Covered Bonds Investor presentation September, 2019 Presentation topics

1. Prima banka at a glance 2. Slovak Republic 3. Slovak Banking Market 4. Prima banka 5. Cover Pool 6. Covered Bonds Framework 7. Appendix

2 Prima banka at a glance … fastest growth on fastest growing retail lending market in EU

30.06.2019 (EUR) Total Assets 3 794mn #1 Fastest growing retail bank #1 Housing Loans growth Net profit 22mn (2018, 10mn 30.6.2019) CET 1 16.7% #1 Main Bank Customers growth Total CAD 17.8% #1 Municipalities NPL ratio 3.8% #3 Branch & ATM network NPL coverage 132% #1 Mobile banking application Retail loans 2 700mn; YoY+27% #1 Customer Satisfaction Mortgages 2 471mn; YoY +30% #1 Communication Awareness Branches/ATMs: 124/312 #4 Spontaneous Brand Awareness Employees: 863 Ownership: 99.3% Penta Investments

Central European private equity group Penta acquired the Bank in 2011 from Dexia. Since then the Bank executing new strategy with focus on retail, simplicity & efficiency and also branch & ATM coverage.

Source in Appendix, Retail Loans in this context mean Loans to Individuals 3 Prima banka - History … established as municipal bank, currently strongly growing in retail

1993

In 1993 Prvá Komunálna Banka (First Municipal Bank) has been established by group of 193 Slovak municipalities 2000 as a municipal bank. The Bank has specialized in In 2000 entry of a new majority shareholder Franco- 2003 providing services and financing to municipalities in the Belgian banking group Dexia. Later in 2003 the Bank Slovak Republic. had been renamed to Dexia banka Slovensko. Bank maintained strong presence in municipal 2011 segment and focused also on corporate lending. 2012 In 2011, Central European private equity group Penta The bank has started to build its position in retail. Investments acquired majority shareholding of the Bank from Dexia. As of 1.1.2012 the Bank changed its 2016 business name to Prima Banka Slovensko and as a part 2017 of the new strategy, it started to focus predominantly on In 2016 the majority shareholder Penta Investments retail clients with revised simplified products and acquired Sberbank Slovensko, which was merged services portfolio as well as on the expansion of the into Prima banka as of 1.8.2017. Prima banka is branch and ATM network. legal successor, business integration is completed, with no connections to the Sberbank Group.

2019

Launch of inaugural Covered Bonds Program

4 Penta Investments at a glance … Central European investment group, focus on long-term investments

(EUR mn) Retail Healthcare Manufacturing Financial Services Media Real Estate News and Media Dr.Max Dôvera Aero Vodochody Prima banka Holding Fortuna Penta Hospitals Carnibona Privatbanka MDS Empik Primecell Gehring United Classifieds NeoHealth Iglotex Vltava Labe Media Košice Slovalco Petit Press Enterprise Value Enterprise Value Enterprise Value Equity Value Enterprise Value Asset Value 2 460 800 465 410 135 1 286

Investment Platforms Investment EBITDA EBITDA EBITDA Net Income EBITDA NOI 257 97 45 30 11 26 • Penta is a Central European private equity group • Dr.Max largest pharmacy chain in CEE founded in 1994, specializing in long-term • Penta Hospitals largest multi-national hospital investments chain in SK, CZ, PL • Penta provides more than 44 000 jobs • Dôvera largest private health insurer in SK • Fortuna largest CEE betting and games provider • Portfolio Profit amounted to EUR 460mn (+27% • Leading real estate developer in SK, CZ, PL YoY) and Net Income to EUR 288mn (+23% YoY) EUR mn 2018 YoY YoY% in 2018. ROE achieved 16,8% Revenues 6 100 + 400 + 7,0% • Free cash flow continuously reinvested to Adjusted EBITDA 440 + 60 + 15,8% support both organic and acquisition growth Operating Cash Flow 163 + 59 + 56,7% Real Estate Assets Value 1 290 + 230 + 21,7% Total Investments 799 + 254 + 46,6% Source: audited Financial Statements Penta Investments 2018, reported 2018 Financial Statements of investee companies 5 Presentation topics

1. Prima banka at glance 2. Slovak Republic 3. Slovak Banking Market 4. Prima banka 5. Cover Pool 6. Covered Bonds Framework 7. Appendix

6 Slovak Republic ... stable and fast converging export-oriented economy

EU & NATO member EUR adoption 2004 2009

1993 2007 2012 • Stable A-rated member of EU & EMU Slovak Republic established Schengen member ESM member • Healthy and growing economy • Strong GDP growth Population: 5.4 million • Fiscally in good shape Area: 49 000 km2 • Low government debt Capital: Bratislava (430 tsd) • Export-oriented GDP per capita: 16,500 EUR (2018) • Strong automotive industry • Low unemployment Credit ratings: • Stable, well capitalized and profitable A2 and stable outlook (Moody’s) banking sector A+ and positive outlook ( S&P and Fitch)

7 Slovak Republic ...strong GDP growth and low government debt

Public debt and govt. balance 5,6% Real GDP Growth 6,0% 56% (share of GDP) -9% 5,0% 55% -7,8% 4,2% 4,1% -7,5% 54% 54% -8% 4,0% 3,1% 3,2% 52% 52% 2,8% 2,8% 52% 52% -7% 52% 51% 1,7% 1,5% 2,0% -6% 2,4% 50% 49% 2,1% 2,1% 1,9% 1,9% 1,6% 1,4% -5% 0,0% 48% 0,5% -4% -0,2% -4,3% -4,3% 46% -2,7% -2,7% -2,6% -2,0% -0,9% -2,2% -3% 44% 44% -4,5% -2% -4,0% -0,8% -0,7% 42% 41% -1% -5,4% -6,0% 40% 0% 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Source: Eurostat Source: Eurostat Public Debt General Government balance Slovakia Euro Area 31/12/2018 31/12/2018

Government debt to GDP • Slovak economy belongs to best performing 140%

economies in the area 120%

• Key GDP growth driver was real households 100% 86% consumption supported by beneficial labour 80%

market development 60% 49%

• Low government indebtedness vs. EU average 40% • Constitutional fiscal responsibility law prohibits 20%

government debt to grow above 50% of GDP 0%

UK

Italy

Spain

Malta

Latvia

France

Cyprus

Poland

Ireland

Austria

Croatia

Finland

Estonia

Sweden

Belgium

Bulgaria

Slovakia

Slovenia

Hungary

Portugal

Romania

Denmark Germany

• Slovakia overall in a very good shape Lithuania

EuroArea

Czech Rep. Czech

Netherlands Luxembourg Source: Eurostat 31/03/2019

8 Slovak Republic ... export-oriented economy, low government bond yields

Slovak Export by Countries 10Y Government bond yield

6,0%

5,0% Germany Czech Rep 15% 4,0% 22% France 3,0% 14% Italy 12% Austria 2,0% 5% 1,0% 6% 8% UK 6% 6% 6% Rest EU 0,0% Other Non EU 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 -1,0% 31/12/2018 Source: Eurostat Source: Bloomberg Slovakia Germany 23/08/2019

• Slovakia is open export-oriented economy • Spreads of Slovak government bonds vs. German • 86% of exports go to EU, the highest share Bunds are stable among EU members • Third lowest 10Y government bond yield • Structure of Slovak economy is similar to (-0.44%, as of 23/08/2019) in Euro zone after German one with a strong accent on industry, Germany and Netherlands mainly the automotive • In June 2018, Slovak government successfully • Germany is Slovakia’s most important trading issued a 50-year bond, as a first country in CEE partner and fifth country in Europe

9 Slovak Republic ...labour market improvement supports disposable income

Unemployment Disposable income 21% 12% (y/y, nominal)

19% 10% 17% 8% 15% 6,2% 13% 6%

11% 4% 9% 7,2% 2% 7% 5,4%

5% 0% 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Source: Eurostat Slovakia Euro Area Slovakia 31/07/2019 Source: NBS 31/12/2018

• Unemployment rate bellow Euro area Household Debt to Income 250% average • Labour market improvement supports 200% disposable income of households, which 150% 94% enables retail loan growth 100% 68%

• Despite fastest growth of Household Debt to 50% Income in EU, Slovakia still comfortably below 0% Euro area average

Source: Eurostat 31/12/2017

10 Slovak Republic ...housing price development reflects income growth and low interest rates

Property price per m2 Housing Loans to GDP 2 300 (EUR) 70% 1 849 60% 1 800 50% 41% 1 300 1 184 40% 33% 30% 800 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 20% Source: NBS Flats Houses 30/06/2019 Property price/Annual Wage 10% 11 0% 10

9

8 7,2 Source: ECB 31/12/2018

7 • Employment and disposable income growth 6

5 together with low interest rates drive 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Source: NBS 30/06/2019 property price up

Interest Rates on new housing loans • Still very high housing affordability also 8% thanks to continuous decline of mortgage 6% interest rates below Euro zone average 4% 1,7% • Although Slovak housing loans growth is for 2% years the highest in the EU, housing loans to 0% 1,5% 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 GDP remain well below Euro area average Slovakia EuroZone Source: NBS 30/06/2019 • High level of home ownership (90%)

11 Presentation topics

1. Prima banka at glance 2. Slovak Republic 3. Slovak Banking Market 4. Prima banka 5. Cover Pool 6. Covered Bonds Framework 7. Appendix

12 Slovak Banking Market ... stable, well capitalized and profitable banking sector

105% 83 • Funding of Slovak banks dominated by retail and Total Assets 80 80 (EUR bn) 76 corporate deposits 71 70 67 102% 100% 62 100% • L/D increases, however still at comfortable level 58 59 60 99% • Strong lending growth will require also other 95% 50 95% 91% 90% funding instruments; potential for covered 40 89% 90% 88% bonds as only 8% of bank funding are bonds 30 • Fastest growth of retail loans in EU, corporate 20 85% loans growing at a more moderate way 10 • Almost solely Euro denominated loans 0 80% 2012 2013 2014 2015 2016 2017 2018 1H 2019 Total Assets L/D ratio (%) Source: NBS 30/06/2019

Assets tangible and other assets and Liabilities and Equity other interbank deposits intangible assets loan provisions equity Total: EUR 82,8bn cash and banks Total: EUR 82,8bn 5,7% issued bonds 1,0% 11,0% 10,3% public deposits 2,8% 1,6% 7,9% public loans 3,2% 9,7% 28,6% other private loans 1,2% securities other private 24,4% deposits

47,0% 45,8%

retail loans retail deposits Source: NBS 30/06/2019 Source: NBS 30/06/2019

13 Slovak Banking Market ... stable, well capitalized and profitable banking sector

• Healthy economy supports improvement of NPL 12% Sector NPL Rate vs. NPL Coverage 120% levels for both households and corporates 104,1% 103,8% 10% 100% • NPL ratio for housing loans much lower than 88,3% 76,7% 76,5% 79,2% 8% 73,4% 80% average 69,2% 5,50% • 6% 5,20% 5,34% 60% Increase of NPL coverage in 2018 due to IFRS9 4,76% 4,32% • Capital well above regulatory requirements 4% 3,60% 40% 3,03% • Solid and stable profitability, albeit margin 2,84% 2% 20% pressure; compensated by higher volumes, fees, 3,0% 3,0% 3,3% 2,8% 2,3% 1,9% 1,6% 1,5% 0% 0% higher efficiency and lower risk costs 2012 2013 2014 2015 2016 2017 2018 1H 2019 Total NPL Rate NPL Coverage Mortgage NPL rate • Bank levy of 20 bp on liabilities Source: NBS 30/06/2019

1 200 Sector Profitability 12,0% Capital adequacy ratio 10,0% 1 000 10,0% 19% 8,4% 18,6% 8,1% 8,2% 8,2% 7,8% 18,2% 7,8% 7,8% 18,0% 800 750 8,0% 18% 17,7% 626 640 17,2% 17,3% 612 600 552 560 6,0% 17% 488 406 15,8% 400 4,0% 16%

15% 200 2,0%

14% 0 0,0% 2012 2013 2014 2015 2016 2017 2018 2012 2013 2014 2015 2016 2017 2018 07 2019 Source: NBS Source: NBS 31/12/2018 Net Profit (EUR mn) ROE (%) 30/06/2019

14 Slovak Banking Market ... fastest growing lending to individuals in EU, funded by sector deposits

40 40 36,7 Deposits of Individuals 36,7 Loans for Individuals 35,4 35,4 (EUR bn) (EUR bn) 35 4,2 35 33,2 31,6 4,4 31,8 6,8 6,5 29,4 30 28,2 4,1 5,8 30 5,9 27,0 5,2 5,7 25,2 25,9 4,5 24,8 3,9 25 5,1 25 3,9 22,0 2,8 3,4 11,0 3,9 11,2 19,6 4,6 11,6 20 17,9 3,8 20 12,6 3,9 4,0 13,3 4,0 3,4 13,6 15 14,2 2,8 15 14,7 26,7 2,5 25,2 22,4 10 19,7 10 17,0 17,7 18,9 14,8 15,8 12,8 14,0 5 11,3 11,6 5 9,5 7,7 8,3

0 0 2012 2013 2014 2015 2016 2017 2018 1H 2019 2012 2013 2014 2015 2016 2017 2018 1H 2019 Source: NBS Housing Loans Consumer Loans Other 30/06/2019 Source: NBS Current Accounts Term Deposits Other 30/06/2019

• Annual growth as of end of June 2019: housing • Consistently strong retail self-funding ability loans 10%, consumer loans 2% • Due to low interest rates term deposits move to • Lending growth slightly slows down due to current accounts stricter regulation (DTI, LTV restrictions, stricter • Slightly growing L/D due to fast lending growth lending standards for consumer loans, rate cap etc.) and slower increase of deposits • Despite restrictions still fastest lending growth to individuals in EU

15 Slovak Banking Market

... key players, mainly international groups & former state-owned banks

20 16 160% 18,2 Total Assets of Main Banks 14,2 Total Loans of Main Banks Total: EUR 61,9bn 18 17,2 13,6

(EUR bn) Total: EUR 82,8bn 14 (EUR bn) 140% Milióny Milióny 123% 16 112% 12 106% 120% 13,6 10,6 105% 14 98% 10 100% 12 92% 78% 10 8,7 8 80% 6,3 8 6 60% 6 4,3 4 3,4 40% 3,8 2,8 4 2 1,2 20% 2 1,4 22,0% 20,8% 16,4% 10,5% 4,6% 5,2% 21,9% 22,9% 17,1% 10,2% 4,6% 1,7% 5,5% 2,0% 0 0 0% SLSP VUB TB CSOB PRIMA PABK OTP SLSP VUB TB CSOB PRIMA PABK OTP Assets Market Share (%) Loans (brutto) Market Share (%) L/D ratio Source: NBS 30/06/2019 Source: NBS 30/06/2019

• 27 banks in total on the banking market 16 13,9 Total Deposits of Main Banks 14 (EUR bn) • Sector dominated by subsidiaries of Milióny international banking groups (SLSP - Erste, VUB - 12 11,6 11,5 Total: EUR 60,8bn

Intesa SanPaolo, TB - Raiffeisen, ČSOB - KBC) 10

• SLSP, VUB and CSOB operated as state owned 8 6,0 banks before 1989, privatized in 1999-2001 6

• TB established in 1990 as first private bank and 3,6 4 3,2 quickly grew up 2 1,1 • Prima banka consistently gaining share over the 22,9% 19,0% 18,9% 9,9% 5,3% 6,0% 1,8% 0 last few years, mainly in retail SLSP VUB TB CSOB PRIMA PABK OTP Deposits Market Share (%) Source: NBS 30/06/2019

SLSP - Slovenská Sporiteľňa ,VUB - Všeobecná úverová banka, TB - Tatra banka, CSOB - Československá obchodná banka, PABK - Poštová banka. OTP - OTP Banka Slovensko, a.s. 16 Presentation topics

1. Prima banka at glance 2. Slovak Republic 3. Slovak Banking Market 4. Prima banka 5. Cover Pool 6. Covered Bonds Framework 7. Appendix

17 Prima banka at a glance … fastest growth on fastest growing retail lending market in EU

30.06.2019 (EUR) Total Assets 3 794mn #1 Fastest growing retail bank #1 Housing Loans growth Net profit 22mn (2018, 10mn 30.6.2019) CET 1 16.7% #1 Main Bank Customers growth Total CAD 17.8% #1 Municipalities NPL ratio 3.8% #3 Branch & ATM network NPL coverage 132% #1 Mobile banking application Retail loans 2 700mn; YoY+27% #1 Customer Satisfaction Mortgages 2 471mn; YoY +30% #1 Communication Awareness Branches/ATMs: 124/312 #4 Spontaneous Brand Awareness Employees: 863 Ownership: 99.3% Penta Investments

Central European private equity group Penta acquired the Bank in 2011 from Dexia. Since then the Bank executing new strategy with focus on retail, simplicity & efficiency and also branch & ATM coverage.

Source in Appendix, Retail Loans in this context mean Loans to Individuals 18 Long-Term Plan & Strategy ...clear direction, consistency, execution, grow value

• Consistent execution of a long-term strategy is • Core client base: individual driven by simplicity, transparency and clients, self-employed, small attractiveness of the products and services as and medium enterprises and well as the swiftness and simplicity of related municipalities (2000+ out of 2900) processes • Prima banka significantly strengthened its • Accessibility through country-wide branch and position since 2012 mainly in retail banking, in ATM network, together with strong online which it is the fastest growing bank over the channels to support successful growth period

19 Loans to Individuals - consistent strong growth …mortgages, consumer loans, refinancing, speed, simplicity, quality

2 700 2 415 + 577 + 2 016 399 +27%

+478 +20%

1 196 + 980 + 342

733 + 216 +29%

500 247 +233 +22% 340 +160 +34% +47%

+47% 2012 2013 2014 2015 2016 2017 2018 1H 2019 Fastest growing retail bank

EUR mn, YoY organic growth, acquisition of Sberbank in 2017, portfolio of EUR 478mn as of 31.12.2017 20 Overall well balanced business structure …strong focus on healthy and sustainable long-term growth

3 426 Main Bank 225 tsd. clients 3 231 +442 Strongest growth 2 700 +119 +15% 577 2 292 +4%

+27% +141

+4%

Market share Market share Market share Market share 5,5% 7,4% 6,2% 5,3%

Total Individuals Individuals Total Loans Loans Deposits Deposits

Fastest growing retail bank

EUR mn as of 30.06.2019; Market shares: NBS, Number of main bank clients: Retail Banking Monitor by Go4insight (former GfK) December 2018 21 Main Bank Customers… …shares rather stable, Prima banka strengthening long-term the most

Main Bank Main Bank Branches ATMs Share Clients(tsd) 29,6% 1 310 241 635 19,1% 840 155 527 11,8% 520 90 270 9,0% 400 50 188 7,1% 310 106 267 5,1% 225 124 312 3,7% 160 56 145 1,8% 80 58 152 1,0% 40 65 65 Total 88,2% 3 885 945 2 561  Population age 15-79 years 4,4 mil., 94% use banks  Banks closing branches to reduce cost, mainly the bigger ones  Prima banka with overall more efficient branch operating model  Prima banka already well ahead of smaller players

Retail Banking Monitor 2018, Go4Insight (former GfK), retail branch and ATM locations based on websites of the banks September 2019; Poštová using also approx. 1.500 post offices 22 Branch network & Online channels… …building a strong competitive advantage

• Branches still critical for customer acquisition, growing role of direct channels, mainly mobile • Customers using both branches & online channels being the biggest customer group • Prima banka with 3rd largest retail branch and ATM network + one of three banks with branch in each of 79 Slovak districts • Strong branch & ATM expansion since 2012 • Leading Mobile banking application

Retail Banking Monitor 2018, Go4Insight (former GfK), Customer Rating at Google Play June 2018 23 Brand awareness & Customer satisfaction …building a strong competitive advantage

• Need to be known to be considered • Positive referrals supporting new customer • Strongest brand awareness growth acquisition • Not far behind the TOP 3 banks, well ahead of a • Highest customer satisfaction and loyalty number of longer established bank brands among the largest banks in the Slovak market • Highest Communication awareness in 2018 over the last few years • Highest Customers perception in - „Bank is • Strong customer focus of the whole organization growing and opens new branches and ATMs“ a strategic priority to drive further organic • Highest Customer perception for Mortgage and growth Mortgage Refinancing value • Fairness & transparency a key part of the effort

2muse report 6/2019, TNS Kantar 2018 24 Balance sheet structure …Healthy and well balanced, consistently improving, growing retail share

Assets structure Liabilities structure (EUR mn) (EUR mn) 4 000 3 794 4 000 3 794 3 600 3 600 249 3 500 338 3 500 306 327 361 299 3 000 429 3 000 372

2 500 2 500

2 000 2 000 2 483 2 758 2 410 1 500 2 484 1 500

1 000 1 000

500 500 449 141 138 306 0 200 231 0 131 156 2018 1H 2019 2018 1H 2019 Cash and banks Loans to municipalities Retail loans Due to banks Municipal deposits Retail deposits Non-retail loans Securities Other assets Non-retail deposits Other liabilities Equity 30/06/2019 30/06/2019

4 000 Total assets 3 794 3 553 3 600 • Prima banka holds market share of 5.5% in loans (EUR mn) 3 500 1 094 and 5.3% in deposits, higher share in retail 3 000 1 186 • 1 537 Healthy funding profile, predominantly 2 500 2 150 customer deposits (94% of liabilities) 2 037 1 979 1 912 2 000 1 900 • More than 70% of the deposits from retail, which 954 1 500 1 057 is granular, stable and consistently growing 1 180 2 700 1 639 1 401 2 415 1 000 2 016 • Building a healthy and long-term sustainable

1 196 500 980 business and balance sheet structure, focus on 733 340 500 0 lower-risk assets 2012 2013 2014 2015 2016 2017* 2018 1H 2019 30/06/2019 * Total assets of Sberbank as of 31/7/2017: 1 369m EUR (source: Closing Financial Statements of Sberbank Slovensko, a.s. as of 31/7/2017) 25 Organic growth supported by acquisition …improving structure, growing share of retail

Gross customer loans Customer deposits (EUR mn) (EUR mn) 3 426 3 500 3 500 3 227 3 231 3 080 3 088 2 972 3 000 726 3 000 813 939 888 892 2 500 956 2 500

2 000 2 000 1 858 1 726 1 682 1 581 1 518 1 469 1 466 537 1 500 1 346 1 380 1 500 1 294 530 508 601 2 700 2 415 521 499 436 2 196 2 292 1 000 648 2 016 2 192 846 1 000 954 1 196 1 175 1 322 500 980 500 948 1 019 1 031 733 500 340 0 0 2012 2013 2014 2015 2016 2017 2018 1H 2019 2012 2013 2014 2015 2016 2017 2018 1H 2019

Individual Loans Other Loans 30/06/2019 Individual Deposits Other Deposits 30/06/2019

• Long-term organic growth with significantly • Improving overall structure and mix step by step improving structure and the mix • Building balances through main bank customer • Growing share of retail lending, focus on quality relationships and active banking and lower risk to support long-term sustainability • No interest in interest rate tourists inherited • Mortgages the biggest share, contribute to originally from Dexia and also Sberbank building long-term customer relationships • Very good mix of current accunts and mid-term • Other lower risk areas include e.g. municipalities deposits or flat owners associations • Growth supported also by Sberbank acquisition 26 Improving NPL ratio & strong coverage … clean-up of inherited NPLs, business model generating low NPL levels

NPL ratio NPL ratio individuals 250 241 14% 13,1% 12,9% (EUR mn) 60 (EUR mn) 5% 4,3% 4,4% 51 12% 4,3% 49 5% 50 47 200 3,9% 173 170 10% 3,7% 4% 4,2% 4,0% 8,1% 40 3,4% 150 141 3,2% 3,2% 20 4% 131 8% 3,0% 117 2,9% 30 28 3% 5,6% 5,9% 25 31 2,6% 6% 22 100 5,0% 4,4% 2,4% 5,5% 102 74 28 3% 5,2% 5,3% 61 20 2,0% 4,8% 3,8% 4% 15 77 80 4,3% 3,4% 1,8% 2% 50 3,6% 3,0% 2,8% 2,8% 2% 10 56 56 2%

0 0% 0 1% 2012 2013 2014 2015 2016 2017 2018 1H 2019 1H 2019* 2012 2013 2014 2015 2016 2017 2018 1H 2019 NPL NPL ex-Sberbank NPL Spolu NPL ratio NPL ratio - market NPL NPL ex-Sberbank NPL ratio NPL ratio - market Source: NBS, PB 30/06/2019 Source: NBS, PB 30/06/2019

• Higher level of NPLs due to the inherited NPLs NPL coverage 300 (EUR mn) 129% 132% 140% 123% from Sberbank and Dexia, mainly corporate 113% 120% 250 103% 241 104% 104% • NPL ratio for the portfolio originated by Prima 96% 91% 204 100% 200 84% 84% 104% 173 banka business model low and well below 170 73% 173 166 69% 168 155 141 80% market levels 150 79% 88% 131 117 60% 102 90 100 77 79 86 • Retail NPL ratio also significantly below market 80 40%

• NPL coverage consistently higher vs. market 50 20%

• Business model and lower risk lending generates 0 0% 2012 2013 2014 2015 2016 2017 2018 1H 2019 1H 2019* lower NPLs, conservative approach to loss NPL Risk Provisions NPL coverage NPL coverage - market provisioning, focus on sustainability Source: NBS, PB 30/06/2019

1H 2019* - incl. post balance-sheet event : write-off of non-performing loan of corporate client of ex-Sberbank in amount 13,8m EUR 27 Growing result, strong capital ratios ...good base for further growth

Net result • Continuously growing result, retained in capital, 24 (EUR mn) 22,0

no dividends paid out over the period 19 • Substantial cushion of 400 bp above Tier 1 14,9 14 requirements 10,5 9,9 9 • RWA remain at stable level due to very low 5,0 4 defaults on new loans and reduction in NPLs 0,5 0,0% 109% 43% 47% 7% • Strong loan growth concentrated in low risk -1 -6 weighted retail mortgages (35% RW, Standardised (5,6) (8,3) Approach for CAD) which reduces the burden of -11 2012 2013 2014 2015 2016 2017* 2018 1H 2019 assets growth on capital adequacy 30/06/2019

Capital requirements Tier 1 and Capital adequacy ratio Buffer Actual 20% Actual Actual 17,81% Buffer 3,16% Buffer 16,66% 16,66% 17,81% 4,01% Tier2R 18% 17,33% 5,51% 2,00% AT1R 16,44% 16,33% 1,50%

16% 16,66% 14,42% 14,43% 16,19% CBR+P2R 13,65% 15,29% 6,65% 14% Tier1R 12,80% CET1R 12,65% 11,15% 12% P1R 12,18% 12,26% 11,74% 4,50% 11,02% 11,30% 10% 2012 2013 2014 2015 2016 2017 2018 1H 2019 CET1 Tier 1 Total Capital 30/06/2019 P1R - Pillar 1 requirement P2R - SREP Pillar 2 Requirement CBR - Combined buffer requirement Tier 1 Capital adequacy ratio AT1 R - Additional Tier1 requirement 30/06/2019

28 Housing Loans a key growth driver ...fastest growing Prima banka now a key market player

SK Housing Loans 35% SK Housing Loans Market Shares 30 (EUR bn) 26,7 12% 30% 28,6% 25,2 25 22,4 23,9% 9,3% 10% 25% 19,7 20 17,0 8% 20% 14,8 15,6% 15 12,8 24,3 23,0 6% 15% 13,2% 11,3 20,7 10 18,7 9,3% 16,2 4% 10% 14,2 12,4 5,7% 11,1 5 2% 5% 1,9% 0,9% 1,8 2,2 2,5 0 0,2 0,4 0,6 0,8 1,0 0% 0% 2012 2013 2014 2015 2016 2017 2018 1H 2019 SLSP VUB TB CSOB PRIMA UNICR OTP PABK Source: NBS Prima banka Other banks Market share Prima 30/06/2019 Source: NBS 30/06/2019 7% • Slovak housing loans growing the fastest in EU, SK Housing Loans Interest Rates driven by strong competition and low rates 6% 4,9% • Prima banka clearly the fastest growing player, 5% 4,4% while sticking to high underwriting standards 3,8% 4% (stricter than market ones and also regulatory 4,2% 3,2% 3,6% 3% requirements) reflected then in well below 2,2% 2,7% 2,0% 1,7% market NPL levels 2% 2,3% 1,6% • NBS restrictions slowed down market growth to 1,8% 1,7% 1% 1,4% 1,4% 10%, however potential for refinancing where 0% Prima banka is a leading bank still there 2012 2013 2014 2015 2016 2017 2018 1H 2019 Source: NBS Outstanding Loans New Loans 30/06/2019

Source: NBS, banks only, does not include building saving banks 29 Housing loans a key growth driver …speed, simplicity, transparency, focus on quality and sustainability

Attractive conditions enabled by efficient process & lower losses

• Market leadership in refinancing of mortgage loans from other banks and also standard process very fast and simple, being a key competitive advantage • Focus on diversification, no hunt for big ticket mortgages which represent higher risk, number of customers strategically more important then pure volumes • Going for acceptable risk, easy to prove income and simple purpose, limiting or avoiding more complex or risky income structures and purposes e.g construction • Same rate for everybody, making the sales much easier and more transparent • This enables significant process simplification and automation, each banker can sell a mortgage, no need for specialists only, mortgage easy to sell & easy to buy • Underwriting standards consistently stricter vs. market, also quality requirements for bankers and external partners tougher compared to market standards

30 Presentation topics

1. Prima banka at glance 2. Slovak Republic 3. Slovak Banking Market 4. Prima banka 5. Cover Pool 6. Covered Bonds Framework 7. Appendix

31 Cover Pool Overview …100% residential mortgages for individuals, new Covered Bond Program

Cover Pool Structure Covered Bonds (expected)

Total cover pool volume (EUR mn) 1 406 Total Volume of issues (EUR mn) 500 Residential loan balance (EUR mn) 1 406 Total Volume in program (EUR mn) 1 500 Substitution assets (EUR mn) 0,0 Number of issues 1 Number of loans 35 953 Issue frequency 12-24 months Number of borrowers 33 127 WAL expected CBs 7-10 years Currency 100% EUR Committed OC --* WA indexed LTV 57,5% Over-collateralization 181,1% WA seasoning (years) 2,2 Covered Bonds Rating (Moody's) (P)Aaa WA remaining term (years) 21,1 Maturity type Soft Bullet 90+ days in arrears loans excluded 0% Currency distribution 100% EUR Interest type 100% Fix Listings LuxSE Principal payment type 100% Annuity * 5% legal minimum applies

• Cover assets comprise of household housing • All existing mortgage bonds kept separately, not loans only transferred into new covered bonds register • Cover pool consists purely from Prima banka • Old mortgage bonds are in negligible amount of housing loans, inherited ex-Sberbank housing EUR 1.5 mn and maturity in 2021 loans are not and will not be included • Issuer rating unpublished

32 Cover Pool Overview …Structure of Cover Pool as per 31.7.2019

Distribution by Remaining Term (volume) Distribution by Seasoning (volume) 1%

7% 10% <0-12M> 12% 34% <0-5Y> (12-24M> 37% (5-10Y> 19% (24-36M> (10-15Y> (15-20Y> (36-60M> 19% (20-25Y> >60M (25-30Y> 12%

27% 23%

Distribution by Volume (volume) Distribution by LTV (volume)

4% (0 - 25k €> 7% 14% (25k € - 50k €> 19% <00_40> (50k € - 75k €> 31% 16% (40_50> (75k € - 100k €> (50_60> (100k € - 125k €> 13% (60_70> 33% (125k € - 150k €> (70_80>

27% 16% 21%

33 Cover Pool Overview … Country-wide network reflected in homogenous regional distribution

Regional Distribution (volume) Regional Distribution (number of loans)

12% 14% 13% 20% Bratislava Bratislava Trnava Trnava 12% 9% Nitra 12% Nitra Trenčín Trenčín 10% Žilina Žilina 9% 13% Banská Bystrica 11% Banská Bystrica Košice 12% Košice Prešov 16% 11% Prešov 10% 18%

Distribution by Loan Purpose (volume) Liabilities structure before and after expected Covered Bonds issue 100% 8,9% 7,9% 4% 90% 9% 7,9% 11,6% 80% 28% Purchase 7,0% 70% Remortgage 60%

Renovation 50% 65,5% 57,8% Construction 40% 30% Other 20% Equity release 10% 11,8% 10,4% 59% 0% 4,1% 3,6% Current After CB issue Due to banks Municipal deposits Retail deposits Non-retail deposits Issued Covered Bonds Other liabilities Equity Simulation on data as of 30.06.2019 34 Cover Pool Overview ... Cover Pool and Covered Bonds comparison on Slovak market

data as of June 2019 Prima SLSP VUB TB Cover Pool Comparison Total cover pool volume (mn EUR) 1 406 3 261 3 519 1 210 Residential loan balance (mn EUR) 1 406 3 151 3 452 1 157 Liquidity buffer (liquid assets, mn EUR) 0 110 67 53 Number of loans 35 953 78 877 88 209 25 309 Number of borrowers 33 127 71 765 69 196 24 915 Avg loan amount (EUR) 39 093 39 951 39 129 45 711 Currency 100% EUR 100% EUR 100% EUR 100% EUR Avg LTV (%) 57,5 51,2 58,9 51,4 Avg seasoning (years) 2,2 3,6 3,4 4,7 Avg remaining term (years) 21,1 20,2 21,1 19,8 Interest type 100% Fix 100% Fix 100% Fix 79% Fix, 21% Floating

Cover Bonds Comparison (expected) Total volume of issues (EUR mn) 500 1 870 3 137 824 Total volume in programme (EUR mn) 1 500 5 000 5 000 3 000 Number of issues 1 55 30 10 WAL of outstanding CBs (years) 7,0 - 10,0 4,7 5,8 4 Over-collateralisation 181,1% 74,4% 12,2% 46,6% Committed over-collateralisation -- 1 7,5% -- 1 -- 1 Covered bond rating (P)Aaa Aaa Aa2 Aaa Rating agency Moody's Moody's Moody's Moody's Currency distribution 100% EUR 100% EUR 100% EUR 100% EUR Interest type 100% Fix 97.3% Fix 100% Fix 64% Fix, 36% Floating Maturity type Soft bullet2 Soft bullet Soft bullet Soft bullet (before 2018 hard bullet) (before 2018 hard bullet) (before 2018 hard bullet) Moody's Rating Ratios Collateral Score 7,8% 7,2% 6,3% 9,1% Collateral Risk 5,2% 4,8% 4,2% 6,1% Market Risk 21,2% 22,1% 31,3% 27,9% Required over-collateralisation 29,0% 19,5% 0,0% 34,0% TPI Probable Improbable Improbable Improbable TPI leeway Unpublished 1 2 0

1 5% legal minimum applies 2 All Slovak covered bonds issued before 2018 are hard bullets. Prima banka has not added those old bonds to its programme.

Source: Commerzbank research 35 Presentation topics

1. Prima banka at glance 2. Slovak Republic 3. Slovak Banking Market 4. Prima banka 5. Cover Pool 6. Covered Bonds Framework 7. Appendix

36 Covered Bonds Framework ...new legislation as of 1.1.2018

Regulated by the Slovak Banking Act since 1.1.2018 Base Assets – new instrument in Slovak legislation • At least 90 % of the cover pool • Requirements regarding the cover pool • Residential mortgage loans provided to consumers1 • Roles and responsibilities of the covered bond • Residential mortgage loans secured by manager and his deputy mortgaged property located in Slovakia • Requirements for obtaining permission of the • LTV max. 80 % National bank of Slovakia to perform activities • Max. maturity of 30 years related to the covered bond program Substitute Assets • Stress testing (at least once a year) • Max. 10 % of the cover pool • Reporting to the National bank of Slovakia (both • Cash or deposits with NBS, ECB, EU member by bank and by the covered bond manager) state central bank, government bonds in line with CRR • Over-collateralization of min. 5 % Liquid Assets • Transfer of the whole covered bonds program • Required to cover the maximum liquidity gap possible within the CB program over next 180 days • Special supervision of NBS • Tier 1 and Tier 2A assets2 • Compliant with most requirements of the • Value of liquid assets is part of coverage ratio harmonized EU directive Hedging Derivatives • To mitigate currency or interest risk of CB

1 Regulated by separate acts and notices ; 2Articles 10 and 11 of Regulation (EU) 2015/61 37 Covered Bonds Framework ...Insolvency Regime

• New rules set in the Insolvency Act Cascade of steps - without strict timeline: • The mortgaged property registered in the • Soft bullet structure - maturity can be extended cover pool is not part of the bankruptcy by max 12/24 months in case of transfer general estate • Transfer of whole CB program – is expected to be used mostly in special circumstances where • No automatic acceleration the bank issuing CBs is subject to involuntary • Dual recourse: covered bonds holders have administration or bankruptcy proceedings recourse against both • Sale of individual assets (loans) to satisfy • Covered bonds estate and covered bonds claims • General estate of the Issuer • Failing all above, ceasing of operation and acceleration of covered bonds and mortgage • General insolvency administrator operates the loans covered bonds program under NBS supervision • Involuntary administration or trustee • Testing with due care whether operation will not • The trustee operates the CB program damage Covered Bonds Holders (compared separately from the general estate of the with liquidation scenario) Issuer • The trustee considers the level of satisfaction of the CB holder in all scenarios and acts with due professional care for the benefit of all CB holders

38 Covered Bonds Framework ...Additional Regulation

Bond Act Regulatory overview • Basic legal regulation of bonds • The covered bond rating matters from • Does not contain special regulation of covered regulatory perspective bonds • Regulatory implications of different rating levels Securities Act for a typical Slovak EUR covered bond benchmark backed by mortgages • Basic legal regulation of securities (all types of securities, not just bonds) • Slovak covered bonds tick the same boxes as those in more established jurisdictions • Security is a value-for-money record in a statutory form with which certain rights are linked, in particular, the right to claim certain property or to exercise certain rights against designated persons / subjects • Contains regulation on securities contracts • Contains legislation on securing obligations by securities

39 Covered Bonds Framework ...Regulatory Overview

UCITS CRR stand. LCR ECB Solvency II EEA CBPP3 OECD Art. 52(4) Risk weight level repo Slovak CB Triple A  10%  1(B)     Double A  10%  1(B)     Single A  20% x 2A    

Foreign CB GER, FRA, NED  10%  1(B)     POL, NOR  10%  1(B)   x  CAN x 20% x 2A  x x  AUS, NZD x 20% x 2A x x x  SGP x 20% x 2A x x x x

40 Covered Bonds Framework ...Across Europe

Slovakia Austria Germany France Hypothekarisch Hypothekenpfandbriefe OHs Issuer Universal credit institution Universal credit institution Universal credit institution Special credit institution (SFH) Ordinary cover assets Residential mortgage loans Mortgage loans Mortgage loans Residential mortgage loans EEA, Switzerland, USA, EEA and other top rated Geographical scope Slovakia EEA, Switzerland Canada, Japan, Australia, countries New Zealand, Singapore 80% based on market value; Max LTV 80% 60% 60% 100% state-guaranteed RE loans Limit for substitute cover 15% of the amount of Up to 20% of Covered Up to 15% of Covered Bonds Up to 10% of the cover pool assets issued bonds Bonds outstanding volume outstanding volume

Hard bullet, but recently Most OHs have been issued Maturity structure Soft bullet Hard bullet also soft bullet with soft bullet structure

Issuer to cover the max; „Natural“ matching – Max. liquidity gap over the 180 day liquidity coverage; use liquidity gap over the next Mitigation of risks hedging derivatives might next 180 day must be of derivative hedging 180 day; hedging derivatives be registered in the pool covered; HD possible instruments (HD) possible 2% on NPV and 2% on Overcollateralization Min. 5% 2% on normal basis 5% on nominal basis stressed NPV basis Independent cover pool Yes Yes Yes Yes monitor Art. 52 (4) UCITS Yes Yes Yes Yes compliant Art. 129 CRR compliant Yes Yes Yes Yes

41 Presentation topics

1. Prima banka at glance 2. Slovak Republic 3. Slovak Banking Market 4. Prima banka 5. Cover Pool 6. Covered Bonds Framework 7. Appendix

42 Prima banka … central european private equity group as a major shareholder

Shareholder structure 20.08.2019 Ultimate Beneficial Owners Ownership: 99.31% Penta Investment • Have a direct or indirect holding of at least 25% 0.43% Municipalities (92) of the voting rights 0.17% Physical Persons (92) • Have the right to at least 25% of the economic 0.09% Other Legal entities (6) profit • Ultimate holding and control by two natural Penta Investments persons based in Slovakia and Czech Republic Group Limited (Jersey) 100%

Penta Investments Jaroslav Marek Limited (Jersey) Haščák Dospiva

99,995% 100% 100% Penta Investments Bonefeld Adiele Limited () Holdings Holdings Limited Limited 99,31% (26% - 50%) (26% - 50%) Prima banka Penta Investments Group Limited Slovensko, a.s. (Jersey)

https://rpvs.gov.sk/rpvs/Partner/Partner/Detail/14712 43 Sources, additional info & contacts

• Prima banka financials: Financial Statements 2012 – 2019, Annual Reports 2012 – 2018 • Slovak market and Slovak Banks financials and market shares: NBS • Prima banka number of retail branches and ATMs: www.primabanka.sk , Sep 2019 • Slovak banks number of retail branch and ATM locations: websites of the respective banks, Sep 2019 • Customer rating of Mobile application: Google Play Customer Rating, June 2019 • Customer Satisfaction: Kantar Slovakia, s.r.o., Exclusive phone survey, December 2018. Demand is in line with GDPR rules. Prima banka's clients are queried from the database and competitors' clients are random • Brand and Communication awareness: 2muse, s.r.o., Marcom - continuous measurement of communication performance and bank brands, December 2018 • Number of Main bank clients: Major bank shares are based on Retail Banking Monitor (RBM) conducted by Go4insight s.r.o. (former GfK) annually on a sample of 6,000 respondents in 6 waves representative of the population of Slovakia aged 15-79 years, December 2018

• For further information: https://www.primabanka.sk//o-banke/pre-investorov/pre-investorov?loc=en • Contact: Renáta Andries, [email protected], +421 903 381333

44 Prima banka: Presenters

Jan Rollo - Chairman of the Board, CEO

Prior to joining Prima banka in 2011, he was the chairman of the board of directors and CEO of Slovenská sporiteľňa, the largest Slovak bank. He worked for a decade before that at the Czech-based GE Money Bank as the director of corporate banking and later as the director of retail banking and a member of the bank’s board of directors. He has worked in the banking industry since 1994 and was responsible for relationships with key customers, marketing and electronic banking at Bank Austria, and then led the product management department and was involved in managing the small and medium enterprise division at Citibank. He worked for the Delegation of the European Union in Prague and as a specialist in the AI department of the IT division of Swissair in Switzerland before joining the banking sector.

Renata Andries – Member of the Board, CFO

Her career in the banking industry began in 1996 and she was responsible for finances and taxes for the Erste Group over the past 12 years. She joined Prima banka in 2014 from the largest bank in Romania, Banka Comerciala Romana (BCR), where she was the director of the accounting and taxes division. Previously, she held key managerial positions at largest Slovak bank Slovenská sporiteľňa , Česká sporitelna and at Erste Group head office in Austria. Over this period, she was responsible for group and local projects, including the centralization of accounting, SAP system implementation and the establishment of a shared services center for accounting. Prior to joining the Erste Group, she worked for Hypo Vereinsbank in Slovakia and was responsible for accounting.

45 Disclaimer

The information and the opinions in this presentation have been prepared by Prima banka Slovensko, a.s. (Prima banka) solely for general information purposes in connection with a proposed offering of covered notes issued by Prima banka (the Notes). This presentation and its contents are intended for information purposes only and may not be reproduced in any form or further distributed to any other person or published, in whole or in part, for any purpose. Failure to comply with this restriction may constitute a violation of applicable securities laws. Penta Investments Limited or other members of Penta Group have not prepared or approved this document and have no liability in connection with this document or information therein or the Notes.

This presentation shall not constitute an offer to sell, or the solicitation of an offer to purchase or otherwise acquire the Notes or to enter into any legally binding relationship with Prima banka. This presentation is not for distribution, nor does it constitute an offer of securities in any jurisdiction or an inducement to enter into investment activity or any advice or recommendation with respect to the Notes. Specifically, the Notes have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the US Securities Act), or the securities laws of any state of the United States or other jurisdiction. The Notes may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of U.S. Persons (as defined in Regulation S under the US Securities Act) except pursuant to an exemption from, or in a transaction not subject to, the registration requirement of the USD Securities Act.

This presentation is being directed only at persons having professional experience in matters relating to investments in financial instruments. This presentation is not for distribution to retail customers (non-professional clients).

Any investment decision concerning the Notes should be made only on the basis of evaluation by each prospective investor of the base prospectus, all financial and other information incorporated therein by reference, supplements to the base prospectus (if any) and relevant final terms of the Notes, each as published on the website of Prima banka: www.primabanka.sk.

Some information in this presentation has been obtained or is based on the publicly available sources. Information has been reproduced carefully, but has not been independently reviewed and Prima banka cannot guarantee accuracy, adequacy, correctness or completeness of such information. Accordingly, undue reliance should not be placed on any such information contained in this presentation. All information and opinions contained in this presentation are provided as at the date of this presentation and are subject to change without notice.

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