The Marcolin share is in ferment on the Milan Stock Exchange

The Board of Directors of Marcolin S.p.A., met on Tuesday, 30th October, and chaired by Mr. Giovanni Marcolin Coffen, established the procedures to increase the share capital, divisible and subject to payment, resolved previously by the Board of Directors on 29th September, 2006, implementing the power of attorney conferred thereon by the Extraordinary Shareholders' Meeting held on 27th April, 2006.

The offer price of the shares to be issued to service the share capital increase has been established at Euro 1.78 for each new Marcolin share.

The Board of Directors has decided to apply a discount of approximately 10.5% to the price of the new issue shares compared to the arithmetic mean of the official quotation prices over the last 3 months, since this operation refers to an increase in the share capital offered as an option to the Shareholders of Marcolin S.p.A..

16,761,375 ordinary shares are involved in the offer, which will be offered as an option to the Marcolin Shareholders in the ratio of 3 new shares for every 8 shares owned.

The overall amount of the share capital increase is equal to Euros 29,835,247.50, including Euros 21,119,332.50 as a share premium.

The subscribers to the current voting and blocking syndicate agreement entered into on 16th December, 2004 and subsequently amended (the 'Shareholders' Agreement') have made an individual commitment to exercise or cause to be exercised all the adoption rights assigned to them, equal to 77.026% of the overall option rights, on the basis of the agreements described below. Consequently, the subscription commitments involve 12,910,560 shares, equal to 77.026% of the shares subject to the share capital increase, corresponding to a counter value of Euros 22,980,796.80.

The commitments outlined above are structured as follows: each of the following shareholders: Cirillo Coffen Marcolin, Maurizio Coffen Marcolin, ADV Partecipazioni S.r.l. and DDV Partecipazioni S.r.l. has expressed an independent commitment to exercise all the option rights assigned thereto;the Shareholder Inmar S.r.l. has made a commitment to exercise 6,092,712 option rights conferred thereon and to assign to Luigi Abete - a member of the Company's Board of Directors, who has given an undertaking to exercise such rights through companies controlled thereby (the 'New Shareholder') - the remaining 7,179,320 option rights assigned to Inmar S.r.l.; each of the following shareholders: Maria Giovanna Zandegiacomo and Monica Coffen has expressed an independent commitment to transfer all the right assigned thereto, equal to 1,110,448 rights, overall, to the New Shareholder, which has given an undertaking to purchase and to exercise same.

The New Shareholder will hold a number of Marcolin shares equal to approximately 5% of the share capital, after the share capital increase, as a result of exercising the option rights under the commitments described above, if the share capital increase is subscribed in full. The participants in the Shareholders' Agreement have expressed the intention of allowing the New Shareholder to participate in the Shareholders Agreement, notwithstanding the fact that this participation will not entail any change in the Company's controlling structure. The amendments to be made to the text of the Shareholders Agreement are currently being negotiated among the parties and will be communicated to the market in accordance with law, once defined.

No commitments have been undertaken with regard to the subscription of the remaining 3,850,815 shares, equal to 22.974% of the shares subject to the share capital increase, corresponding to a counter value of Euros 6,854,450.70.

The Offer schedule will be agreed with Borsa Italiana S.p.A. and communicated to the market as soon as authorisation for publication of the Information Prospectus has been received from Consob.

The New Shareholder will have the right to increase its shareholding in the Company, by exercising a call option granted by ADV Partecipazioni S.r.l. and referring to a number of Marcolin shares equal to approximately 2.5% of the share capital, if the share capital increase is fully subscribed. This option may be exercised, in full or in part, commencing from 1st January, 2008 and up to 30th June, 2009, at a price per share equal to the issue price of the shares subject to the share capital increase, increased by the interest calculated on the basis of the Euribor.

DDV Partecipazioni S.r.l. has granted the New Shareholder an analogous option.