Unipol Gruppo S p A : Corporate›FinancialUnipol concludes the tender offer of approximately euro 86.5 million of outstanding notes

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED) OR IN OR INTO OR TO ANY PERSON LOCATED AND RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THE TENDER OFFER MEMORANDUM.

UNIPOL CONCLUDES THE TENDER OFFER OF APPROXIMATELY EURO 86.5 MILLION OF OUTSTANDING NOTES

Bologna, 21 September 2020

Further to the notice dated 14 September 2020, Unipol Gruppo S.p.A. ("Unipol" or the "Company") announces the final results of its invitation to tender its outstanding "€500,000,000 4.375 per cent. Notes due 5 March 2021" (ISIN Code: XS1041042828) with maturity date in March 2021 (the "Invitation" and the "Outstanding Notes" or the "Notes").

As at 18 September at 17.00 CEST, being the Invitation expiration date, the aggregate principal amount of all Notes tendered was Euro 86,471,000, representing approximately 27.25% of the aggregate principal amount of the Outstanding Notes, equal to Euro 317,352,000.

The buy-back of the Notes by Unipol was made pursuant to the Tender Offer Memorandum and is subject to (i) the successful completion, at Unipol's sole discretion, of the issuance of the New Notes offered on 16 September 2020 (the "New Notes"), as announced by the Company in a press release on the same date (the "New Issue Condition") or (ii) its waiver to the New Issue Condition. The settlement for the New Notes is expected to take place on 23 September 2020.

The Settlement Date for the Invitation is expected to be on or about 25 September 2020. In the event that the New Issue Condition is fulfilled, or Unipol waives the same, the Company will pay the holders of Notes whose Notes have been accepted the consideration for the buyback that is equal, as indicated in the Tender Offer Memorandum, to 101.93% together with the interest accrued but unpaid in respect of Notes accepted for buy-back by Unipol.

Unipol Gruppo S.p.A.

Unipol is one of the biggest insurance groups in Europe and the leading company in Italy in the non-life insurance sector, (especially in the MV and health businesses), with total premiums of approximately €14.0bn, of which €8.2bn in non-Life and €5.8bn in life (2019 figures). Unipol adopts an integrated offer strategy and covers the entire range of insurance and financial products, operating primarily through the subsidiary UnipolSai Assicurazioni S.p.A. The Group is also active in direct MV insurance (Linear Assicurazioni), transport and aviation insurance (Siat), health insurance (UniSalute), supplementary pensions and also covers the bancassurance channel (Arca Vita, Arca Assicurazioni and Incontra). It also manages significant diversified assets in the debt collection (UnipolReC), real estate, hotel (Gruppo UNA), medical-healthcare and agricultural (Tenute del Cerro) sectors. Unipol Gruppo S.p.A. is listed on the Italian Stock Exchange.

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