Prospectus - Notowania

the Issuer’s Regulations, the Prospectus has been translated into English and the Summary Note into
German and Polish.
The Offer is therefore exclusively furthered on the Italian, German and Polish market on the basis of
the Prospectus without prejudice to the matters envisaged below for the offer to a number of
institutional investors abroad. The Offer addresses – without distinction and conditions being equal –
all the UniCredit shareholders without limitations or exclusions of the stock right, but it is not nor will
it be extended, directly or indirectly, to investors resident in the USA, Canada, Japan or Australia, as
well as in any other country in which this extension is not permitted in the absence of authorizations
by the competent authorities or applicable law or regulatory exemptions (jointly with the USA,
Canada, Japan and Australia, the “Excluded Countries”). Likewise, any subscription arriving from,
directly or indirectly, the USA, Canada, Japan or Australia, as well as from the Excluded Countries
were such subscription violates local legislation, will not be accepted.
The Offer is not, nor will it be promoted, or communicated, directly or indirectly, and cannot be
accepted directly or indirectly, in or by the Excluded Countries by any means, therefore not using
either the postal services nor any other communication instrument or national or international
commercial instrument (including therein, merely by way of example, the postal network, fax, telex, email,
telephone and internet) of the Excluded Countries, nor via any of the organized national markets
of the Excluded Countries, nor in any other way. Every subscription to the Offer made, directly or
indirectly, in violation of the limitations indicated above will be considered as invalid and will not be
accepted. Shareholders resident in the USA, Canada, Japan and Australia, and in the other Excluded
Countries, therefore, might not be able to exercise and/or sell the option rights in compliance with the
legislation which may be applicable to them. Therefore, these parties should avail themselves of
specific legal opinions on the subject before taking any action. The Issuer reserves itself the right not
to permit these parties to exercise and/or sell the afore-mentioned option rights, if it should discover
that this violates the laws and/or regulations applicable in other countries.
The Shares and the related option rights have not been nor will they be registered in accordance with
the United States Securities Act dated 1933, as subsequently amended and supplemented (the
“Securities Act”), nor in accordance with the corresponding legislative in force in the other Excluded
Countries.
UniCredit has also drawn up a disclosure document in English for the institutional offer (International
Offering Circular) intended: (i) in the USA, for ‘‘qualified institutional buyers’’ (‘‘QIBs’’), as defined
by Rule 144A adopted in pursuance of the Securities Act, by means of private placement as per
Section 4 (2) of the Securities Act and (ii) outside the USA, to institutional investors in compliance
with the matters envisaged by Regulation S issued in accordance with the Securities Act.
For further details, reference should be made to the Second Section, Chapter 5, Paragraph 5.2.1.
Method of subscribing to the Offer
Compliance with the Offer will take place by means of the subscription of forms draw up specifically
by the authorized brokers who are members of the Monte Titoli, Clearstream or NDS centralized
management system, who will contain at least the elements of identification of the Offer and the
following information reproduced using type which facilitates the reading thereof:
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