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BANCA SELLA S.P.A. (Incorporated with Limited Liability Under the Laws of the Republic of Italy) €1,000,000,000 Euro Medium Term Note Programme

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BANCA SELLA S.P.A. (Incorporated with Limited Liability Under the Laws of the Republic of Italy) €1,000,000,000 Euro Medium Term Note Programme Base Prospectus BANCA SELLA S.p.A. (incorporated with limited liability under the laws of the Republic of Italy) €1,000,000,000 Euro Medium Term Note Programme This document has been approved as a base prospectus (the “Base Prospectus”) issued in compliance with Article 5.4 of Directive 2003/71/EC, as amended (the “Prospectus Directive”) by the Commission de Surveillance du Secteur Financier (the “CSSF”) in its capacity as competent authority under the Loi relative aux prospectus pour valeurs mobilières dated 10 July 2005 which implements the Prospectus Directive in Luxembourg (the “Luxembourg Prospectus Law”). By approving this prospectus, the CSSF gives no undertaking as to the economic or financial suitability of the transaction or the quality and solvency of the Issuer in line with the provisions of Article 7(7) of the Luxembourg Prospectus Law. Application has been made by Banca Sella S.p.A. (the “Issuer”) for notes (“Notes”) issued under the €1,000,000,000 Euro Medium Term Note Programme (the “Programme”) described in this Base Prospectus during the period of twelve months after the date hereof, being the approval date of this Base Prospectus, to be listed on the official list and admitted to trading on the regulated market of the Luxembourg Stock Exchange, which is a regulated market for the purposes of the Markets in Financial Instruments Directive 2014/65/EU (as amended, “MiFID II”, and each such regulated market being a “Regulated Market”). The Programme also allows for Notes to be unlisted or to be admitted to listing, trading and/or quotation by such other or further competent authorities, stock exchanges and/or quotation systems as may be agreed with the Issuer. There are certain risks relating to the Issuer and the Notes which potential investors should ensure they fully understand. See “Risk Factors” on page 14. Pursuant to the Programme, the Issuer may from time to time issue Notes in bearer form denominated in any currency agreed between the Issuer and Banca IMI S.p.A. (the “Arranger”) and any additional dealer appointed under the Programme from time to time (each a “Dealer” and together the “Dealers”). Where Notes issued under the Programme are admitted to trading on a Regulated Market within the European Economic Area in circumstances which require the publication of a prospectus under the Prospectus Directive, such Notes will not have a denomination of less than €100,000 (or, where the Notes are issued in a currency other than euro, the equivalent amount in such other currency). The aggregate nominal amount of all Notes from time to time outstanding under the Programme will not exceed €1,000,000,000 (or its equivalent in other currencies calculated as described herein). This Base Prospectus is available for viewing on the website of the Luxembourg Stock Exchange (www.bourse.lu). Arranger and Dealer Banca IMI The date of this Base Prospectus is 11 July 2019. TABLE OF CONTENTS Page IMPORTANT NOTICES ................................................................................................................................... 3 MARKET INFORMATION AND STATISTICS ............................................................................................... 6 ALTERNATIVE PERFORMANCE MEASURES ............................................................................................ 7 RISK FACTORS ...............................................................................................................................................14 GENERAL DESCRIPTION OF THE PROGRAMME ....................................................................................43 INFORMATION INCORPORATED BY REFERENCE ..................................................................................51 FURTHER PROSPECTUSES ..........................................................................................................................52 FORMS OF THE NOTES .................................................................................................................................53 TERMS AND CONDITIONS OF THE NOTES ..............................................................................................57 FORM OF FINAL TERMS .............................................................................................................................102 OVERVIEW OF PROVISIONS RELATING TO THE NOTES WHILE IN GLOBAL FORM .................... 118 DESCRIPTION OF THE ISSUER .................................................................................................................122 OVERVIEW OF FINANCIAL INFORMATION OF THE ISSUER ..............................................................142 TAX AT ION .....................................................................................................................................................146 SUBSCRIPTION AND SALE ........................................................................................................................154 GENERAL INFORMATION ..........................................................................................................................159 2 IMPORTANT NOTICES This document constitutes a base prospectus for the purpose of Article 5(4) of the Prospectus Directive. The Issuer accepts responsibility for the information contained in this document and to the best of the knowledge and belief of the Issuer (which has taken all reasonable care to ensure that such is the case), the information contained in this document is in accordance with the facts and does not omit anything likely to affect the import of such information. This Base Prospectus should be read and construed together with any supplements hereto and with any other documents incorporated by reference herein and, in relation to any Tranche (as defined herein) of Notes, should be read and construed together with the relevant Final Terms (as defined herein). The Issuer has confirmed to the Dealers that this Base Prospectus (including for this purpose, each relevant Final Terms) contains all information which is (in the context of the Programme and the issue, offering and sale of the Notes) material; that such information is true and accurate in all material respects and is not misleading in any material respect; that any opinions, predictions or intentions expressed herein are honestly held or made and are not misleading in any material respect; that this Base Prospectus does not omit to state any material fact necessary to make such information, opinions, predictions or intentions (in the context of the Programme and the issue, offering and sale of the Notes) not misleading in any material respect; and that all reasonable enquiries have been made to verify the foregoing. No person has been authorised to give any information or to make any representation not contained in or not consistent with this Base Prospectus or any other document entered into in relation to the Programme or any information supplied by the Issuer or such other information as is in the public domain and, if given or made, such information or representation should not be relied upon as having been authorised by the Issuer or any Dealer. No representation or warranty is made or implied by the Dealers or any of their respective affiliates, and neither the Dealers nor any of their respective affiliates makes any representation or warranty or accepts any responsibility as to the accuracy or completeness of the information contained in this Base Prospectus. Neither the delivery of this Base Prospectus or any Final Terms nor the offering, sale or delivery of any Note shall, in any circumstances, create any implication that the information contained in this Base Prospectus is true subsequent to the date hereof or the date upon which this Base Prospectus has been most recently supplemented or that there has been no adverse change, or any event reasonably likely to involve any adverse change, in the condition (financial or otherwise), business, prospects or general affairs of the Issuer or any of its subsidiaries since the date thereof or, if later, the date upon which this Base Prospectus has been most recently supplemented or that any other information supplied in connection with the Programme is correct at any time subsequent to the date on which it is supplied or, if different, the date indicated in the document containing the same. This Base Prospectus may only be used for the purposes for which it has been published. Neither this Base Prospectus nor any Final Terms constitutes an offer or an invitation to subscribe for or purchase any Notes and none of them should be considered as a recommendation by the Issuer, the Dealers or any of them that any recipient of this Base Prospectus or any Final Terms should subscribe for or purchase any Notes. Each recipient of this Base Prospectus or any Final Terms shall be taken to have made its own investigation and appraisal of the condition (financial or otherwise), business, prospects or general affairs of the Issuer and its subsidiaries. The distribution of this Base Prospectus and any Final Terms and the offering, sale and delivery of the Notes in certain jurisdictions may be restricted by law. Persons into whose possession this Base Prospectus or any Final Terms comes are required by the Issuer and the Dealers to inform themselves about and to observe any 3 such restrictions. Neither the Issuer nor any of the Dealers represents that this Base Prospectus may be lawfully distributed, or that Notes may be lawfully offered, in compliance with any
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