UBI Banca S.c.p.a.: - Reclassified balance sheet - Reclassified income statement

Transcription

1 Attachments Financial statements The UBI Banca Group: - Reclassified consolidated balance sheet - Reclassified consolidated income statement - Reclassified consolidated quarterly income statement - Reclassified consolidated income statement net of the main non recurring items - Balance sheet mandatory accounts - Income statement mandatory accounts UBI Banca S.c.p.a.: - Reclassified balance sheet - Reclassified income statement Notes to the statements The mandatory financial statements prepared on the basis of Bank of Italy Circular No. 262 of 22 nd December 2005 incorporate the balance sheet and income statement figures for the former Banca Lombarda e Piemontese Group from 1 st April 2007, the date on which the merger took effect. Pro-forma reclassified financial statements as at 30 th June 2007 have therefore been prepared which include the items relating to the former BLP Group for the full first half, in order to allow a uniform comparison of Group performance. It will be recalled that the financial statements as at and for the year ended 31 st December 2007 were also prepared in form to take account of the balance sheet and income statement items of the former BLP Group for the first three months of the year. In compliance with the international standard IFRS 3, the cost of acquisition (at the date of acquisition itself, amounting to 4,2 billion) was recognised in both the reclassified and the abbreviated mandatory half year balance sheets by allocating it to the fair value of the assets and liabilities of the merged bank, while maintaining the difference within goodwill. The reclassified income statements include, in turn, the impact of the purchase price allocation, which was negative by 44,9 million in the first half of That effect recalculated for all the previous comparison periods amounted to 43,5 million in the first half of 2007 (the amount was not recognised in the mandatory statements for the first six months of 2007, because the purchase price allocation process had not yet been completed at that time). The reclassified income statement figures to 30 th June 2007 also incorporate, on an accruals basis, the amendments to Art. 52 of the Corporate By-Laws of UBI Banca and to Art. 31 of the Corporate By-Laws of BPB, approved when the financial statements for the year ended 31 st December 2007 were approved, concerning the allocation of a share of net profit to staff pensions and social security, to be charged directly to staff expenses (+11,1 million the impact on staff costs in the first half of 2007). Following the partial disposal of UBI Assicurazioni Vita (50% of the share capital + 1 share), concluded on 18 th June 2008, which meant that the consolidation method was changed from full consolidation to consolidation by the equity method, further changes were made to the reclassified income statements for the first half of 2007 and for the full year 2007 in order to back-date the new consolidation criterion to 1 st January This, however, did not affect the final net results. In order to facilitate analysis of the Group s performance and in compliance with CONSOB Communication No. DEM/ of 28 th July 2006, a special statement has been included in the reclassified financial statements to show the impact on earnings of the principal non recurring events and items the relative effects on capital and cash flow not being significant which are summarised as follows: first half integration costs resulting from the merger transaction; - gain on the disposal of a capital share of UBI Pramerica and of UBI Assicurazioni Vita; - change in the method of calculating collective impairment losses on guarantees issued; - price adjustment for disposal of branches; - tax exemption on differences in statutory accounting values and values for tax purposes as at 31 st December other relative to disposals and valuation of minority interests first half reform of supplementary pensions; - integration costs resulting from the merger transaction (including an estimate of the costs of writing-off software and hardware destined to be abandoned); - the disposal of shares in the subsidiary IW Bank for the listing of that bank and the disposal of 15 branches by Banca Carime; - other relative to the effects of the valuation of minority interests and fiscal effects. 1

2 UBI Banca Group: reclassified consolidated balance sheet A B C % changes A/C ASSETS Cash and cash equivalents ,7% Financial assets held for trading ,1% Financial assets at fair value ,2% Available-for-sale financial assets ,3% Held-to-maturity financial assets ,2% Loans to banks ,6% Loans to customers ,5% Hedging derivatives ,8% Fair value change of hedged financial assets (+/-) ,2% Equity investments ,7% Technical reserves of reinsurers ,6% Property, plant and equipment ,1% Intangible assets ,7% of which: goodwill ,3% Tax assets ,5% Non current assets and disposal groups held for sale ,9% Other assets ,0% Total assets ,7% LIABILITIES Due to banks ,4% Due to customers ,6% Securities in issue ,1% Financial liabilities held for trading ,2% Financia liabilities at fair value ,0% Hedging derivatives ,0% Fair value change of hedged financial liabilities (+/-) Tax liabilities ,1% Liabilities associated with disposal groups held for sale ,0% Other liabilities ,2% Staff severance payments ,9% Provision for liabilities and charges: ,6% a) pension and similar obligations ,3% b) other provisions ,5% Technical reserves ,2% Share capital, issue premiums and reserves ,4% Minority interests ,1% Profit for the period ,2% Total liabilities ,7% The figures as at 30th June 2007 do not include amounts relating to the 61 branches sold to Banca Popolare di Vicenza A B C % changes A/C Direct funding from customers ,9% Loans to customers ,7% Assets under custody ,4% Assets under management ,2% Indirect funding from ordinary customers ,2% 2

3 UBI Banca Group: reclassified consolidated income statement % changes Net interest income ,8% of which: impact of Purchase Price Allocation (43.298) (49.169) (11,9%) (87.808) Net interest income excluding impact of PPA ,9% Dividend and similar income (14,1%) Profit (loss) of equity investments valued using the equity method (8,7%) Net commission income (8,1%) Performance commissions (100,0%) Net profit (loss) from trading, hedging and disposal/repurchase activities valued at fair value (85,2%) Net income on insurance operations (32,3%) Other net operating income/(expense) (27,5%) Operating income ,2% Operating income excluding impact of PPA (0,1%) Staff costs ( ) ( ) 7,1% ( ) Other administrative expenses ( ) ( ) 1,2% ( ) Net impairment losses on property, plant and equipment and intangible assets ( ) ( ) 11,3% ( ) of which: impact of Purchase Price Allocation (36.464) (30.810) 18,4% (61.620) impact of PPA (97.030) (89.087) 8,9% ( ) Operating costs ( ) ( ) 5,7% ( ) Operating costs excluding impact of PPA ( ) ( ) 5,4% ( ) Net operating income (6,8%) Net operating income excluding impact of PPA (6,3%) Net impairment losses on loans ( ) ( ) 34,0% ( ) Net impairment losses on other assets and liabilities (5.898) (159,5%) (28.571) Net provisions for liabilities and charges (25.920) (13.603) 90,5% (37.955) Profit (loss) from disposal of equity and other investments ,1% Profit (loss) on continuing operations before tax (5,9%) Profit (loss) on continuing operations before tax excluding impact of PPA (5,4%) Taxes on income for the period for continuing operations ( ) ( ) (37,5%) ( ) of which: impact of Purchase Price Allocation (15,6%) Integration costs (28.457) ( ) (80,5%) ( ) of which: staff costs (18.523) ( ) (90,2%) ( ) other administative expenses (21.190) (6.960) 204,5% (32.817) net impairment losses on tangible and intangible assets (1.040) (25.877) (96,0%) (27.207) taxes (83,5%) Profit (loss) of non current assets held for sale and discontinued operations net of taxes (11.029) (166,5%) Net profit for the period attributable to minority interests (48.126) (32.895) 46,3% ( ) of which: impact of Purchase Price Allocation ,4% Profit for the period attributable to the Parent Bank excluding impact of PPA ,8% Profit for the period attributable to the Parent Bank ,2% Total impact of PPA on Income Statement (44.877) (43.475) (80.766) As at 31 December 2007, the item "Net impairment losses on loans" includes the impact of the change in the method of calculating c ollec tive impairment losses on performing loans, amounting to 85,1 million euro. 3

4 UBI Banca Group: reclassified consolidated quarterly income statements IIQ IQ IVQ Pro-forma IIIQ Pro-forma IIQ Pro-forma IQ Pro-forma Net interest income of which: impact of Purchase Price Allocation (24.079) (19.219) (18.272) (20.367) (26.874) (22.295) Net interest income excluding impact of PPA Dividends and similar income Profit (loss) of equity investments valued using the equity method Net commission income Performance commissions Net profit (loss) from trading, hedging and disposal/repurchase activities valued at fair value (27.088) Net income on insurance operations Other net operating income/(expense) Operating income Operating income excluding impact of PPA Staff costs ( ) ( ) ( ) ( ) ( ) ( ) Other administrative expenses ( ) ( ) ( ) ( ) ( ) ( ) Net impairment losses on property, plant and equipment and intangible assets (66.942) (66.552) (63.340) (61.570) (62.286) (57.611) of which: impact of Purchase Price Allocation (18.237) (18.227) (15.405) (15.405) (15.405) (15.405) Net impairment losses on property, plant and equipment and intangible assets excluding impact of PPA (48.705) (48.325) (47.935) (46.165) (46.881) (42.206) Operating costs ( ) ( ) ( ) ( ) ( ) ( ) Operating costs excluding impact of PPA ( ) ( ) ( ) ( ) ( ) ( ) Net operating income Net operating income excluding impact of PPA Net impairment losses on loans (93.973) (60.222) ( ) (66.716) (51.827) (63.231) Net impairment losses on other assets and liabilities (10) (20.236) (2.437) (4.802) (1.096) Net provisions for liabilities and charges (17.431) (8.489) (18.379) (5.973) (2.853) (10.750) Profit (loss) from disposal of equity and other investments Profit (loss) on continuing operations before tax Profit (loss) on continuing operations before tax excluding impact of PPA Taxes on income for the period for continuing operations (66.345) ( ) (70.526) ( ) ( ) ( ) of which: impact of Purchase Price Allocation Integration costs (14.037) (14.420) (14.244) (6.176) ( ) - of which: staff costs (8.634) (9.889) (2.746) (2.676) ( ) - other administative expenses (10.788) (10.402) (19.732) (6.125) (6.960) - net impairment losses on tangible and intangible assets (718) (322) (357) (973) (25.877) - taxes Profit (loss) of non current assets held for sale and discontinued operations net of taxes (11.029) (284) Net profit for the period attributable to minority interests (20.971) (27.155) (51.329) (22.654) (15.468) (17.427) of which: impact of Purchase Price Allocation Profit for the period attributable to the Parent Bank excluding impact of PPA Profit for the period attributable to the Parent Bank Total impact of PPA on Income Statement (23.592) (21.285) (17.998) (19.293) (23.072) (20.403) For the fourth quarter 2007 the item "Net impairment losses on loans" inc ludes the impac t of the c hange in the method of c alc ula ting c ollec tive impairment losses on performing loans, amounting to 85,1 million euro. 4

5 UBI Banca Group: reclassified consolidated income statement net of the main non recurring items non recurring items Tax redemption Price Disposal of Changes % Changes Impairment of Disposal of Impairment on Impairment of equity Integration "EC section" of adjustment on Integration Pension reform equity equity signature equity investments costs the income tax the sale of costs effect investments investments engagements investments and branches of form Branches Banca Carime Net interest income (including impact of PPA) ,8% Dividends and similar income (11.269) (14,1%) Profit (loss) on equity investments valued using the equity method (1.354) (8,7%) Net commission income (54.691) (8,1%) Performance commissions (4.517) (100,0%) Net profit (loss) from trading, hedging and disposal/repurchase activities valued at fair value (7.055) (69.994) (94,8%) Net income on insurance operations (6.583) (32,3%) Other net operating income/(expense) (21.139) (27,5%) Operating income (including impact of PPA) (7.055) (2.947) (0,1%) 3,1% Staff costs ( ) ( ) ( ) (49.396) ( ) (4.281) 0,5% Other administrative expenses ( ) ( ) ( ) ( ) (4.264) 1,2% intangible assets (including impact of PPA) ( ) ( ) ( ) ( ) (13.597) 11,3% Operating costs (including impact of PPA) ( ) ( ) ( ) - - (49.396) - ( ) (22.142) 1,7% Net operating income (including impact of PPA) (7.055) (49.396) (25.089) (2,6%) 5,1% Net impairment losses on loans ( ) ( ) ( ) ( ) (41.535) 36,9% Net impairment losses on other assets and liabilities (8.501) (5.898) (813) (276,9%) Provisions for liabilities and charges (25.920) (25.920) (13.603) (11.320) (14.600) 129,0% Profit (loss) from disposal of equity and other investments (79.053) (21.262) 331 (294) (88,8%) Profit (loss) on continuing operations before tax (including impact of PPA) (86.108) - (8.501) (49.396) (21.262) (79.267) (9,6%) (1,2%) Taxes on income for the period for continuing operations ( ) (73.832) ( ) ( ) ( ) (14,3%) Integration costs (28.457) ( ) of which: staff costs other administrative expenses net impairment losses on tangible and intangible assets taxes Profit (loss) of non current assets held for sale and discontinued operations net of taxes (11.029) (16.584) Net profit for the period attributable to minority interests (48.126) (1.324) (1.831) 970 (43.633) (32.895) (9.826) (86) (38.872) (4.761) 12,2% Profit for the period attributable to Parent Bank (67.717) (77.997) (5.193) (31.365) (35.086) (35.474) (7,9%) net of non recurring items non recurring items net of non recurring items % Changes net of profit from trading, hedging and disposal/repurchase activities valued at fair value 5

6 UBI Banca Group: Mandatory financial statements (Bank of Italy Directive of 22/12/2005) Consolidated balance sheet ASSETS Cash and cash equivalents Financial assets held for trading Financial assets at fair value Available-for-sale financial assets Held-to-maturity financial assets Loans to banks Loans to customers Hedging derivatives Fair value change of hedged financial assets (+/-) Equity investments Technical reserves of reinsurers Property, plant and equipment Intangible assets goodwill Tax assets a) prepaid b) deferred Non current assets and disposal groups held for sale Other assets TOTAL ASSETS LIABILITIES AND SHAREHOLDERS' EQUITY Due to banks Due to customers Securities in issue Financial liabilities held for trading Financial liabilities at fair value Hedging derivatives Fair value change of hedged financial liabilities (+/-) Tax liabilities a) current b) deferred Liabilities associated with disposal groups held for sale Other liabilities Staff severance payments Provisions for liabilities and charges: a) pension and similar obligations b) other provisions Technical reserves Valuation reserves Reimbursable shares Capital instruments Reserves Issue premiums Share capital Own shares (-) Minority interests (+/-) Profit (loss) for the period (+/-) TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY The figures as at 30 th June 2007 are different from those already published as a result of the standardisation of accounting policies made necessary following the merger which gave rise to the UBI Banca Group. The mandatory statements as at 30th June 2007 and as at 31st December 2007 were also affected by the reclassification of repurchase and reverse repurchase agreements with the Cassa di Compensazione e Garanzia (central counterparty clearing) from the item net interbank position to the item due to/ from customers. The figures as at 30 th June 2007 and as at 31 st December 2007 contain results for the period that do not include the contribution from the former Banca Lombarda e Piemontese Group for the first quarter. 6

7 UBI Banca Group: Mandatory financial statements (Bank of Italy Directive of 22/12/2005) Consolidated income statement IIQ2008 IIQ2007 Interest income and similar Interest expense and similar ( ) ( ) ( ) ( ) ( ) Net interest income Commission income Commission expenses ( ) (93.060) ( ) (56.702) (58.813) Net commission income Dividends and similar income Net profit (loss) from trading (11.812) Net profit (loss) from hedging activity Net profit (loss) from sale or the repurchase of: a) loans (728) (140) (286) 873 b) available-for-sale financial assets c) held-to-maturity financial assets d) financial liabilities Net profit (loss) on financial assets and liabilities at fair value (1.620) Gross income Net impairment losses on: ( ) ( ) ( ) (90.456) (56.494) a) loans ( ) (97.396) ( ) (93.973) (51.827) b) available-for-sale financial assets (6.617) (5.964) (20.046) (3.240) (5.961) c) held-to-maturity financial assets (52) (60) (60) d) other financial transactions (8.451) Net financial operating income Net premiums Other net profit (loss) on insurance operations (91.120) ( ) ( ) (97.560) Net income from financial and insurance operations Administrative expenses: ( ) ( ) ( ) ( ) ( ) a) staff costs ( ) ( ) ( ) ( ) ( ) b) other administrative expenses ( ) ( ) ( ) ( ) ( ) Net provisions for liabilities and charges (25.920) (4.639) (29.968) (17.431) (3.249) Net impairment losses on property, plant and equipment (60.680) (61.368) ( ) (29.801) (42.415) Net impairment losses on intangible assets (69.089) (34.081) ( ) (35.360) (26.798) Other operating income (expense) Operating costs ( ) ( ) ( ) ( ) ( ) Profits (losses) of equity investments Net result of fair valuation of property, plant and equipment and intangible assets Net impairment losses on goodwill - (136) - - (136) Profits (losses) on disposal of investments Profit (loss) on continuing operations before tax Taxes on income for the period for continuing operations ( ) ( ) ( ) (58.685) ( ) Profit (loss) on continuing operations after tax Profit (loss) after tax on disposal groups held for sale (11.029) (11.029) Profit (loss) for the period Profit (loss) for the period attributable to minority interests (48.126) (29.433) ( ) (20.971) (19.080) Profit (loss) for the period attributable to the Parent Bank Basic EPS (Earnings Per Share) "annualised" 1,5947 1,2318 1,5379 Diluted EPS (Earnings Per Share) "annualised" 1,5947 1,2318 1,5379 The figures to 30 th June 2007 and to 31 st December 2007 do not include the contribution from the former Banca Lombarda e Piemontese Group for the first quarter. The figures to 30th June 2007 do not incorporate the effects of the Purchase Price Allocation 7

8 UBI Banca Scpa: reclassified balance sheet A B C % changes A/C ASSETS Cash and cash equivalents ,7% Financial assets held for trading ,2% Financial assets at fair value ,7% Available-for-sale financial assets ,0% Held-to-maturity financial assets ,2% Loans to banks ,8% Loans to customers ,0% Hedging derivatives ,9% Equity investments ,0% Property, plant and equipment ,3% Intangible assets ,7% of which: goodwill ,6% Tax assets ,3% Non current assets and disposal groups held for sale ,7% Other assets ,9% Total assets ,8% LIABILITIES Due to banks ,1% Due to customers ,8% Securities in issue ,4% Financial liabilities held for trading ,8% Hedging derivatives ,1% Tax liabilities ,3% Other liabilities ,8% Staff severance payments ,4% Provision for liabilities and charges: ,3% a) pension and similar obligations b) other provisions ,3% Share capital, issue premiums and reserves ,0% Profit for the period ,4% Total liabilities ,8% 8

9 UBI Banca Scpa: reclassified income statement % changes Net interest income ( ) (90.336) 24,9% ( ) Dividend and similar income (7,1%) Net commission income (16,4%) valued at fair value (24.613) n.s Other net operating income/(expense) (43,7%) Operating income (21,3%) Staff costs (81.781) ( ) (36,6%) ( ) Other administrative expenses (79.799) (92.861) (14,1%) ( ) Net impairment losses on property, plant and equipment and intangible assets (32.165) (36.391) (11,6%) (68.838) Operating costs ( ) ( ) (25,0%) ( ) Net operating income (20,2%) Net impairment losses on loans ,0% (1.192) Net impairment losses on other assets and liabilities (185) (22) 740,9% (5.927) Net provisions for liabilities and charges (1.376) (1.375) 0,1% (3.742) Profit (loss) from disposal of equity and other investments (141) n.s. (44) Profit (loss) on continuing operations before tax (18,0%) Taxes on income for the period for continuing operations ,0% Integration costs (12.361) (49.230) (74,9%) (66.736) of which: staff costs (6.466) (44.003) (85,3%) (52.019) other administative expenses (10.530) (6.103) 72,5% (24.779) net impairment losses on tangible and intangible assets (54) (25.877) (99,8%) (26.854) taxes (82,5%) Profit (loss) of non current assets held for sale and discontinued operations net of taxes (78) Profit for the period (13,4%)