An introduction to the UBI Banca Group
June 2015 Disclaimer
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Page 1 Agenda
The UBI Banca Group Background UBI Banca and its Peers UBI Banca’s profile in a snapshot The Group Structure Presence in Italy
The UBI Banca International Network
Contacts
Annexes
Page 2 Background Unione di Banche Italiane Scpa (“UBI Banca”) was formed following the merger of the BPU Banca and Banca Lombarda e Piemontese Groups (1st April 2007) The history of UBI Banca is marked by a succession of mergers which have led banks with strong roots in local communities to become the significant reality that exists today and employs approximately 18,000 people.
Birth of the “BPU Birth of the “Banca Birth of the “Società Banca Group” from Mutua Popolare Acquisition of per la Stagionatura e the integration of della Città e “Banca l’Assaggio delle Sete Acquisition of “Banca BPB-CV and BPCI 1st April 2007 Provincia di Carime” by ed Affini” Popolare di Ancona” 2003 Birth of Bergamo” , Merger of BPB and BPCI subsequently (BPA) by BPB-CV. Birth of “UBI Banca” subsequently “Credito Varesino” 2001 renamed “Banca the BPB-CV Group following the renamed “Banca (BPB-CV) Popolare 1996 merger of the Popolare di 1992 Commercio e BPU Banca Bergamo” (BPB) Industria” (BPCI) Group and the 1869 1888 Banca Lombarda e 2000 Piemontese Acquisition of “Banca Regionale Group Europea”* by Banca Lombarda. 1998 The Group takes the name of Merger of CAB and BSPB “Banca Lombarda e Piemontese 1963 with the creation of “Banca Group” 1888 BSPB acquires Lombarda” as parent 1883 Birth of the “Banca “Banca di Valle company and contribution of Birth of the San Paolo di Camonica” (BVC) branch network of CAB and “Credito Agrario Brescia” (BSPB) BSPB to “Banco di Brescia”0 Bresciano” (CAB)
* Banca Regionale Europea was created in 1994 following the merger between “Cassa di Risparmio di Cuneo” and “Banca del Page 3 Monte di Lombardia” Background
UBI Banca is a cooperative bank (“società cooperativa”). Its capital is represented by ordinary shares . Shareholders are divided between unregistered shareholders (who have a right to share in dividends, options, etc. but have no voting rights) and registered shareholders (who have both the right (i) to share in dividends, options, etc., and (ii) to vote at general meetings). To become a registered shareholder, one must own and hold at least 250 shares and apply to the management board. Each registered shareholder has only one vote. No one may hold shares amounting to more than 1% of the share capital (with the exception of collective investment companies). As at March 2015, voting shareholders number nearly 81,000*.
A recent Law (March 2015) has established that cooperative banks with total assets above 8€ bln must transform into Joint Stock Companies. Bank of Italy has recently issued instructions (11 June) and the Popolari involved have 18 months to transform into Joint Stock Companies. UBI Banca, which totals €120 bln of total assets, is one of the Banks involved in this process.
UBI Banca is listed on the Milan Stock Exchange and included in the FTSE/MIB index.
UBI Banca’s governance model is based on a “dualistic” system. Under this dualistic governance system, the registered shareholders appoints a Supervisory Board (strategy and supervision); the Supervisory Board, in turn, appoints a Management Board (day-by-day management of the bank)
54.2 37.7 Market Capitalisation** as at 12th June 2015 # 3 (EUR bln) 6.7 Source: “Il Sole 24ore” – Italian Financial Newspaper – 5.5 Dated 13th June 2015 4.1 3.7
* Total shareholders (voting and non voting) number around 150,000 ** MPS quotations not reported as the Bank is under capital increase Page 4 UBI Banca and its Peers No. of branches as at 31st March 2015 Total assets as at 31st March 2015 (€ bln)
7,361 840 5,779
682 2,225 # 5 1,852 1,560 188 # 5 1,273 702 126 120 61 49
Customer loans as at 31st March 2015 (€ bln) Total direct funding as at 31st March 2015 (€ bln) 573 483
370 346 # 4 # 4 123 132 91 85 81 86 44 33 44 37
Page 5 Source: Press releases. UBI Banca’s profile in a snapshot: predominant retail business, solid capital base and low risk profile 1st Italian cooperative banking Group by market capitalization Strong EUR 84.6 bn customer lending and EUR 91.1 bn direct funding (loan/deposit ratio: 92.9%) competitive As at 31 December 2014, 81.5% of loans to customers were granted in Northern Italy, 10.2% in positioning Central Italy and 8.3% in Southern Italy, while 72.5% of customer deposits came from Northern Italy, 12.6% from Central Italy and 14.9% from Southern Italy
Capital ratios as at 31 Mach 2015: Solid Capital CET 1 ratio phased in: 12.45% vs. 9.5% SREP requirement CET 1 ratio fully loaded under Basel 3 rules: 12.20% and Balance Sheet Position Leverage ratio under Basel 3 (tier one capital / (on- and off-balance-sheet assets)) is at 5.82% phased in, 5.73% fully loaded Sound Liquidity position: the Group already complies with the Net stable Funding Ratio and Liquidity Coverage Ratio as per Basel 3 requirements (also net of TLTRO)
Good Asset Good asset quality compared to the Italian banking system Quality Annualised cost of credit of 90 bps of total loans
Focus on traditional banking activities: Customer loans/total assets at 70.6% Low Risk Profile Funding mainly from own customer base (over 80%); limited recourse to institutional markets Financial assets/total assets: 19.4%. Italian Govies represent approx.18% of total assets
Figures as at 31 March 2015 unless otherwise stated Page 6 * Data referred to banking perimeter only. The Group Structure
UBI BANCA provides management, co-ordination, control and supply of centralized services to the network banks (single IT System, centralised risk management, centralised finance and treasury, commercial coordination, credit coordination, logistics, purchasing, on line banking, etc...) NETWORK BANKS MAIN PRODUCT COMPANIES 100.00% 351 branches ASSET MANAGEMENT UBI Pramerica 100.00% 288 branches (partnership with Prudential US)
FACTORING UBI Factor 83.76% (1) Northern 196 branches
Italy LEASING UBI Leasing
74.76% (2) 208+3* branches LIFE BANCASSURANCE Lombarda Vita (partnership with Cattolica) Aviva Vita Spa 84.13% (3) Aviva Assicurazioni Vita Spa 66 branches
Central 99.54% 208 branches Italy
99.99% Southern 216 branches Italy
** 23 branches, ~ 750 financial advisors 100.00%
Information updated as at 31 March 2015, unless otherwise stated * indicates branches outside Italy **Merger between IW Bank and UBI Private Investment completed on 25 May 2015
1) moreover, 16.24% of capital held by Fondazione Banca del Monte di Lombardia Page 7 2) further 24.90% of Banca Regionale Europea capital held by Fondazione Cassa di Risparmio di Cuneo and the rest by minority shareholders 3) moreover, 5.50% of capital held by Cattolica Assicurazioni and the rest by minority shareholders
8 Presence in Italy Introduction to the UBI Banca Group: Predominant Retail Business and Strong Northern Italian Franchise
1 9 Approx. 3.7 million clients, mainly retail 1 762 27 1,560 branches, of which 762 in Lombardy (which 169 38 43 generates over 20% of Italian GDP) Market share in terms of branches above 20% in 7 80 18 some of the richest Provinces such as Bergamo, 17 Brescia and Varese 106 6 Current 94 Market Shares* 78 Branches accounts Loans % & deposits 19 1 Bergamo 22.3 28.7 40.2 Brescia 22.5 27.1 35.0 84 Varese 23.7 27.8 21.0 Cuneo 23.4 18.4 16.0 National market share of 5.4% in terms of branches
1,560 branches in Italy + 6 branches abroad * Market shares calculated as at 30th June 2014 . As at 31st March 2015
Page 8 Agenda
UBI Banca International Network International Network Presence in the world
Page 9 International Network
COMMERCIAL BANKS SUBSIDIARIES REPRESENTATIVE FOREIGN BRANCHES FOREIGN BRANCHES OFFICES
MENTON, NICE AND ANTIBES KRAKOW SAO PAULO (Banca Regionale Europea) (UBI Factor) MOSCOW
SHANGHAI MUMBAI SHANGHAI (Zhong Ou Asset Management Company)
VIENNA HONG KONG (Business Consultant)
NEW YORK DUBAI (Opening 2015) (Opening 2015) FOREIGN BANKS Head office in Luxembourg
SUBSIDIARIES BRANCHES
UBI TRUSTEE SA LUXEMBOURG (Luxembourg) MADRID MUNICH
Page 10 Presence in the world 2015 opening of Representative Offices in New York and Dubai Munich Krakow UBI Banca International UBI Factor Branch Branch Vienna Business Consultant
Moscow Representative Office Luxembourg • UBI Banca International • UBI Trustee SA • UBI Management Co SA Shanghai Representative Office Antibes, Menton, Nice Shanghai Banca Regionale Europea Zhong Ou Asset Management Branches Company Co. Ltd*
Madrid Hong Kong UBI Banca International Representative Office Branch Mumbai São Paulo Representative Office Representative Office
* Joint-venture in which UBI Banca holds 35% of the total share. Page 11 Agenda
Contacts UBI Banca Correspondent Banking Representative Offices Contacts
Page 12 Sergio Passoni UBI Banca Head of Global Transaction and Operations
Isabella Moavero - Head of Correspondent Banking and Representative Offices
Correspondent Banking - [email protected]
Alistair Newell Relationship Manager • Indian Subcontinent, China & Far East, Oceania [email protected]
Ernst Rolf Hartmann • North America, Central America, South America, Relationship Manager [email protected] Caribbean, Israel
Lorenzo Tassini Relationship Manager • Turkey, Middle East, Africa [email protected]
Marco Camozzi • Global Players – Responsible for relationships with multi- Relationship Manager [email protected] regional banking groups & Special Projects
Riccardo Rossi van Lamsweerde Relationship Manager • Europe & CIS Countries [email protected]
Page 13
Representative Offices Contacts
HONG KONG MUMBAI SHANGHAI
Mr Andrea Croci Ms Rajeshree Balsari Ms Lu Bo
[email protected] [email protected] [email protected]
Suite 2911, Tower Two, 92 Mittal Chambers, 9th Floor, The Center Times Square 1, Matheson St. - Nariman Point, Suite 3304 Causeway Bay Hong Kong - S.A.R. 400 021 Mumbai - India 989, Changle Road 200031 Shanghai – China Tel. +852 2878 7393 Tel. +91 22 22023601 Fax +852 2878 7932 Fax +91 22 22023603 Tel +86 21 61675333 Fax +86 21 61675582
MOSCOW SAO PAULO VIENNA (Business Consultant) Mr Ferdinando Pelazzo Mr Isidoro Guerrerio Ms Annick Stockert
[email protected] [email protected] [email protected]
10, Nikolskaya str., 4th floor, Al. Ministro Rocha Azevedo, Seilerstätte 16/11 Business Centre “Nikolskaya Plaza” 456 Ed. Jaù - 4° And.Cj.402 1010 Vienna 109012 Moscow - Russia CEP 01410-000 São Paulo - Austria Brazil Tel. +7 495 725 4466 Fax +7 495 725 4465 Tel. +55 11 3063 0454 Tel. +43 1 514 37 26 Fax +55 11 3063 3785 Fax +43 1 514 37 60
Page 14 Agenda Annex Foreign Banks Product Companies Group Results Group BIC codes
Page 15 Foreign Banks
Qualified and specific services offered to Corporate customers:
. establishment of international companies . trustee operations and corporate financing . payment services . corporate and syndicated loans . issuance of bonds and international guarantees . cash pooling . factoring
Services offered to Private customers:
. wealth management and investment advisory; . heritage and personal wealth planning with tailor made financial engineering solutions; . investment Funds and Sicav; . financial and asset planning with tailored engineering solutions; . term deposits in all major currencies,; . trading and safekeeping of securities on all the major stock and bond markets; . spot and forward foreign exchange transactions; . services for the establishment of Trust Companies through UBI Trustee SA based in Luxembourg.
Leasing UBI Leasing offers its clients financing for asset acquisition such as: instrumental leasing, real estate leasing, car leasing, aero naval leasing as well as specific insurance and accessory services. 6.8 bln EUR in net Loans to Customers
Page 16 Data as at 31.03.2015 Product Companies
Factoring
UBI Factor offers highly specialized factoring services to companies and public administrations. The company is based in Milan with a capillary structure across the national territory and is present also in Poland with its Krakow subsidiary. Since 1984 UBI Factor is part of the Factors Chain International network which allows it to retain a presence in more than 75 countries and with more than 270 foreign partners.
1.9 bln EUR Turnover; 2 bln EUR net Loans to Customers
Asset Management – Joint Venture with Prudential US
UBI Pramerica develops, manages, markets and distributes a wide range of financial products and services dedicated to private customers and institutions. It has been awarded various international prizes.
39.6 bln EUR in Assets Under Management
Recent merger between IW Bank (market leader in online trading in Italy with a strategy based on three fundamental objectives: continuous product/service innovation, constant development of technological platforms, professional support for the customer) and UBI Private Investment, the network of financial agents of the UBI Group
Page 17 Data as at 31.03.2015 unless otherwise stated The UBI Banca Group: consolidated results as at 31st March 2015
Strength of balance sheet ratios confirmed
CET 1 PHASED IN CET 1 FULLY LOADED
12.45% 12.33% 12.20%
11.50%
Dec '14 Mar '15 Dec '14 Mar '15
LEVERAGE RATIO
TOTAL CAPITAL Phased in Fully loaded PHASED IN 5.82% 5.78% 5.73% 15.34% 15.29%
5.42%
Dec '14 Mar '15 Dec’14 Mar’15 Dec’14 Mar’15
Page 18 The UBI Banca Group: consolidated results as at 31st March 2015 Income statement Mln€; LLPs in % of net loans
Operating income COST/INCOME +1.6% down to 59.4% excluding PPA Stated net profit in 1Q15 (excluding impairment in 4Q2014) 882.5 866.0 853.4 821.7 852.0
75.9 58.1 48.1 43.6 7.1 1Q15 Loan Loss provisions / Net loans 1Q14 2Q14 3Q14 4Q14 1Q14 2Q14 3Q14 4Q14 1Q15 1.41% +1.5% +30.6% 0.91% 1.06% 0.93% 0.90%
Operating costs 1Q14 2Q14 3Q14 4Q14 1Q15 Net profit -4.4% excluding non recurring items
521.2 523.1 545.6 521.4 518.3 81.7 59.0 71.8 44.6 (28.9) 1Q14 2Q14 3Q14 4Q14 1Q15 1Q14 2Q14 3Q14 4Q14 1Q15 +0.0% +38.4%
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Page 20 Group BIC codes
BEPOIT21
BCABIT21
BREUITM1
BLOPIT22 POCIITM1
BPAMIT31
CARMIT31
BVCAIT21
BLPIIT21
UBIBESMM Madrid Branch CABILULL BEPODEMM Munich Branch
. BIC ACTIVE . BIC NON ACTIVE
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