Prospectus - Notowania

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Subsequent Events and Outlook Subsequent Events After September 30, 2009 (the reference date if this interim report on the Group), no significant events occurred such that the profit and capital situation given in the report would be liable to change. Please see the “Other Information” section for corporate transactions and Group reorganizations completed after September 30, 2009. CONSOLIDATED INTERIM REPORT AS AT SEPTEMBER 30, 2009 84
Outlook 85 >> Group Results Despite the appearance of the first signs of economic recovery, European banks’ profitability will continue to be under pressure in the coming months due to reduced income from intermediation and the worsening of credit quality. Net interest income will tend to be affected by shrinking volumes and a narrowing of bank spreads. A reduction in net interest income and the still quite high cost of risk will negatively affect profit growth in the current year. However, this will be to some extent offset by the expected recovery of non-interest income following the recent upsurge in the equity markets. With regard to Central Eastern Europe (CEE), positive indications concerning the recovery of international demand lead us to think that - after the significant slowdown in almost all the region’s economies seen in 2009 - growth in this area should resume its upward trend next year. Only in some of the countries most affected by the international crisis (the Baltic states, Hungary and the countries of the west Balkans) GDP growth could continue marginally negative in 2010. The CEE banking sector’s profitability will improve sharply in 2010. In some markets, however, worsening credit quality will continue to affect profits in 2010 (non-performing loans are expected to peak in the first half-year). Thus, while some countries’ banks - in Ukraine, Kazakhstan and the Baltic countries - will remain under pressure in 2010, other more solid economies - Poland, Turkey and the Czech Republic - will see an improvement in the outlook for their banks. Given the continuing uncertainty of the markets, the Group will continue the strategies followed in 2009, first and foremost by strengthening its capital base as resolved by UniCredit’s Board of Directors on September 29, 2009. Equally part of the strategy of reinforcing its position, the Group will continue to seek further efficiencies in its cost structure to offset in whole or in part any weaknesses arising from the continuance of the current crisis of the markets. In the fourth quarter of 2009, as well as completing the actions initiated during the year, the Group will maintain vigilant risk monitoring while optimizing its return on capital invested and reaffirming its character as that of a universal bank committed to supporting households and companies. Milan, November 10, 2009 THE BOARD OF DIRECTORS Chairman Managing Director/CEO DIETER RAMPL ALESSANDRO PROFUMO
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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
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For the purposes of assessing the r
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(the available margin is provided b
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these shares, provided that the sha
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and up-dates on the basis of the pr
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(i) the granting of authorizations
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- 131 -
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Private Banking Business Unit (whic
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Piedmont 466 2,716 17 2 Puglia 173
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Europe (including Germany and Austr
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(b) PMI, for corporations with an a
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With regards to loans 19 , as at Ju
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and services, combining a unique ge
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• the guidelines, policies and st
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countries), with reference to the m
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• the introduction, within the ne
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Real estate risk consists of potent
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7. ORGANISATIONAL STRUCTURE 7.1. Gr
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- 155 -
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7.2. Issuer’s subsidiaries The fo
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NAME REGISTERED OFFICE COUNTRY ACTI
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NAME ASPRA FINANCE S.P.A. ITALY REG
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NAME REGISTERED OFFICE COUNTRY PEKA
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NAME REGISTERED OFFICE COUNTRY ACTI
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NAME REGISTERED OFFICE COUNTRY UNIC
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ARGENTAURUS IMMOBILIEN- VERM IETUNG
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• Tangible assets: breakdown of a
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The information regarding intangibl
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Vienna Donau-City Wed Donau - City
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9. REPORT ON THE OPERATIONAL AND FI
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slowdown in both German and, more s
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this Chapter refer to these changes
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• 2009 − Retail − Corporate &
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longer intended for trading due to
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illion, an increase of approximatel
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REGULATORY CAPITAL 09.30.2009 12.31
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capital requirements for market ris
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as per the accounting standards app
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At the end of 2008, available-for-s
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Non-financial companies 3,138 1,961
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and demand deposits 2.2 Time deposi
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derecognised Total (Carrying value)
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The coverage ratio (or the ratio be
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Situation as at 31.12.2007 Notional
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As at September 30, 2009, similar c
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In its role as sponsor, the Group s
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showed a great deal of volatility,
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The Group does not have any mortgag
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B.2 Financial assets designated at
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During Q3 2009, UniCredit Real Esta
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Total 8,175 8,049 9,105 6,872 1.6%
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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
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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
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19 >> Interim Report on Operations
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Results by Business Segment 21 >> I
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UniCredit Share SHARE INFORMATION S
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25 >> Interim Reports on Operations
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27 >> Interim Reports on Operations
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Operating Profit Breakdown 29 >> In
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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: 39 >> Interim Report on Operations
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 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: Steps to Strengthen Capital 83 >> G
Page 537 and 538: 89 RELASEMESTRALE CONSOLIDATA >> Co
Page 539 and 540: Liabilities and shareholders' equit
Page 545: CONSOLIDATED CASH FLOW STATEMENT (i
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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
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Page 560 and 561: NAME MAIN OFFICE DELPHA IMMOBILIEN-
Page 562 and 563: NAME MAIN OFFICE GRUNDSTUCKSAKTIENG
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Section 4 - Subsequent Events No ev
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136
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Part B) Consolidated Balance Sheet
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Section 5 - Held-to-maturity invest
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Section 12 - Property, plant and eq
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The CGU is the lowest level at whic
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Section 15 - Non-current assets and
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Section 3 - Debt securities in issu
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Section 15 - Shareholders’ Equity
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152
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Part C) - Consolidated Income State
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Section 3 - Dividend income and sim
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Section 8 - Impairment losses - Ite
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Section 12 - Provisions for risks a
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162
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Part D - Segment Reporting (amounts
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A - Primary Segment Segment Reporti
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168
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Part E - Risks ad related risk mana
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Quantitative Information A. Credit
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A.1.3 Balance sheet exposure to ban
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Information on Structured Credit Pr
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Retention by the Group of the first
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Securitized assets broken down by a
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The following table shows exposure
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The residual life of sponsored cond
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Structured credit product exposures
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The Group’s portfolio includes th
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A financial instrument is regarded
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The following table gives the amoun
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Here follows the breakdown of balan
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The following graphs analyze the ba
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Currently, clockwise and counter-cl
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Sensitivity to the volatility of in
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Section 3 - Liquidity risk Managing
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Organizational structure Senior Man
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B. Legal Risks There are a number o
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Cirio In April 2004 the Extraordina
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Divania S.r.l In the first half of
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Mario Malavolta On July 2009 Mr. Ma
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Hypo Real Estate AG and Hypo Real E
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Squeeze-out of minority shareholder
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In addition, several proceedings ha
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220
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Part F - Information on Shareholder
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Section 2 - Shareholders’ equity
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B. Quantitative information Regulat
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228
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Part H - Related-party transactions
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232
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Part I) Share-Based Payments A. Qua
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236
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Annex 1 - Reconciliation of Condens
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CONSOLIDATED INCOME STATEMENT (€
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Annex 2 - Definition of Terms and A
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- Pillar 1: while the objective of
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Cost of risk The ratio between loan
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Hedge Fund Speculative mutual inves
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Liquidity risk The risk of the comp
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Purchase Companies Vehicle used by
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UCITS - Undertaking for Collective
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256
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258
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260
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Prospectus - Notowania

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