• Approval of convertible bond issue for up to €50 million to be offered under option to shareholders;
• Sale of 33.3% of Aster Fund with net capital gain of €10 million;
• Approval of new offer to buy 79.73% of Bipielle.net, 100% of Area Life and 100% of AVIVA Previdenza.

Milan, 29 June 2007 –  Acting on the authority vested by the extraordinary meeting of the shareholders of 6 May 2003, at a meeting held today, the Board of Directors of Sopaf S.p.A. approved the issuing of a bond convertible into new Sopaf ordinary shares having the same characteristics as those outstanding, for an amount of up to €50 million and a term of five years, to be offered under option to the shareholders.  The Board also approved the amount of the share capital increase for servicing the conversion of the bonds, for an amount of up to €50 million.
The Board of Directors likewise established the following principal conditions for the convertible bond issue:

- term: 5 years (2007-2012);
- coupon: between 3% and 4%;
- reimbursement: at maturity;
- conversion ratio: one Sopaf ordinary share for each bond converted;
- conversion premium: between 30%and 40%;
- conversion method: “American”;
- market listing: Mercato Telematico Azionario (MTA) organized and managed by Borsa Italiana S.p.A..

The definitive conditions for the bond issue will be determined by the Board of Directors, in the person of the chairman or two directors jointly, shortly before the offer, taking into account the conditions in the financial markets and the trend of the market value of the Sopaf ordinary shares. 
The definitive conditions for the bond issue will be published prior to the start of the offering period, which is expected to occur before the end of the year, subject to market conditions.
The issue will diversify the sources of financing, and generate resources for the development and value enhancement of the Sopaf Group's investment projects.
The shareholder, Acqua Blu S.r.l., has committed to underwrite 20% of the total bond issue. The remaining 80% of the bond issue is expected to be underwritten by a bank syndicate to be headed by Banca Akros, subject to the execution of an underwriting agreement.

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In light of the procurement of the necessary authorizations from the regulatory authorities, the Board of Directors also approved a resolution today to proceed with the formalization of an irrevocable offer for the acquisition of:

- 79.73% of the share capital of Banca Bipielle Network S.p.A., to be purchased jointly with the AVIVA Group and the De Agostini Group;
- 100% of the share capital of Area Life International Assurance Ltd and AVIVA Previdenza S.p.A., to be purchased jointly with the AVIVA Group.

The offer essentially confirms the terms and the conditions referenced in the acquisition contracts previously in effect with the Banca Popolare Italiana (BPI) Group which had expired (see BPI's press release of 15 May 2007).

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Sopaf also announces that the subsidiary, LM & Partners S.C.A. (in liquidation), has today sold to another market participant a total of 871 shares of the Aster Fund (33.33%), purchased in April 2006, realizing a capital gain, net of charges and ancillary costs, of around €10 million.  The Aster Fund is a closed-end real estate fund reserved for Qualified Investors and managed by Vegagest SGR, the Cassa di Ferrara's funds management company.

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For additional information:
Maria Antonietta Barelli 
Sopaf S.p.A.    
Tel: +39 (02) 72.14.24.29 
Mobile: +39.335.620.0990 
mabarelli@sopafgroup.it  
                         
Laura La Ferla  
PMS S.r.l.  
Mobile: +39 329 4705000
l.laferla@pmsgroup.it

Fabio Marando
PMS S.r.l.
Mobile: +39 329 4605000
f.marando@pmsgroup.it