Prospectus for the capital increase approved by CONSOB

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL

Campodarsego (Padua), 4 May 2017 – Further to what has already been announced on 2 May 2017, Carraro S.p.A. (the "Company") announced today that it has obtained from Consob, with a note of 3 May 2017, Protocol No. 0062163/17, approval for publication of the prospectus (the "Prospectus") for the subscription of a maximum of 33,726,630 newly issued common shares (or Class B shares, at the discretion of each subscriber) with a nominal value of €0.52 each (the "Offer") and for listing of the newly issued shares.

It is confirmed that the Offer will start on 8 May 2017 and will end on 26 May 2017, included, and that the subscription rights will be available for trading from 8 May 2017 to 22 May 2017 included.

It is also confirmed that, as a result of the issue by Consob of the aforesaid provision, the resolutions passed by the Company's Board of Directors with regard to the conditions of the Offer, for which reference is made to the press release of 2 May 2017, have become definitively effective.

It is recalled that the Offer price has been set at €1.596 per share. This price incorporates a discount of 20.46% compared to the TERP or Theoretical Ex Right Price of Carraro ordinary shares, calculated in accordance with current methodologies, based on the closing price of 3 May 2017. The public will be notified of publication of the Prospectus in the manner and with the deadlines provided for by applicable laws and regulations, by publication of a specific notice. This release is available on the Carraro website at www.carraro.it.

Go to Press release 04.05.2017