor, the Group s
Page 211 and 212: showed a great deal of volatility,
Page 213 and 214: The Group does not have any mortgag
Page 215 and 216: B.2 Financial assets designated at
Page 217 and 218: During Q3 2009, UniCredit Real Esta
Page 219 and 220: Total 8,175 8,049 9,105 6,872 1.6%
Page 221 and 222: Total interest income is, for the t
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(millions of €) % Change Fee and
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Net hedging income (loss) (millions
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Administrative expenses for personn
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consolidation were attributable sol
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The cost of credit risk (calculated
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eing completed on October 1, 2007.
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and Romania). Growth in the Poland
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( in millions of Euros) % Change Ne
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markets recorded in 2007 (Croatia,
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Gross profit therefore stands at
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amounting to € 1,222 million in a
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1. Deposits from banks 152,437 1,94
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usiness segments have posted result
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(in millions of €) % Change Opera
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(in millions of €) RECONCILIATION
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100. Income (Losses) from sale or r
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100. Income (Losses) from sale or r
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This result should not be considere
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10.2. Information regarding the fin
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5.00% 02.01.2016 applicable not app
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HVB Lux Geldilux - TS - 2005 tradit
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10.3. Indication of the financial r
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12. INFORMATION ON EXPECTED TRENDS
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14. ADMINISTRATION, MANAGEMENT OR S
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Quadrante Europa (Platform for logi
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esearch on the strategies of multin
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Director; he is a Member of the Boa
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the Management Board of Bank Austri
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Alessandro Profumo Giovanni Belluzz
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Manfred Bischoff Enrico Tommaso Cuc
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Donato Fontanesi Francesco Giacomin
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Marianna Li Calzi Salvatore Ligrest
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Banca SANPAOLO IMI S.p.A. Member of
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Mischek Privatstiftung Member of th
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The members of the Board of Statuto
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Massimo Livatino. Degree in Economi
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CSP Società Consortile a r.l. Chai
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Giuseppe Verrascina Interpump Group
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Eastern Europe. In November 2001 he
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Group and merger with the Capitalia
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Reninvest SA Member of the Board of
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Fondazione Ugo Foscolo (UniCredit &
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- on the Warsaw Stock Exchange in r
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Person Position description Compens
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Person Position description Compens
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Other key management personnel, lis
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Friedrich Kadrnoska Director April
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External Auditors, as well as the s
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- put in place a set of regulations
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1 shares received in 2009 following
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(c) “Discount Share”: at the en
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subsidiaries - direct or indirect -
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For that which concerns the informa
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customers Other assets 45 - 16 - -
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The following table provides detail
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November 2008 December 2008 January
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20. FINANCIAL INFORMATION REGARDING
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Balance Sheet In the following tabl
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A. 1. OPERATING ACTIVITIES Operatio
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On April 30, 2009, the ordinary ses
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losses in the matter or, if this pe
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International Industrial Participat
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debited to the plaintiff’s accoun
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Accordingly, the plaintiff requeste
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Zagrebačka maintains that the plai
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In fact, the bank believes it has c
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In the meantime, HVB, which believe
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Madoff In December 2008, Bernard L.
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standards, no provisions were made
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Investigations by the Polish Tax Au
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In addition, BiFin conducted an ins
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21. ADDITIONAL INFORMATION 21.1. Eq
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The Board of Directors resolved: i)
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medium-term incentive system for Gr
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09.18.2008 September 16, 2008 6,683
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01.04.2008 December 31, 2007 6,682,
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10.02.2006 September 15, 2006 5,218
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Only shareholders that individually
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financial or insurance sectors, in
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Pursuant to Section 27 of the Artic
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Additionally, the Shareholders’ M
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If these provisions are violated, a
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the interest held by UniCredit in B
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22.7. Agreement for the sale by BA
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First Contribution, shares of the O
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23. INFORMATION ORIGINATING FROM TH
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25. INFORMATION ON EQUITY INVESTMEN
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S. NAME MEDIOBANCA BANCA DI CREDITO
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List of the Main Companies Subject
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SECOND SECTION - 401 -
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2. RISK FACTORS For a description o
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3.4 Reasons for the Offer and Use o
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With reference to the voting right,
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Some general information about the
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esolution following the one pertain
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shareholders, and the companies and
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Non Qualifying Holdings contribute
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Capital gains realised by resident
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4.11.2 Germany The following sectio
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and is an employee of the Company.
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Shares acquired before December 31,
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deducted to the extent to which the
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4.11.3 Poland The following summary
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In order to eliminate the double ta
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are subject to taxation on the disp
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donation or the acceptance of inher
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ending dates, by submitting a reque
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The Shares subscribed before the en
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and Australia, and in the other Exc
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€135,000,000, then extended to
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6. ADMISSION TO TRADING AND TRADING
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8. EXPENSES LINKED TO THE OFFER 8.1
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10. ADDITIONAL INFORMATION 10.1 Con
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Consolidated Interim Report as at S
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3 Consolidated Interim Report as at
Page 455 and 456:
Contents 7 Consolidated Interim Rep
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Changes made to enable proper compa
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11 >> Consolidated Interim Report T
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Notes 13 Interim Report on Operatio
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Highlights 15 >> Interim Report on
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17 >> Interim Report on Operations
Page 467 and 468:
Page 469 and 470:
Results by Business Segment 21 >> I
Page 471 and 472:
UniCredit Share SHARE INFORMATION S
Page 473 and 474:
25 >> Interim Reports on Operations
Page 475 and 476:
27 >> Interim Reports on Operations
Page 477 and 478:
Operating Profit Breakdown 29 >> In
Page 479 and 480:
Non-Interest Income 31 >> Interim R
Page 481 and 482:
Net Profit attributable to the Grou
Page 483 and 484:
Profit before Taxes 35 >> Interim R
Page 485 and 486:
Capital Ratios 37 >> Interim Report
Page 487 and 488:
Page 489 and 490:
Risks connected with raising funds
Page 491 and 492:
Retail Introduction 43 >> Group Res
Page 493 and 494:
45 >> Group Results Retail Retail p
Page 495 and 496:
47 >> Group Results Retail The SRT
Page 497 and 498:
Retail Network Austria 49 >> Group
Page 499 and 500:
Asset Gathering 51 >> Group Results
Page 501 and 502:
53 >> Group Results Corporate & Inv
Page 503 and 504:
Strategies and Product Lines Financ
Page 505 and 506:
57 >> Group Results Corporate & Inv
Page 507 and 508:
59 >> Group Results Private Banking
Page 509 and 510:
61 >> Group Results Private Banking
Page 511 and 512:
It is not currently possible to est
Page 513 and 514:
65 >> Group Results Asset Managemen
Page 515 and 516:
67 >> Group Results Central Eastern
Page 517 and 518:
Page 519 and 520:
Page 521 and 522:
73 >> Group Results Poland’s Mark
Page 523 and 524:
Further Information 75 >> Group Res
Page 525 and 526:
77 >> Group Results The combination
Page 527 and 528:
New Group external growth initiativ
Page 529 and 530:
Transactions to dispose of equity i
Page 531 and 532:
Steps to Strengthen Capital 83 >> G
Page 533:
Outlook 85 >> Group Results Despite
Page 537 and 538:
89 RELASEMESTRALE CONSOLIDATA >> Co
Page 539 and 540:
Liabilities and shareholders' equit
Page 541 and 542:
Page 543 and 544:
Page 545:
CONSOLIDATED CASH FLOW STATEMENT (i
Page 548 and 549:
100
Page 550 and 551:
Part A) Accounting Policies A1) Gen
Page 552 and 553:
Section 3 - Consolidation Scope and
Page 554 and 555:
Investments in subsidiaries, compan
Page 556 and 557:
NAME MAIN OFFICE CONSOLIDATED INTER
Page 558 and 559:
Page 560 and 561:
NAME MAIN OFFICE DELPHA IMMOBILIEN-
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NAME MAIN OFFICE GRUNDSTUCKSAKTIENG
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Page 568 and 569:
Page 570 and 571:
Page 572 and 573:
Page 574 and 575:
Page 576 and 577:
Page 578 and 579:
Page 580 and 581:
Page 582 and 583:
Section 4 - Subsequent Events No ev
Page 584 and 585:
136
Page 586 and 587:
Part B) Consolidated Balance Sheet
Page 588 and 589:
Section 5 - Held-to-maturity invest
Page 590 and 591:
Section 12 - Property, plant and eq
Page 592 and 593:
The CGU is the lowest level at whic
Page 594 and 595:
Section 15 - Non-current assets and
Page 596 and 597:
Section 3 - Debt securities in issu
Page 598 and 599:
Section 15 - Shareholders’ Equity
Page 600 and 601:
152
Page 602 and 603:
Part C) - Consolidated Income State
Page 604 and 605:
Section 3 - Dividend income and sim
Page 606 and 607:
Section 8 - Impairment losses - Ite
Page 608 and 609:
Section 12 - Provisions for risks a
Page 610 and 611:
162
Page 612 and 613:
Part D - Segment Reporting (amounts
Page 614 and 615:
A - Primary Segment Segment Reporti
Page 616 and 617:
168
Page 618 and 619:
Part E - Risks ad related risk mana
Page 620 and 621:
Quantitative Information A. Credit
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A.1.3 Balance sheet exposure to ban
Page 624 and 625:
Information on Structured Credit Pr
Page 626 and 627:
Retention by the Group of the first
Page 628 and 629:
Securitized assets broken down by a
Page 630 and 631:
The following table shows exposure
Page 632 and 633:
The residual life of sponsored cond
Page 634 and 635:
Structured credit product exposures
Page 636 and 637:
The Group’s portfolio includes th
Page 638 and 639:
A financial instrument is regarded
Page 640 and 641:
The following table gives the amoun
Page 642 and 643:
Here follows the breakdown of balan
Page 644 and 645:
The following graphs analyze the ba
Page 646 and 647:
Currently, clockwise and counter-cl
Page 648 and 649:
Sensitivity to the volatility of in
Page 650 and 651:
Section 3 - Liquidity risk Managing
Page 652 and 653:
Organizational structure Senior Man
Page 654 and 655:
B. Legal Risks There are a number o
Page 656 and 657:
Cirio In April 2004 the Extraordina
Page 658 and 659:
Divania S.r.l In the first half of
Page 660 and 661:
Mario Malavolta On July 2009 Mr. Ma
Page 662 and 663:
Hypo Real Estate AG and Hypo Real E
Page 664 and 665:
Squeeze-out of minority shareholder
Page 666 and 667:
In addition, several proceedings ha
Page 668 and 669:
220
Page 670 and 671:
Part F - Information on Shareholder
Page 672 and 673:
Section 2 - Shareholders’ equity
Page 674 and 675:
B. Quantitative information Regulat
Page 676 and 677:
228
Page 678 and 679:
Part H - Related-party transactions
Page 680 and 681:
232
Page 682 and 683:
Part I) Share-Based Payments A. Qua
Page 684 and 685:
236
Page 686 and 687:
Annex 1 - Reconciliation of Condens
Page 688 and 689:
CONSOLIDATED INCOME STATEMENT (€
Page 690 and 691:
Annex 2 - Definition of Terms and A
Page 692 and 693:
- Pillar 1: while the objective of
Page 694 and 695:
Cost of risk The ratio between loan
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Hedge Fund Speculative mutual inves
Page 698 and 699:
Liquidity risk The risk of the comp
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Purchase Companies Vehicle used by
Page 702 and 703:
UCITS - Undertaking for Collective
Page 704 and 705:
256
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258
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Prospectus - Notowania

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