News release

NOTE: Below is a translation of the “Offeror Notice” rendered by Società Cooperativa on March 15, 2009. Such translation is provided for information purposes only and for ease of reference. In the event of any discrepancy between the Italian version of the “Offeror Notice” and this translation, the Italian version shall prevail Press release of the Offerer

Banco Popolare Società Cooperativa announces the launch of a voluntary public tender offer for all ordinary shares of Banca Italease S.p.A. at a tender price of 1,50 Euro per share.The public tender offer is conditional upon all regulatory approval under applicable laws, as well as to the achievement of a global participation of 90% of the share capital of Banca Italease S.p.A.

On the date hereof, the Management Board (Consiglio di Gestione) of Banco Popolare Società Cooperativa (the “Offeror” or “Banco Popolare”), previoiusly authorized by the Supervisory Board (Consiglio di Sorveglianza) has resolved upon the launch of a voluntary public tender offer (the “Offer”) to purchase all the ordinary shares of Banca Italease S.p.A. (the “Issuer” or “Italease” or “Banca Italease”) listed on the Italian Stock Exchange (“MTA”) organized and managed by Borsa Italiana S.p.A. (“Borsa Italiana”) which are not held by Banco Popolare and companies controlled by the latter, offering a purchase price of 1,50 Euro per Share tendered in acceptance to the Offer.

The Offer is a voluntary public tender offer pursuant to article 102 of Legislative Decree no. 58 of 24 February 1998 (“TUF”), as amended by Legislative Decree no. 229 of 19 Novembre 2007, and – up to the enactment of the related regulations – of the current provisions, to the extent applicable, of Consob (Commissione Nazionale per le Società e la Borsa) Regulation no. 11971/1999 (“Issuers’ Regulation”).

The Offeror has resolved upon the launch of the Offer within the scope of a global transaction aimed at obtaining the control of Banca Italease with the purpose of delisting the Shares of the Issuer and then reorganizing the Banca Italease group, part of its assets and liabilities into newly constituted financial companies which shall be participated by the same Banca Italease as well as by certain of the latter’s current shareholders, as described below.

COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) In particular today Banco Popolare, Banca Popolare dell’Emilia Romagna (“BPER”), la Banca Popolare di Sondrio (“BPS”) and (“BPM”) entered into a framework agreement (the’“Framework Agreement”) providing, where the Offer actually takes place, for certain transactions aimed at a global reorganization of the Banca Italease group.

All the terms and conditions of the Framework Agreement will be disclosed pursuant to the applicable provisions of law. The present press release describes instead the main feautures of the reorganization transactions of the Banca Italease group contained in the same Framework Agreement, as well as the main elements, aims pursued, guarantees and financial resources relating to the Offer.

As to a more detailed and in depth description of the terms and conditions of the Offer, reference is made to the offer document (the “Offer Document”) which will be filed with CONSOB in accordance with the terms provided under article 102 of TUF.

1. ESSENTIAL ELEMENTS OF THE OFFER

1.1 Persons participating in the transaction

Offeror

The Offeror is Banco Popolare Soc. Coop., a società cooperativa per azioni (joint stock cooperative) with registered offices and headquarters in Verona, Piazza Nogara 2, share capital equal to 2,305,734,627.60 Euro, enrolled with the Companies' Register of Verona, 03700430238.

Banco Popolare is the holding company for the Banco Popolare Group, enrolled at no. 5034.4 of the Register of Italian banking groups held by Banca d’Italia (the Bank of Italy).

The ordinary shares of the Offeror have been listed on the MTA since June 2, 2007.

As of the date of March 15, 2009, as resulting from the stockholders’ ledger, from notices received and any other information in the hands of Banco Popolare, the persons who hold, directly or indirectly, more than 2% of the share capital of the Offeror are as follows:

Shareholder Percentage Barclays Global Investors UK Holdings Ltd. 2.018% Axa Rosenberg Group LLC 2.015%

COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) In consideration of the fact that the Offeror is a cooperative, no persons exercise control over it.

Without prjudice to the undertakings assumed by the parties under the Framework Agreement, and the joint and several obligations of the same parties deriving therefrom, only Banco Popolare will purchase the Shares under the Offer and tendered by the those Italease shareholders accepting the Offer.

Issuer

The Issuer is Banca Italease S.p.A., an Italian joint stock company, having its registered office in Milano, Via Cino del Duca n. 12, fiscal code and enrolment number with the Companies’ Register of Milano: 00846180156, holding of the Banca Italease banking group and enrolled under no. 3026.2 of the Register of banks held by the Bank of Italy.

As of the date hereof, the subscribed to and paid up share capital of Italease is equal to 868,966,074.48 Euro, represented by 168,404,278 shares, having par value each of 5.16 Euro. Banca Italease’s By-laws show that the extraordinary shareholders’ meeting on April 11, 2005 and on November 9, 2006 resolved upon the granting to the Board of directors of the power to increase, within five years of said resolutions, pursuant to article 2443 of the Italian Civil Code, the company’s share capital, in order to service certain incentive plans in favour of directors and/or managers and/or employees of the Issuer up to the maximum amount of, respectively, nominal 11,756,105.40 Euro and nominal 2.580.000,00 Euro, by issuing up to, respectively, 2,278,315 ordinary shares and 500,000 ordinary shares (i the “Stock option plans”).

The ordinary shares of the Issuer have been listed on the MTA since June 2005.

The main shareholders of the Issuer (with participations higher than 2% of the Issuer’s share capital), as resulting from publicly available information, are listed below

Shareholder Percentage Gruppo Banco Popolare 30.719% Gruppo Banca Popolare Emilia Romagna 6.787% Società Reale Mutua di Assicurazioni 6.107% Banca Popolare di Sondrio 3.902% Gruppo Monte dei Paschi di Siena 3.345%

On 10/24 October 2008 Banco Popolare, BPER, BPS and Reale Mutua di Assicurazioni have renewed the shareholders’ agreeement executed between COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) them on 28 February 2008 (the “Shareholders’ Agreement”) for a further 28 month period from its expiry and thus up to 30 June 2011, whilst BPM (which holds, as at the date hereof, a participation equal to 1.83% of the share capital of Banca Italease), an original subscriber to the Shareholders’ Agreement , has not renewed the same.

Moreover, Banco Popolare, BPER e BPS, with Reale Mutua’s consent, have agreed to terminate the Shareholders’ Agreement effective as of the transfer of the Shares In the Issuer currently held by them in the Issuer to Banco Popolare further to their acceptance of the Offer. Furthermore, Reale Mutua, has given notice, pursuant to the Shareholders’ Agreement, that it has no exception as to the launch of the Offer and of its intention, in principle, to accept the Offer as far as its Shares in Banca Italease are concerned.

1.2 Financial instruments involved in the Offer

The Offer concerns no. 116,671,321 Shares representing 69,28% of the subscribed to and paid up capital of the Issuer, equal to all of the Shares held by persons other than the Offeror as at the date hereof, thus excluding no. 51,732,957 shares of the Issuer directly and indirectly held by the Offeror, representing 30.72% of the Issuer’s share capital. More precisely, the Offeror directly owns no. 22,127,634 shares, whilst no. 24,683,483, of Banca Italease are owned through its controlled company Holding di Partecipazioni Finanziarie Banco Popolare S.p.A and no. 4,921,840 of Banca Italease are owned through S.p.A.

Where, in order to service the Stock Option Plans, further ordinary shares, up to 2,778,315 shares , were issued and allotted, the Offer shall be extended to such further Shares in the event of integral subscription to the share capital increases servicing the Stock Option Plans (the “Fully Diluted Share Capital”).

The number of Shares could decrease in case the Offeror purchases further shares in the Issuer, outside the Offer but prior to the end of the Acceptance Period (as defined below), without prejudice to the provisions of article 41 (paragraph 2, sub-paragraph b) and article 42, paragraph 2 of the Issuers’ Regulations.

The Offer concerns also no. 21,079,841 Shares held directly or indirectly by BPER, BPS and BPM which, pursuant to the Framework Agreement, have undertaken to tender such Shares in acceptance to the Offer. BPER, BPS and BPM have undertaken not to effect any trade on Shares of Banca Italease from the date of execution of the Framework Agreement up to the end of the Offer.

COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) Banco Popolare reserves any right to contact, pending the publication of the Offer Document, other shareholders holding a significant participation in the Issuer to evaluate their availability to dispose of their participation in Banca Italease or to take part in the Reorganization Transactions below described.

1.3 Price per share and total value of the Offer

A price equal to 1.50 Euro (the “Price”) will be paid by the Offeror for each Share in the Issuer tendered in acceptance of the Offer.

The Price includes a premium equal to 11.03% of the official market price of March 13, 2009, as well as the following premium/discount in relation to the weighted official market prices recorded over the reference periods indicated below:

Reference Period Premium/discount %

1 month prior to March 13, 2009 11.83 % 3 months prior to March 13, 2009 -20.26 % 6 months prior to March 13, 2009 -47.59 % 12 months prior to March 13, 2009 -66.74 %

It is envisaged that the maximum overall value of the Offer, in the event of total acceptance will be equal to 179,174,454 Euro (the ’”Maximum Payment”).

Payment of the Price will be in cash and net of stamp duty, sosts, fees and commissions to be borne by the Offeror. Any tax on capital gain (imposta sostituitiva sulle plusvalnenze), where due, shall be borne by those shareholders accepting the Offer and tendering their Shares.

1.4 Conditions

Conditions precedent to the beginning of the acceptance period Pursuant to article 40, paragraph 3, lett. (c) of the Issuers’ Regulation, the acceptance period of the Offer shall not begin prior to the clearance by the competent authority on acquisition of participations in banks and financial companies providing investment services.

Therefore, the Offer is subject to the issue by the Bank of Italy of the relevant authorization for the acquisition by Banco Popolare of control over Banca Italease and the companies controlled by it.

Conditions precedent for the Offer

COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) The Offer is subject to the fulfilment of the following conditions precedent:

(i) Obtainment by Banco Popolare of the relevant authorization by Autorità Garante della Concorrenza e del Mercato (the Italian Antitrust Authority) to acquire control over Banca Italease and the companies controlled by it (if not already obtained prior to the beginning of the acceptance period);

(ii) Achievement by the Offeror, as a consequence of the Offer, of a global minimum participation in the Issuer equal to 90% of the share capital of the Issuer (the “Minimum Percentage of Acceptance”).

The condition precedent under (ii) above might be discretionally waived in any moment by Banco Popolare.

In such a respect, where the Offeror waives to the condition precedent relating to the Minimum Percentage of Acceptance and thus go ahead with the Offer, it is still intention of BPER, BPS and BPM to implement the reorganization transactions described below. Such transactions, where implemented, will not trigger the right of withdrawal in favour of those shareholders of the Issuer who have not tendered their shares.

1.5 Term of the Offer and modalities of acceptance

The length of the acceptance period shall be agreed upon with Borsa Italiana pursuant to applicable laws and regulations. Pursuant to article 40, paragraph 3, lett. (c) of the Issuers’ Regulation, the acceptance period of the Offer shall not begin prior to the clearance by the competent authority on acquisition of participations in banks and financial companies providing investment services; the Offeror will therefore give immediate notice of any such clearance

The terms and modalities of acceptance of the Offer shall be described in the Offer Document.

The acceptance of the Offer by the owner of the Shares shall be irrevocable, except for the possibility of accepting possible competing offers pursuant to art. 44, paragraph 8, of the Issuers’ Regulation.

1.6 Payment of Price

The expected settlement date for the payment of the Price is the fifth trading day on the MTA following the end of the acceptance period (the “Settlement Date”), unless the Offer is amended or extended, such an amendment or extension to be published pursuant to the applicable provisions of law.

No interest will accrue on the Price. COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) The transfer of the Shares tendered in acceptance of the Offer will be made from the relevant account of the shareholder tendering its Shares or its broker, to the relevant account in the name of the Offeror opened with the entrusted intermediary.

2. PURPOSE OF THE OFFER

2.1 Purpose of the Offer

The Offeror has decided to launch the Offer with the aim of acquiring the control of the Issuer and delisting the Shares, and then pursue a reorganization of both the structure and activities of the Italease group.

Thus, the Offer is to be considered within the scope of a global reorganizational project of the Issuer activities (the “Reorganization Transactions”).

In particular, the Reorganization Transactions are the subject matter of the Framework Agreement executed today which provides, subject to the completion of the Offer and these conditions listed under 2.2 (iii), for the implementation of the following transactions.

2.2 The Reorganization Transactions

Banco Popolare, BPER, BPS and BPM, subject to the obtainment of the mandatory authorizations under applicable laws or regulations, intend to implement a reorganization of the Issuer’s activities through the execution of the transactions described below:

(i) concentration, to be performed within December 31, 2009, by means of a contribution in kind or a demerger, of a line of business (ramo d’azienda) constituted of non performing impaired, watch list receivables owned by Banca Italease or companies controlled by it for a maximum amount of 5 billion Euro arising out of leasing or facility agreements and liabilities for an equivalent amount, together with the relevant contracts, in a newly constituted company having all the required authorizations (“NewCo One”).

The share capital in Newco One shall be held as follows:

Shareholder Percentage

Banca Italease 80% BPER 10.84% BPS 6.24% BPM 2.93% COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) NewCo One will be simultaneously capitalized by the shareholders in such a way to ensure that the same Newco One has a Total Capital Ratio equal to 7 % and with operating structures, personnel and adequate means in order to perform its activity, with the aim of realizing an efficient management of the branch of business contributed, with a view of maximizing its value.

It is however provided that, where necessary, the participation in Newco One attributed to Banca Italease might be, in whole or in part, assumed by Banco Popolare, which will sustain, in such an event, the capitalization undertakings concerning the same Newco One, proportionally to its shareholding in the latter.

(ii) concentration, to be performed within December 31, 2009, by means of various legal instruments (contribution in kind or a demerger and execution of certain other ancillary agreements), of a line of business constituted of performing receivables owned by Banca Italease or companies controlled by it for a maximum gross consideration of 5.9 billion Euro (of which some are part of securitization programs, which include a physiological number of impaired) arising out of leasing or facility agreements mainly originated from the distribution network of the banks currently shareholders of Banca Italease, and liabilities for an equivalent amount, together with the relevant contracts, in a newly constituted company having all the required authorizations (“NewCo Two”).

Such ancillary agreements concern the performing receivables portfolios originated by the “banking channel”, as well as a normal share of non performing loan also originated by the “banking channel”, currently assigned in relation to securitization programs, and are aimed at allocating on Newco Two the risks deriving from the non payment of such receivables and the relevant income.

The share capital in Newco Two shall be held as follows: Shareholder Percentage BPER 36.44% Banca Italease 32.79% BPS 20.95% BPM 9.83%

NewCo Two will be simultaneously capitalized by the shareholders in such a way to ensure that the same Newco Two has a Total Capital Ratio equal to 7% and with operating structures, personnel and adequate means in order to perform its activity, with the aim of focusing its activity os specific business segments, which are deemed strategic and worthwhile of further development in consideration of the contribution given by each shareholder.

COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) It is however provided that, where necessary, the participation in Newco Two attributed to Banca Italease might be, in whole or in part, assumed by Banco Popolare, which will sustain, in such an event, the capitalization undertakings concerning the same Newco One, proportionally to its shareholding in the latter.

The above described concentration process into Newco Two will be performed within December 31, 2009, following the reimbursement by Banca Italease of the bonds maturing prior to such date.

(iii) The Reorganization Transactions are subject to the obtainment of all clearance and/or authorization under any applicable laws and/or regulations, as well as any clearance, consent, waiver, authorization which may be necessary or useful in light of the contemplated transactions, also in relation to possible third parties’ rights to require advanced prepayment of loans or other debt instruments issued by Banca Italease. In such respect, where necessary, prior to the any resolution by Banca Italease’s relevant corporate bodies, the consent by the bondholders’ meeting to the performance of the Reorganization Transactions shall be requested (Possibly through the amendment of the terms and conditions of the relevant bond issue).

Further to the Reorganization Transactions, Banca Italease will continue to carry out, directly or indirectly, its activity, through the management of the main part of its current contracts and receivables portfolio.

Factorit will remain within the perimeter of the Group, though extraordinary transaction might be explored to maximize the value of the company

Where necessary in order to ensure the compliance with the minimum capitalization requirements provided under applicable provions of laws or regulations, Banco Popolare shall cause Banca Italease to increase its share capital up to the amount necessary to comply with such capitalization requirements.

It is provided that, once the above transactions have been completed, the agreements concerning the distribution of leasing products with BPER and BPS will be terminated by mutual agreement between the relevant parties, whilst the parallel agreement concerning factoring products will remain in force and effect with Factorit S.p.A. in accordance with their terms.

Banco Popolare indicates that a possible merger by incorporation of the Issuer into the Offeror or other publicly listed or private company belonging to the Banco Popolare group is not envisaged.

COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) Banco Popolare, upon agreement with BPER, BPS and BPM, reserves in any event the possibility to adopt any appropriate measures in view of pursuing the reorganization of the activities of Banca Italease group.

Newco One will be proportionally funded by its shareholders, whilst Newco Two’s funding will come from its shareholders other than Banca Italease and/or from Banco Popolare.

3. MANDATORY SELL-OUT AND SQUEEZE OUT

As described above, the Offer is aimed at the purchase of the entire share capital of the Issuer and the delisting of the Issuer’s shares from the MTA

3.1 Mandatory Sell-out pursuant to article 108, first paragraph, of TUF and right of Squeeze –out pursuant to article 111 of TUF

If, following the Offer or performance of the mandatory sell-out pursuant to article 108, second paragraph of TUF (in such latter case where the condition precedent relating to the Minimum Percentage of Acceptance, is waived) the Offeror holds an overall stake equal at least to 95% of the subscribed and paid-up share capital of the Issuer as at the date of payment of the Price, including shares purchased outside the Offer but during the acceptance period, the provisions of articles 108, first paragraph, and 111 of TUF will apply. Therefore the Offeror hereby declares that it will perform its obligation to purchase the remaining Shares in the Issuer from shareholders who so request, pursuant to article 108, first paragraph, of TUF, and that it will exercise the right of squeeze-out provided by article 111 TUF, at a price established pursuant to article 108 (paragraphs 3 and 4) of TUF. The right of squeeze-out will be exercised as soon as possible and however within three months of conclusion of the Offer, depositing the purchase price for the remaining Shares at a bank appointed for such purpose. Finally, if the conditions under article 108, first paragraph, of TUF are fulfilled, pursuant to article 2.5.1 paragraph 9 of the Borsa Regulations, Borsa Italiana will provide for delisting of the Shares from the MTA commencing from the trading day following the last day for payment of price, whilst if the conditions under article 111 of the TUF are fulfilled, the Shares will be delisted in consideration of the times provided for exercise of the right of squeeze-out. 3.2 Sell-out pursuant to article 108, second paragraph, of TUF

Where Banco Popolare has waived to the condition precedent concerning the Minimum Percentage of Acceptance, and holds an overall stake higher than 90% but lower than 95% of the subscribed and paid-up share capital of the

COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) Issuer at the date of payment of the Price, including shares purchased outside the Offer but during the acceptance period, the same Banco Popolare hereby declares it does not intend to restore within 90 days a float sufficient to guarantee regular trading performance, and therefore will be under an obligation to purchase the remaining Shares from any party who so requests, pursuant to article 108, second paragraph, of TUF. In case the Offeror acquires Shares, following the Offer, representing not less than 90% of the share capital of the Issuer, the price will be equal to the Offer Price. Otherwise, the Price will be established by Consob, pursuant to article 108, paragraph 4, of TUF. If the conditions under article 108, second paragraph, of TUF are fulfilled, pursuant to article 2.5.1 paragraph 9 of the Borsa Regulations, Borsa Italiana will provide for delisting of the Shares from the MTA commencing from the trading day following the last day for payment of price. Therefore, following performance of the sell-out obligation pursuant to article 108, second paragraph, of TUF, owners of Shares who decide not to accept the Offer and who do not require the Offeror to purchase such Shares pursuant to article 108, second paragraph, of TUF, will hold financial instruments that are no longer traded on any regulated markets, and will incur subsequent difficulties in liquidating their investment in the future.

4. FINANCIAL RESOURCES FOR THE OFFER AND IMPACTS FOR THE OFFEROR

The Offeror will use its own resources to make the Offer, being such resources already available to it.

As security for the exact performance of the obligations to pay the Price, the Offeror will deposit into an escrow account an amount, up to the Maximum Payment, necessary to pay the Price to the shareholders tendering their Shares in acceptance of the Offer.

The Maximum Payment, if made, will be in any event such as to keep a positive liquidity position of the Offeror with an impact on the Tier I Ratio of the Banco Popolare group which can be estimated in 107 bps.

5. MARKETS ON WHICH THE OFFER IS PROMOTED

The Offer is promoted exclusively in Italy, sole market where the Shares are listed, and is addressed at equal conditions to all the shareholders of the Issuer.

The Offer is not being made in the United States of America or in any other country where the offer is not permitted in the absence of authorization from the competent authorities (the “Other Countries”).

COMUNICAZIONE E RELAZIONI ESTERNE Rapporti con i media Tel. +39-045-8675048/867/120/121 [email protected]

INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section) Acceptance of the Offer by persons residing in Countries other than Italy may be subject to specific obligations or restrictions as provided by applicable laws or regulations. Persons to whom the Offer is made are exclusively responsible for verifying the existence and applicability of such provisions, seeking guidance from their advisors, and for complying with such provisions prior to accepting the Offer.

In particular, neither the postal services nor any other mean of communication or international trade (including, by way of example, mail services, fax, telex, electronic mail, telephone and voice services, Internet) of the United States of America or the Other Countries cannot be used to divulge the Offer. Furthermore, the Offer will not be communicated in any regulated stock market in the United States or in the Other Countries

Copy of the Offer Document or of any other document that the Offeror will issue in relation to the Offer might not be sent to or from or in any way transmitted into or otherwise distributed within of from the United States of America or the Other Countries. Whoever (including, but not limited to, custodian, trustees and persons performing fiduciary duties) may receive such documents shall not distribute, send or mail (including through the postal service) them into or from the United States of America or the Other Countries, nor use to such aim other similar means in relation to the Offer. Whoever may enter in possession of such documents shall abstain from distributing, sending or mailing them into or from the United States of America or the Other Countries and shall abstain from using any mean of communication or international trade of the United States of America or the Other Countries for whichever aim connected to the Offer.

6. ADVISORS

The Offeror is advised, in relation to the Offer, by Mediobanca – Banca di Credito Finanziario S.p.A. as financial advisor and by the law firm Studio legale Pavesi Gitti Verzoni, as legal advisor. ****** Verona, March 15, 2009

BANCO POPOLARE SOC.COOP.

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INVESTOR RELATIONS Tel. +39-045-8675537 [email protected] www.bancopopolare.it (IR section)