Prospectus - Notowania

Business combination for the Group’s leasing operations in Russia
In order to optimize and strengthen the leasing business in the Russian Federation market – particularly with regard to
the capital goods and car sectors – in the second quarter of this year, a business combination project was begun
between the Group’s two leasing companies operating in Russia: OOO UniCredit Leasing (“ULR”, a wholly-owned
subsidiary of ZAO UniCredit Bank “UBR”) and ZAO Locat Leasing Russia (“LLR”), a wholly-owned subsidiary of
UniCredit Leasing (“UCL”).
The business combination is currently in progress, through a capital increase of ULR in the amount of RUR 1.5 billion
(about €34 million) reserved to UCL and paid up by the latter through the contribution in kind of LLR as well as the cash
contribution of approximately RUR 1.2 billion (about €28 million).
The transaction designed as such will allow UCL to reach a target ownership structure of 60% (consistent with the model
adopted by the Group in the countries in the CEE area, which provides for the joint presence of UCL, as majority
shareholder, and local banks, as minority shareholders, among the shareholders of the leasing companies) and which
will endow ULR at the same time with an adequate level of capitalization.
Following the transaction described, ULR will operate as the Group’s sole leasing company in the Russian Federation
market, while LLR will manage the portfolio of contracts currently in existence until they are exhausted and will then be
liquidated, most likely in 2011.
The authorization from the local antitrust authority was obtained in July 2009, so the completion of the business
combination in question is expected in the fourth quarter of 2009.
Project for transforming Italian Group instrumental companies into
consortiums
In July of this year, transformation was completed of the Group’s Italian instrumental companies into consortium
companies (specifically, UGIS, UCBP, UniCredit Audit (Audit), UniCredit Real Estate (URE) and UniCredit
Bancassurance Management and Administration S.r.l. (UBMA)). These consortiums have been joined by the Group
companies benefiting from the services provided by the aforesaid companies.
This consortium model appeared suited to the companies’ corporate purpose and to the economical and efficiency
criteria, in that it allows for combining a consortium’s objectives, which provide for preferred provision of activities to its
consortium members, with the organizational form of a joint-stock company, at the same time allowing for taking
advantage of the VAT-exemption regime, in accordance with the current tax rules.
Reorganization of the Austrian Private Banking business
In order to bring BA’s Austrian Private Banking operations in line with UniCredit’s Pan-European “on-shore” Private
Banking model and to reorganize the scope of the operating companies in the sector held by BA on the basis of the
Group’s guidelines on equity interests, BankPrivat ("BP") and Asset Management GmbH ("AMG") - both companies
wholly owned by BA - were absorbed into BA with effect from October 28, 2009.
In parallel, the Group has begun the process of reorganizing the BA Private Banking service model to bring it in line with
the Group’s Private Banking model, and has transferred AMG's fund management and asset management business to
Pioneer Investments Austria ("PIA"), a company indirectly owned by the Parent company through Pioneer Global
Investments.
The reorganization process entails the allocation of full control of the clients currently served by BP to BA Private
Banking, shifting the respective activities currently conducted by the BA Retail to Private Banking.
The entire project will be completed by the end of this year.
CONSOLIDATED INTERIM REPORT
AS AT SEPTEMBER 30, 2009
78