Prospectus - Notowania

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RISK FACTORS
UniCredit Corporate Banking believes that the amount requested is
disproportionate to the effective risk of the legal action, since it was calculated
by algebraically adding together all the charges made (to a total extent greater
than the effective sum), without by contrast reckoning the credits which
drastically reduce the plaintiff’s claims. With regard to the disputed transactions,
a settlement agreement was also reached (signed on June 8, 2005) by means of
which Divania S.r.l. declared that it had nothing more to claim for any reason in
relation to the transactions now disputed. In the petition, the validity of the
transaction is disputed: the invalidity is in fact argued on the basis of the alleged
unlawfulness of the transactions which formed the subject matter thereof. In
UniCredit Corporate Banking’s opinion, the risk of legal action can therefore be
at the outside quantifiable as around €4 million, equating to the sum charged to
the account of the company at the time of transaction. Provisions have been
made to cover the risks, for an amount considered in keeping with that which as
things stand emerges as being the legal action risk.
On September 21, 2009 Divania S.r.l. served a further and separate petition on
UniCredit Corporate Banking, before the Bari Court, requesting compensation of
the damages allegedly suffered and quantified as totalling €68.9 million,
disputing violations of the laws and regulations (relevant, amongst other things,
to financial products), consequent to the conduct of the bank in relation to the
derivative transactions entered into and, on a more general note, the conduct
when handling relations with the customer. This legal action is strictly linked to
that already pending.
Maintaining that claim as groundless since the crisis of the plaintiff company is
allegedly not attributable to the dynamics of the dealings with the bank, but
ascribable to corporate and market problems, no provisions have been made.
(f) Acquisition of Cerruti Holding Company S.p.A. by Fin.Part.
At the beginning of August 2008, the bankruptcy receivership of Fin.Part S.p.A.
(“Fin.Part”) brought a civil lawsuit vis-à-vis UniCredit, UniCredit Banca,
UniCredit Corporate Banking and another bank not belonging to the UniCredit
Group for contractual and tortuous liability.
Fin.Part requests each of the defendant banks, jointly and severally and or
alternatively each one in as far as they are responsible, to compensate the
damages suffered by Fin.Part and its creditors following the acquisition of
Cerruti Holding Company S.p.A. (“Cerruti”).
The legal action aims to dispute the legitimacy of the conduct, during 2000 and
2001, shown jointly by the defendant banks, with the aim of acquiring the
fashion segment of the “Cerruti 1881” Group, by means of a complex
economic-financial transaction focused in particular on the issue of a bond for
€200 million issued by the Luxembourg-based special purpose vehicle (C
Finance S.A.).