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Bper Banca Share Issue/Capital Change 2019

Jul 26, 2019

4395_rns_2019-07-26_51beabac-12e4-4d8c-8808-111c23192f10.pdf

Share Issue/Capital Change

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PRESS RELEASE

Notice of change in the share capital

Modena – 26 July 2019. BPER Banca S.p.A. ("BPER") notifies, pursuant to Article 85-bis of Issuers' Regulation, adopted with Consob Resolution no. 11971/1999, as amended and integrated, the new composition of its share capital following the full execution of the share capital increase, reserved for subscription to Fondazione di Sardegna against the contribution of ordinary shares of Banco di Sardegna S.p.A., approved by BPER Board of Directors on 11 July 2019 on the basis of the power granted by the Extraordinary Shareholders' Meeting of 4 July 2019.

More precisely, on 25 July 2019, no. 33,000,000 BPER ordinary shares (ISIN: IT0000066123) were subscribed and issued. These shares are freely transferable, since the valuations pursuant to and for the purposes of Article 2343 of the Italian Civil Code were positively carried out on the same day.

The declaration regarding the notice of change in share capital was filed on 25 July 2019 with the Companies Register of Modena.

The composition of BPER share capital, fully paid-up and subscribed, as at the date of 25 July 2019 is represented below, together with the evidence of its previous composition.

Current share capital Previous share capital
EURO no. of shares Nominal
value
EURO no. of shares Nominal
value
Total,
of which:
1,542,925,305 514,308,435 / 1,443,925,305 481,308,435 /
Ordinary shares
(full rights: 1.1.2019)
coupon number in progress: 37
1,542,925,305 514,308,435 / 1,443,925,305 481,308,435 /

TABLE 1

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The Manager responsible for preparing the Company's financial reports, Marco Bonfatti, declares in accordance with art. 154-bis, para. 2, of Legislative Decree 58/1998 (Consolidated Finance Act) that the accounting information contained in this press release are consistent with the books of account, accounting entries and supporting documentation.

Manager responsible for preparing the Company's financial reports Marco Bonfatti

This is a translation into English of the original in Italian. The Italian text shall prevail over the English version.

BPER Banca S.p.A, head office in Modena, via San Carlo, 8/20 -Tax Code and Modena Companies Register no. 01153230360 – Company belonging to BPER BANCA VAT GROUP VAT number no. 03830780361 - Share capital Euro 1,542,925,305 ABI Code 5387.6 - Register of Banks no. 4932 - Member of the Interbank Deposit Guarantee Fund and of the National Guarantee Fund - Parent Company of the BPER Banca S.p.A. Banking Group - Register of Banking Groups no. 5387.6 - Tel. 059.2021111 - Telefax 059.2022033 - e-mail: [email protected] - Certified e-mail (PEC): [email protected] - bper.it - istituzionale.bper.it

BPER updated by-laws were filed on 25 July 2019 with the Companies Register of Modena and will be published on the storage mechanism as well as on BPER website in accordance with the provisions of law.

BPER Banca S.p.A.

The press release is also available on storage mechanism.

Contacts:

Investor Relations Gilberto Borghi

www.bper.it

Equity Investments and Special Projects Matteo Bigarelli – Giuseppe La Selva Tel: (+39)059/2022194 Tel: (+39)059/2022172 – (+39)059/2022056 Tel: (+39)059/2021330 [email protected] [email protected][email protected] [email protected]

External Relations Eugenio Tangerini

This is a translation into English of the original in Italian. The Italian text shall prevail over the English version.

BPER Banca S.p.A. with registered office in Modena, via San Carlo, 8/20 - Tax code and registration in the Register of Companies of Modena no. 01153230360 - Company belonging to the VAT GROUP BPER BANCA VAT no. 03830780361 - Share capital Euro 1,542,925,305 - ABI code 5387.6 - Enrolled in the Register of Banks no. 4932 - Member of the Interbank Deposit Guarantee Fund and of the National Guarantee Fund - Parent Bank of the BPER Banca S.p.A. banking group registered in the Register of Banking Groups under no. 5387.6 - Telephone 059.2021111 - Fax 059.2022033 - e-mail: [email protected] - PEC: [email protected] - bper.it - istituzionale.bper.it