Mediobanca S p A : Inside Information / Ad Hoc Information

7 February 2022

Schedule of Specific Buy Back Provisions

Mediobanca - Banca di Credito Finanziario S.p.A. Issue of EUR 15,000,000 1.11 per cent. Fixed Rate Notes due 31st March 2022 - XS1986372388

This document constitutes the schedule of Specific Buy Back Provisions ("Schedule of Specific Buy Back Provisions") relating to the issue of Notes described in caption. Terms used herein shall have the same meaning of those defined as such for the purposes of the Senior Conditions set forth in the Base Prospectus dated 21 December 2018.

Pursuant to Condition 4(k) of the Terms and Conditions of the Senior Notes included in the Base Prospectus and the Specific Buy Back Provisions specified as being applicable to the Final Terms dated 30 April 2019, the value of the Notes shall reflect and shall be calculated on the basis of the Market Value of the Underlying Transactions. In the event that an investor requests the Issuer to purchase the Notes held by it prior to their maturity, and the Issuer accepts such purchase, the price of the Notes (i.e. "Buy Back Price") will be determined taking into consideration the Market Value of such Underlying Transactions. In addition, inasmuch Buy Back Provisions are specified as being applicable to the Notes in the relevant Final Terms, the Issuer shall pay an additional remuneration (the "Extra-Yield") on the Notes.

This Schedule of Specific Buy Back Provisions contains information on (A) the composition the Underlying Transactions and (B) the indication of the Extra Yield in accordance with Condition 4(k) of the Senior Notes included in the Base Prospectus and par. 10 Part B - Other Information of the Final Terms.

It is hereby specified that the Issuer has not any obligation to purchase the Notes from the Noteholders. However, should the Issuer decide to purchase the Notes, the secondary market pricing that the Issuer may provide on the Notes may reflect the costs related to unwinding all hedging transactions related to the Notes (including the Underlying Transactions).

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Extra-Yield: 0.41 per cent. per annum

Trade Date	Credit Index - Cash	Direction	Notional Amount	Currency
	Instrument - Asset Instrument

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On any business day, the Underlying Transactions shall be the aggregate of all the previously listed Index-Components Arbitrage, Cash-CDS Arbitrage and General Funded Arbitrage trades:

1.	Index-	For each Credit Index, the Index Component Arbitrage
	Components	shall be the aggregate of a (i) a long or short position,
	Arbitrage	i.e. selling or buying protection, on the Credit Index with
		its market standard coupons with (ii) an opposite position
		on a basket of single-name credit default swap
		transaction having similar notional, maturity, coupons
		and reference entity as the components of the Credit
		Index (CDS Components).
		The Market Value of an Index-Components Arbitrage
		trade is equal to the sum of the Market Value of the
		Credit Index position and the Market Value of the CDS
		Components positions.
	Credit Index	Any of the Markit credit default swaps indices, of any
		maturity, and any successor and/or replacement index
		thereof, including, for the avoidance of doubt, the
		Markit iTraxx and CDX Index.
2.	Cash-CDS	For each Cash Instrument, the Cash-CDS Arbitrage shall
	Arbitrage	be the aggregate of (i) a long or short position, i.e.
		buying or selling, on the Cash Instrument and (ii) an
		opposite position on a credit default swap transaction
		having similar maturity, principal amount of the Cash
		Instrument, and having as reference entity the Issuer or
		the Guarantor or the Issuer's parent or the Issuer's affiliate
		of the Cash Instrument (Replicating CDS). The Market
		Value of a Cash-CDS Arbitrage trade is equal to the sum
		of the Market Value of the Cash Instrument position and
		the Market Value of the Replicating CDS position.
	Cash	Any debt obligation (including any obligation issued by
	Instrument	Mediobanca or Mediobanca International) or basket of
		debt obligations, of any maturity.
3.	General	A mandatory convertible bond arbitrage is an arbitrage
	Funded	strategy that aims to capitalize on the dislocation
	Arbitrage	between a mandatory convertible bond and its
		derivatives composition.

Arbitrage opportunities deriving from the misalignment between the Market Value of a debt instrument and its derivatives composition. The strategy is generally market neutral and generates consistent returns with minimal

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volatility regardless of market direction through a combination of long and short positions in the convertible bond and the offsetting combination of derivative instruments on the underlying stock.

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