Prospectus - Notowania

€135,000,000, then extended to €170,000,000 on December 22, 2009. The
subscription commitment of Fondazione CRT is subject to the following conditions:
(i) the subscription price of the Shares has an appropriate discount (in any event, not
less than 25% of the official stock market price on the trading day prior to the
calculation), to the extent that will be determined by the UniCredit Board of Directors,
compared to the so-called TERP theoretical price of Unicredit ordinary shares,
calculated based on the current methodologies on the office stock market price for the
trading day prior to the calculation; (ii) an identical, irrevocable subscription
commitment is assumed by the other Italian majority institutional investors; and (iii)
that the Fondazione receives advance authorisation from the Supervisory Authorities,
and the transaction complies with current regulations applicable to the Fondazione.
On December 15, 2009, as well, Fondazione CRTrieste, holder of 54,056,062 ordinary
shares, committed to fully exercising its option right deriving from the shares held, as
well as the option rights deriving from the CASHES held for a nominal amount of €10
million.
On 16 December 2009, Privatstiftung zur Verwaltung von Anteilsrechten committed
irrevocably to exercising the option rights deriving from the 124,049,475 directly and
indirectly held ordinary shares.
On December 21, 2009, Fondazione Cassa di Risparmio di Modena, holder of
8,888,075 ordinary shares, committed to fully exercising its option rights deriving
from the ordinary shares, as well as the option rights deriving from the CASHES held,
for a nominal amount of €119.5 million.
On December 22, 2009, Carimonte Holding S.p.A. committed to fully exercising its
option rights deriving from the 527,749,480 ordinary shares held, as well as the option
rights deriving from the CASHES, for a nominal amount of €79.7 million.
Similar commitments were undertaken (i) on December 24, 2009 by the Libyan
Investment Authority with reference to the 36,700,000 shares held and (ii) on
December 27, 2009 by the Central Bank of Libya with reference to the 639,460,125
shares held directly and the 88,558,899 shares held indirectly, as well as the CASHES
held for a nominal value of €746,500,000.
On 30 December 2009, Allianz SE committed to exercising the option rights deriving
from the 122,139,622 directly and indirectly held ordinary shares. This undertaking is
subject to the condition that the subscription price of the Shares is not greater than
75% of the official reference price of the UniCredit shares as publised by the Italian
Stock Exchange at the closing of the working day prior to the date of the resolution of
the Board of Directors to fix the price. On 4 January 2010 and subject to the same
condition, (i) Allianz S.p.A. and RB Vita S.p.A, represented by Allianz Investments
Management Italia S.p.A., committed to exercising the option rights deriving from the
204,842,382 ordinary shares held and (ii) Allianz Investment Management Paris, on
behalf of Allianz IARD, Allianz Vie, Arcalis, Génération Vie, committed to
exercising the option rights deriving from the 10,858,397 ordinary shares held.
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