Prospectus - Notowania

(Parmalat). The extraordinary administration subsequently requested that Capitalia and Banca
di Roma S.p.A. be found jointly liable to reimburse a sum of €168 million and that all
defendants be found jointly liable to pay damages of €474 million.
Furthermore, the extraordinary administration requested, should the above fail, the revocation
of the deeds of settlement made by Cirio S.p.A. and/or repayment by the banks of the amount
paid for the agreement in question, on the grounds of undue profiteering, pursuant to Article
2901 of the Italian Civil Code.
In May 2007, the case was retained for the judge’s ruling. No preliminary investigation was
conducted. In February 2008, an unexpected ruling by the Court of Rome ordered Capitalia
(currently UniCredit) and Sergio Cragnotti to pay €223.3 million plus currency appreciation
and interest from 1999. UniCredit has appealed the sentence, requesting the suspension of the
execution of the lower court’s judgment.
The Rome Court of Appeals, with a ruling issued on March 17, 2009, suspended the execution
of the judgment against UniCredit and Sergio Cragnotti of payment of €223.3 million, as well
as currency appreciation and interest from 1999, as directed in the Rome Court ruling of
February 2008 in favour of Cirio S.p.A.'s receivers. The proceeding is still pending as at the
Date of the Prospectus. In order to oversee such risks, provisions were made for an amount
considered congruous to the current risk of the proceedings.
*****
In April 2007, certain Cirio Group companies in administration filed a petition against
Capitalia (now UniCredit), Banca di Roma S.p.A., UBM (now UniCredit) and other banks for
compensation of damages resulting from their role as arrangers of bond issues by Cirio Group
companies, although, according to the plaintiffs, they were already insolvent at the time.
Damages were quantified as follows:
(i) the damages incurred by the petitioners due to a worsening of their difficulties were
calculated within a range of €421.6 million to €2.082 billion (depending upon the
criteria applied);
(ii) the damages incurred because of the fees paid to the Lead Managers for bond
placements were calculated at a total of €9.8 million;
(iii) the damages, to be determined during the proceedings, incurred by Cirio Finanziaria
S.p.A. (formerly Cirio S.p.A.), for losses related to the infeasibility of recovering,
through post-bankruptcy clawback, at least the amount used between 1999 and 2000 to
cover the debt exposure of some of the Group companies;
plus interest and currency revaluation from the date owed to the date of payment.
In the ruling of November 3, 2009 the judge denied the plaintiff’s claim holding the companies
of Cirio Group in extraordinary administration jointly liable for reimbursement of legal
expenses in favour of the defendant banks. The ruling could be appealed.
UniCredit, having considered the opinion of its defence counsel, believes the action to be
groundless, and is confident the judgment will be favourable. Accordingly no provisions have
been made.
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