Assets & Liabilities of ATEbank. 30 July 2012

Transcription

1 Transfer of Selected Assets & Liabilities of ATEbank to Piraeus Bank 30 July 2012

2 Piraeus and ATE Joining Forces 2 1. Two highly recognisable banking brand names in Greece, Piraeus & ATE, are joining forces 2. Supplementary financial services model, targeting collateralised SME loans, mortgage loan segment and agricultural sector 3. 2 nd largest Greek banking Group in terms of assets ( 74 bn), c.1,230 branches, c.17,000 employees, presence in 10 countries 4. Wide and loyal customer base; significant cross sell potential 5. Nationwide network of branches, ATMs, payment machines, advanced e banking platforms 6. Employees: high level of higher education (67% Piraeus / 62% ATE), strong experience & specialized banking knowledge Efficient branch model in Greece: 7 people per branch (Piraeus) / 8 people per branch (ATE) on average 7. Improved funding profile: pro forma Group L/D at 124% (118% in Greece); low cost deposits at 43% of pro forma deposits 8. More than 25% of pro forma loans are mortgage loans, enhancing collateralisation level of loan portfolio 9. Pro forma NPLs ratio at 13%; coverage at 56%; cumulative provisions over loans at 74% 7.4%

3 Transaction Overview 3 ATEbank Transferred Assets* & Liabilities Selected Net Loans 10.6bn Other Assets 4.2bn Total Assets 14.7bn Customer Deposits 14.3bn Other Liabilities 7.1bn Total Liabilities 21.4bn Overview Piraeus Bank acquires selected healthy ATEbank assets and liabilities: ATEbank branch network, premises and trademarks ATE Insurance SA ATE Mutual Funds SA ATEbank Romania 1 branch in Germany All of ATEbank employees will be transferred to Piraeus Bank Pro forma Piraeus Group BalanceSheet Piraeus Assets 52.1bn ATEbank Assets 14.7bn HFSF Funding & Capital l 7.2bn Total Assets 74.0bn Piraeus Liabilities 49.1bn Piraeus Equity 3.0bn ATEbank Liabilities 21.4bn New Equity 0.5bn Total Liabilities 74.0bn Employees c. 17,000 Branches c. 1,230 Piraeus data as at Mar 12 (incl. HFSF advance of 4.7bn) * not including assets of ATE Insurance, ATE M/Fs SA & ATEbank Romania HFSF provides the associated cash to cover the funding gap and the necessary equity to maintain capital adequacy ratio above 8% Piraeus Bank pays 95 million in cash consideration Transaction has been approved by the Hellenic Financial Stability Fund (HFSF) and the Bank of Greece (BoG), as well as the EC DG Competition According to the provisions of Law 3601/07, the transaction has been agreed based on pro forma financial data as of July 27 th 12 The final closing is subject to a due diligence process that will be carried out by an auditor(s) appointed by the Bank of Greece and any valuation differences will be adjusted through the funding gap cash injection made by the HFSF Lazard Frères acted as financial advisor to Piraeus for the transaction

4 Strategic Rationale 4 1 Significantly Improves Market Position in Greece Largest branch network in Greece Leading positions in key product segments Combination of two long standing and well recognised franchises Pro forma Deposits Market Share 19% (a) Pro forma Loans Market Share 16% (b) #2 in Greece #2 in Greece 2 Substantial Costs, Funding & Revenues Synergies Estimated 155mn fully realized after tax synergies after a 3 year period (mid 2012 mid 2015) material iladministrative i i cost savings lower funding costs through improved deposit mix revenue synergies exploiting opportunities, such as cross selling to ATEbank customers Costs Synergies 94mn Funding & Revenue Synergies 61mn 3 Significant Value Creation Contribution of ATEbank selected healthy part has positive impact on pro forma future profitability of new Group ATEbank s selected transferred part deposit overhang improves new Group s funding profile Standalone L/D (Mar 12) Pro forma Group L/D (Mar 12) 158% 124% 4 Diversification Benefits and Opportunities Improved deposit mix Rebalanced Greek loan book, with enhanced mortgage loans contribution Introduction of Piraeus best practices to broaden client base Savings Deposits as % of Pro forma Deposits 28% Mortgages as % of Pro forma Net Loans 28% a Data as of 31 March 2012 b Piraeus as of 31 March ATEbank perimeter transferred gross loans ( 11.3bn)

5 1 Bank, 2 Brand Names in Greece 5 In Greece, the Bank will operate under both established brand names: Piraeus Bank and ATEbank 328 branches 690 ATMs (a) 468 branches 907 ATMs (b) 2.6 million customers (a) 2.0 million customers (b) 1916: Piraeus Bank is established 1918: the Bank s shares are listed on Athens Stock Exchange 1963: the Bank is integrated into Emporiki Bank Group, under which it came under state control in : Piraeus Bank is privatised 2000: unique 3 way merger, i.e. Piraeus Bank, MacedoniaThrace and Xios Piraeus Bank effectively formed through 14 acquisitions in the past 15 years, while it expanded in a number of countries outside Greece, with emphasis on promising markets in Southeastern Europe 1929: Agricultural Bank of Greece is founded as an non profit organisation, providing credit to the agricultural sector 1991: the Bank became a societé anonyme 2000: the Bank s shares are listed on the Athens Stock Exchange : implementation of wide range reforms and structural changes and development of branch network competitiveness and productivity July 2012: Piraeus Bank absorbs the good part of ATEbank Introduction of Piraeus commercial business practices in the agricultural sector Incorporation of Piraeus expertise in the SME segment as well as Piraeus credit culture to manage ATEbank loan portfolio Integration of winbank e banking platform with ATEbank e banking platform, providing state of the art services to customers Leverage of Piraeus knowhow in green banking to become the bank of choice for one of most promising sector of the economy, Green Business Servicing of ATEbank s customer base combining experience with customer centric approach Piraeus top customer satisfaction rate in Greece (96% in 2011) a as of 31 March 2012 b as of 30 July 2012

6 Leading Branch Network in Greece 6 Ranking by Total Branches in Greece as of 31 Dec 2011 (#) Ranking by Group Total Assets as of 31 Mar 2012 ( bn) 814 #1 104, # , ,6 402 (d) 52,1 346 (a) (b) 21,7 150 (c) 15,9 Source: Company data, HBA data for branches Notes: a ATEbank perimeter, HBA for branches b as of 31 Dec 2011 c as of 30 Sep 2011 d including HFSF capital advance of 4.7 bn

7 Second Largest Deposit Base 7 Ranking by Group Customer Deposits as of 31 Mar 2012 ( bn) 57,4 Ranking by Group Total Net Loans as of 31 Mar 2012 ( bn) 64, #2 45,4 30, #3 (#2 in Greece) 27,9 43, (a) 14.3 transferred deposits (b) 19,1 (b) 11,3 (a) 10.6 transferred loans (c) 10,9 (c) 7,7 Source: Company data Notes: a ATEbank perimeter b as of 31 Dec 2011 c as of 30 Sep 2011

8 Efficiency Potential 8 Comments Estimate for c. 194 mn in annual pre tax fully realized synergies ( 155 mn after tax) in 3 year period (mid 2012 mid 2015) material administrative cost savings and branch network optimisation lower funding costs through improved deposit pricing and mix revenue synergies from new cross selling opportunities (Piraeus cross sellsell ratio at 2.9x, ATEbank at 1.8x) Full realisation of synergies achievable given Piraeus extensive track record in successful M&A transactions andpost merger integration Integration costs expected to be ca. 134% of fully realised pre tax cost synergies (integration ti costs are incurred over 3 years after acquisition) Gross Expected Costs and Synergies 4.0% 14.4% 25.9% Funding synergies Cost savings Integration Costs Integration Costs (26) mn 33 mn 1 st Year (est.) (69) mn 2 nd Year (est.) 126 mn (64) mn 3 rd Year (est.) 194 mn Cost Savings as % of ATE Cost Base

9 Diversified Loan &Funding Profile 9 31 Mar 2012 Group data Transferred Perimeter Consumer Consumer Consumer loans loans loans 9% 9% 9% LOANS BY CUSTOMER SEGMENT Business loans 71% Residential mortgages 20% Business loans 40% Residential mortgages 51% Business loans 63% Residential mortgages 28% Total net loans to customers: 33.1bn Total net loans to customers: 10.6bn Total net loans to customers: 43.7bn Sight 8% Savings 5% Interbank 32% Sight 6% Sight 7% Savings 15% FUNDING BY TYPE Interbank 53% Term 31% Savings 35% Interbank 46% Debt securities 3% Term 27% Debt securities 2% Total funding: 46.9bn Total funding: 21.0bn Total funding: 67.9bn Term 30% Pro forma loan portfolio still be skewed towards business loans, but benefit from broader diversification, especially towards residential mortgages ΑΤΕ bank s loans to agricultural sector at 1.8 bn

10 Indicative Integration Timetable 10 August 2012 July 2013 (t + 12m) INTEGRATION PHASE Preparation Steering committee to coordinate integration project Establishment of appropriate teams with members from 2 banks to design and prepare detailed integration plan Front office integration homogenisation of products Prepare back office optimisation (e.g. IT, internal procedures etc) Coordination of marketing efforts Finalisation of consolidation & process Implementation Integration of IT infrastructure (ATE currently uses the same core IT system Profit that was used by Macedonia Thrace Bank, which was successfully merged in 2000 into Piraeus IT system) Customer and other data migration Consolidation of risk management systems, origination policies, internal audit and arrears management Merger of product factories Introduction of new organisational structure

11 Communication Disclaimer 11 Disclaimer This presentation has been prepared p solely for informational purposes. Any projections or other estimates in this presentation, including estimates of returns or performance, comments with respect to our objectives and strategies, or the results of our operations and business, are forward-looking statements based upon certain assumptions that may be wrong. These assumptions may be influenced by factors within or beyond our control, and actual results may differ materially from any estimates and projections. Factors influencing actual results include but are not limited to fluctuations in interest rates and stock indices, the effects of competition in the areas in which we operate, and changes in economic, regulatory and economic conditions. This presentation is not an offer to buy or sell or a solicitation of an offer to buy or sell any security or instrument or to participate in any trading strategy. No part of this presentation may be construed as constituting investment advice or a recommendation to enter into any transaction. No representation or warranty is given with respect to the accuracy or completeness of the information contained in this presentation, and no claim is made that any future offer to transact any securities ii will conform to any terms that may be contained herein. Before entering into any transaction, investors should determine any economic risks and benefits, as well as any legal, tax and accounting consequences of doing so, as well as their ability to assume such risks, without reliance on the information contained in this presentation. Piraeus Bank Investor Relations George Poulopoulos, CFO George Marinopoulos, Director Chryssanthi Bermpati, Senior Manager VickyDiamantopoulou Diamantopoulou, Senior Manager 4, Amerikis St., PC: , Athens Tel. : (+30 ) Fax : (+30 ) investor_relations@piraeusbank.gr Bloomberg: TPEIR GA <F8> Reuters: BOPr.AT