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PRESS RELEASE BANCA MONTE DEI PASCHI DI SIENA: CAPITAL INCREASE FROM 2 BILLION EURO TO 2.471 BILLION EURO

Approval of the business plan (Piano d’Impresa) 2011 -2015 that will be presented tomorrow at

CAPITAL INCREASE WITH PRE-EMPTIVE RIGHTS TO THE SHAREHOLDERS

• Maximum amount of 2 billion euro • Condition for the future reimbursement of the Tremonti Bonds, subject to the of Italy’s authorization • Strengthen the capitalisation of the Group to serve new business plan ( Piano d’Impresa )

BUY-BACK OF 2003 FRESH SECURITIES AND ADDITIONAL CAPITAL INCREASE

• Additional capital increase with pre-emptive rights to the shareholders for a maximum amount of 471 million euro • Buy-back price equal to 44% of the par value of the securities • Strengthen the quality and the quantity of the regulatory capital in view of the compliance with Basel III • Potential capital gain with a consequential increase of the Core Tier I of approximately 16 – 18 bps

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Siena, 11 April 2011 – The Board of Directors of Banca Monte dei Paschi di Siena SpA approved the business plan ( Piano d’Impresa ) and resolved to propose a capital increase with pre-emptive rights to the shareholders for a maximum amount of 2 billion euro, which may be increased for an additional maximum amount of 471 million euro, based on the par value of 2003 Fresh securities that will be purchased by the Bank in the context of the buy- back transaction.

• Capital Increase

The capital increase resolved today will be submitted for the approval of the extraordinary shareholders’ meeting. Such meeting will be convened to resolve the attribution to the Board of Directors of the power, pursuant to article 2443 of the Italian civil code, to increase the capital, in divisible form, in one or more tranches, within the term provided by law, for a maximum amount of 2 billion euro. The Bank will have the necessary flexibility to Banca Monte dei Paschi di Siena SpA – Media Relations Tel: +39 0577.299927, Fax: +39 0577.294148 [email protected]

raise new capital, allowing it to carry out the transaction under the most favourable conditions in a market characterized by uncertainty and volatility.

The transaction will be executed by means of the issuance of ordinary shares, ranking pari passu with the existing shares, to be offered to the holders of the ordinary, preferred and saving shares ( azioni di risparmio ).

The capital increase will allow:

- the future reimbursement, subject to the prior authorisation of the , of the financial instruments provided by article 12 of the Law Decree no. 185/08, subscribed in December 2009 by the Ministry of Economy and Finance (the so-called Tremonti Bond), for an amount equal to 1,9 billion euro; - the anticipation of compliance with the stricter capital requirements provided by Basel III and strengthing the capitalisation to serve the new business plan, allowing the Group to take the opportunities deriving from the future economic growth.

Depending on the necessary technical steps and subject to the issuance of the relevant authorizations, it is expected that the rights issue will be completed by the end of the current year.

• Buy-back of 2003 Fresh securities

The Board of Directors resolved an additional capital increase up to 471 million euro. The corresponding financial amount will be used for the buy-back of the irredeemable Floating Rate Equity-linked Subordinated Hybrid securities outstanding, convertible into Banca Mps ordinary shares, issued in December 2003 by the subsidiary Mps Capital Trust LLC II, for an aggregate par value equal to 471 million euro (the 2003 Fresh securities).

The buy-back of such securities will occur at a price equal to 44% of the relevant par value. The corresponding capital increase will be resolved for an amount up to a maximum of 471 million euro, based on the par value of the securities which the Bank shall repurchase.

The buy-back shall enable, in view of Basel III, a strengthening of the quality and quantity of the capital of the Bank, thanks to the replacement of such securities with newly issued ordinary shares deriving from the simultaneous capital increase and to the potential capital gain that will generate in turn an increase of Core Tier I of approximately 16 – 18 bps (in the event that 2003 Fresh securities are entirely repurchased).

The Bank will purchase the securities from – Banca di Credito Finanziario S.p.A., which, in its name and on its own behalf, will acquire them in the market in a manner to guarantee the equal treatment of the investors. Therefore, Mediobanca may also eventually promote a public offering for the purchase and/or exchange addressed to the holders of the securities, subsequently selling to the Bank the securities granted for adhering to such offering in accordance with the predetermined price.

Banca Monte dei Paschi di Siena SpA – Media Relations Tel: +39 0577.299927, Fax: +39 0577.294148 [email protected]

Mediobanca shall determine the schedule, procedures and conditions of the offering which shall, in any case, be promoted prior to carrying out the capital increase, in such a way to define the final amount of the capital increase on the basis of the 2003 Fresh securities, which the Bank shall purchase from Mediobanca further to the offering.

Amendments to the by-laws

The Board of Directors proposed some amendments to the by-laws, including the elimination of the par value of the shares.

Underwriting syndicate

JP Morgan Securities Ltd., Mediobanca – Banca di Credito Finanziario S.p.A. and MPS Capital Services – Banca per le Imprese S.p.A. will act as joint global coordinators and joint bookrunners in the context of the offer. Banca IMI S.p.A., Securities (Europe) Limited, AG and Goldman Sachs International will act as joint bookrunners.

The joint bookrunners – except for MPS Capital Services – Banca per le Imprese S.p.A. have undertaken to underwrite the shares that remain unsubscribed at the end of the offer period– at standard terms and conditions for this type of transaction - for up to a maximum amount of 2.5 billion euro.

The launch of the full transaction is subject to the release by the relevant Supervisory Authorities of the necessary authorizations.

This communication is not for distribution, directly or indirectly, in or into the United States (including its territories and dependencies, any State of the United States and the District of Columbia). This communication does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the “Securities Act”). The securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the Securities Act) except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of securities in the United States. It may be unlawful to distribute these materials in certain jurisdictions. The information contained herein is not for publication or distribution in Canada, Japan or Australia and does not constitute an offer of securities for sale in Canada, Japan or Australia.

Banca Monte dei Paschi di Siena SpA – Media Relations Tel: +39 0577.299927, Fax: +39 0577.294148 [email protected]