Buongiorno,
 
emissione  Assicurazioni Generali:
 
Issuer:                                               Assicurazioni Generali S.p.A.
Description:                                     EUR Fixed Rate Senior Dated Subordinated Notes
                                                            (Tier 2)
Issuer Financial Strength:            Baa1, Stable (Moody’s) / A-, Negative (Fitch) /
                                                           A, Stable (A.M. Best)
Expected Issue Ratings:               Baa3 (hyb)(Moody’s) / BBB(Fitch) / A-(A.M. Best)
Status of the Notes:                      Senior Dated Subordinated Notes (as set out in
                                                            Condition 4.1 (Status – Senior Dated Subordinated
                                                            Notes) of the Terms and Conditions of the Tier 2 Notes
Amount:                                          EUR 500mm (no grow)
Settlement Date:                            [●] January 2019 [T+●]
Scheduled Maturity Date:            Interest Payment Date falling on [●] January 2029,
                                                            subject to Conditions to Redemption below
Initial Price Thoughts:                  4.625% area
Coupon:                                           [●] % per annum payable annually in arrear
Mandatory Interest Deferral:     Cash cumulative, upon the occurrence of a Solvency
                                                            Capital Event (meaning non-compliance with the SCR
                                                            (or that payment of interest or principal on the
                                                            Notes would lead to such non-compliance); any other
                                                            event which would require a deferral or suspension of
                                                            payment of interest or principal under the Applicable
                                                            Regulations for Tier 2 Own Funds qualification); if
                                                            interest payment would result in or accelerate
                                                            insolvency of the Issuer; or if Lead Regulator
                                                            determines that Solvency Margin would fall below SCR
                                                            in the short term
Arrears of Interest:                        Compulsory payment of Arrears of Interest on the
                                                            earlier of (i) the first Interest Payment Date
                                                            following receipt by Fiscal Agent of notice that the
                                                            event or circumstance giving rise to interest
                                                            deferral has been remedied and on which a mandatory
                                                            interest deferral is not required, (ii) redemption
                                                            and (iii) the date on which a Liquidazione Coatta
                                                            Amministrativa of Assicurazioni Generali S.p.A.
                                                            commences or on which the Issuer becomes subject to a
                                                            liquidation order
Early Redemption Rights:             At par at any time upon Tax, Regulatory or Rating
                                                            Events (in each case subject to Conditions to
                                                            Redemption and that any redemption prior to the fifth
                             anniversary of the Issue Date (x) must be funded
                             by issuance of equivalent or better quality capital;
                             or (y) to the extent permitted under then prevailing
                             Applicable Regulations, any alternative or additional
                             pre-conditions to redemption that need to be met in
                             order for the Notes to be redeemed at such time are
                             met)
Conditions to Redemption:         Any redemption of the Notes, including redemption on
                                                            Scheduled Maturity Date, is subject to (i) no
                                                            Solvency Capital Event, (ii) approval of the Lead
                                                            Regulator, and (iii) such redemption not resulting
                                                            in, or accelerating, the Issuer becoming insolvent.
                                                            If the above conditions are not satisfied at the
                                                            Scheduled Maturity Date or the proposed redemption
                                                            date, the redemption of the Notes shall be postponed
                                                            in accordance with the terms and conditions
Modification/Exchange:               Yes, upon Tax, Regulatory or Rating Events
Documentation:                             Issuer’s EUR 15,000,000,000 EMTN Programme dated 23
                                                            May 2018 and supplemented on 8 August 2018
Specified denomination:             EUR 100,000 + 1,000
Listing:                                               Luxembourg Stock Exchange Regulated Market
Form:                                                RegS Bearer (TEFRA D rules apply)
Selling Restrictions:                       RegS Compliance Category 2: TEFRA D; no
                                                            communications with or into the US; no sales into
                                                            Canada; prohibition of Sales to EEA Retail Investors
Governing Law:                               English law, except the status of the Notes which is
                                                            governed by Italian law
Global Coordinators:                     GSI, HSBC
Joint Bookrunners:                         BNP Paribas, GSI, HSBC (B&D), Mediobanca, Santander
                                                            and UniCredit
Fees:                                                 The Joint Bookrunners will be paid a fee by the
                                                            Issuer in respect of their participation in the
                                                            transaction
Timing:                                             Today's business
MiFID II Target Market/PRIIPs:  Manufacturer target market (MiFID II product
                                                            governance) is eligible counterparties and
                                                            professional clients only (all distribution
                                                            channels). No PRIIPs key information document (KID)
                                                            has been prepared as not available to retail in EEA
 
CDS 5yr Sub 200 bps