BPVi Group - Analyst Presentation
Transcript
BPVi Group - Analyst Presentation
BPVi Group Analyst Presentation March 2016 February 2016 Disclaimer THIS PRESENTATION AND ANY OTHER INFORMATION ADDRESSING THE PRESENTATION (THE “PRESENTATION”) IS BEING PROVIDED FOR INFORMATION PURPOSES ONLY. THIS PRESENTATION, WHICH HAS BEEN PREPARED BY BANCA POPOLARE DI VICENZA S.C.P.A. (THE “COMPANY”) MAY NOT BE REPRODUCED IN ANY FORM, FURTHER DISTRIBUTED OR PASSED ON, DIRECTLY OR INDIRECTLY, TO ANY OTHER PERSON, OR PUBLISHED, IN WHOLE OR IN PART, FOR ANY PURPOSE. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY CONSTITUTE A VIOLATION OF APPLICABLE LAWS AND VIOLATE THE COMPANY’S RIGHTS. For the purposes of this disclaimer, this Presentation comprises the attached slides, the question and answer session and any other written or oral materials discussed or distributed at, or in connection with, the Presentation. This Presentation does not, and is not intended to, constitute or form part of, and should not be construed as, an offer to sell, or a solicitation of an offer to purchase, subscribe for or otherwise acquire, any securities of the Company, nor shall it or any part of it form the basis of or be relied upon in connection with or act as any inducement or recommendation to enter into any contract or commitment or investment decision whatsoever. Neither this Presentation nor any copy of it nor the information contained herein is being issued or may be distributed or redistributed directly or indirectly to or into any jurisdiction where such distribution would be unlawful, including but not limited to, the United States, Canada, Australia and Japan. Any decision to invest in the Company should be made solely on the basis of information contained in any prospectus or offering circular (if any is published by the Company), which would supersede this Presentation in its entirety. 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Gruppo Banca Popolare di Vicenza 1 Disclaimer (cont’d) To the extent applicable, the industry and market data contained in this Presentation has come from official or third-party sources. Third-party industry publications, studies and surveys generally state that the data contained therein have been obtained from sources believed to be reliable, but that there is no guarantee of the fairness, quality, accuracy, relevance, completeness or sufficiency of such data. The Company has not independently verified the data contained therein. In addition, certain of the industry and market data contained in this Presentation come from the Company’s own internal research and estimates based on the knowledge and experience of the Company’s management in the market in which the Company operates. Such research and estimates, and their underlying methodology and assumptions, have not been verified by any independent source for accuracy or completeness and are subject to change without notice. Accordingly, undue reliance should not be placed on any of the industry or market data contained in this Presentation. The highlights of the Company and the outlook presented in this Presentation represent the subjective views of the management of the Company and are based on significant assumptions and subjective judgments which may or may not prove to be correct. Industry experts, business analysts or other persons may disagree with these views, assumptions and judgments, including without limitation the management’s view of the market and the prospects for the Company. This Presentation may include statements that are, or may be deemed to be, forward-looking statements. Forward-looking statements typically use terms such as “believes”, “projects”, “anticipates”, “expects”, “intends”, “plans”, “may”, “will”, “would”, “could” or “should” or similar terminology. 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The Company does not intend to register under the US Securities Act of 1933, as amended (the “Securities Act”), or with any securities regulatory authority of any state or other jurisdiction of the United States, and securities of the Company may not be offered, sold, resold, pledged, delivered, distributed or transferred, directly or indirectly, into or within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. The Company does not intend to make any public offering of its securities in the United States. Any securities sold in the United States will be sold only to qualified institutional buyers (as defined in Rule 144A under the Securities Act) pursuant to Rule 144A. This Presentation is only addressed to and is only directed at: (a) in the European Economic Area, persons who are “qualified investors” within the meaning of Article 2(1)(e) of Directive 2003/71/EC, as amended, (b) in Italy, “qualified investors”, as defined by Article 34-ter, paragraph 1(b), of CONSOB’s Regulation No. 11971/1999 and integrated by Article 26, paragraph 1(d) of CONSOB’s Regulation No. 16190/2007, (c) in the United Kingdom, (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the “Order”), (ii) persons falling within Article 49(2)(a) to (d). Gruppo Banca Popolare di Vicenza 3 Agenda CEO perspective and key investment highlights Pag. 5 Business strategy Pag. 19 Operating model and HR Pag. 51 Risk management Pag. 60 Financial overview Pag. 74 2018-2020 financial targets Pag. 95 Gruppo Banca Popolare di Vicenza 4 Agenda CEO perspective and key investment highlights Pag. 5 Business strategy Pag. 19 Operating model and HR Pag. 51 Risk management Pag. 60 Financial overview Pag. 74 2018-2020 financial targets Pag. 95 Gruppo Banca Popolare di Vicenza 5 CEO perspective and key investment highlights 2015: the turning point Massive clean-up, already completed Full de-recognition of financed capital Key areas of value creation A Dynamic credit and risk management B Strong and sustainable revenue creation C New management team New business plan, leveraging on significant embedded valuecreation opportunities Expected result Optimisation of the organisational structure A unique, simple and distribution-oriented commercial bank: solid and profitable D Significant strengthening of capital ratios Gruppo Banca Popolare di Vicenza 6 CEO perspective and key investment highlights 1 Commercial, distribution-focused business model with loyal client base and strong client acquisition capabilities… ….underpinned by a sizeable, multi-regional franchise deeply rooted in the wealthy and growing North-East Italian regions 2 Structural turnaround ongoing supported by a significant and articulated balance sheet “clean-up” fully reflected in 2015 results and a newly appointed management team with recognized track record in the financial sector 3 Capital plan well on track and resulting in a solid capital position after the IPO with a CET1 ratio >12% 4 Significant value creation potential through a new Business Plan based on a "Simple Bank model" Gruppo Banca Popolare di Vicenza 7 1 Commercial, distribution-focused business model deeply rooted in the wealthy and growing North-East Italian regions Commercial, distribution-focused business model with growing and loyal client base Simple distribution-oriented business model: presence of JVs and commercial agreements on most product areas, and no relevant product factories owned 1.4mn clients, with core client segments (Affluent, Private and Small Business, Corporate) accounting for almost 75% of client revenues and showing a significant growth potential in terms of share of wallet and crossselling Historically focused on mid-corporate segment; proven customer acquisition capabilities and loyalty (total customers growing from 1,102k in 2010 to 1,379k in 2015) Sizeable multiregional player deeply rooted in the wealthy and growing North-East Italian regions Top 10 player(1) in the Italian banking sector, with 579 branches and 2.0% market share Highly attractive distribution network, well positioned to capture expected Italian recovery being deeply rooted in the North-East (one of the wealthiest areas in Italy with the highest concentration of SMEs and Mid-Corporates) Strong focus on multichannel strategy with the launch in January 2015 of the new online banking platform, BPViGO! (1) By total assets Sources: Consolidated financial statements; Bank of Italy Gruppo Banca Popolare di Vicenza 8 1 Commercial, distribution-focused business model deeply rooted in the wealthy and growing North-East Italian regions Overview Sizeable player in consolidating market (30/09/2015) • 10th largest Italian banking group by total assets, with a 2.0% market share by total branches and 1.4 mn clients • Multi-regional geographical presence and high concentration in high GDP and export-driven regions: top 3(2) regions (c. 65% of bank's loans) represent alone nearly 50% of national exports • Mainly active in Commercial banking through parent company BPVi, Banca Nuova (100%) and Farbanca (71%) • Also active in: • Consumer finance through Prestinuova (100%), BPVi Multicredito (100%) and a commercial partnership with Compass (Mediobanca Group) • Bancassurance through a commercial agreement with Cattolica Assicurazioni (15%) • Asset Management through a commercial agreement with Arca (20%) BPVi distribution network Branches(1) Number North-East o/w Veneto o/w Friuli V.G. North-West o/w Lombardy Center o/w Tuscany South and islands o/w Sicily Total Italy 297 221 57 83 75 103 75 96 78 579 (%) 51.3% 38.2% 9.8% 14.3% 13.0% 17.8% 13.0% 16.6% 13.5% 100.0% Market shares(7) Branches Loans 3.9% 7.3% 7.1% 1.0% 1.4% 1.7% 3.6% 1.5% 5.0% 2.0% 3.9% 7.2% 7.4% 0.8% 0.9% 1.6% 3.4% 1.4% 4.5% 1.9% Macro indicators GDP(8) 2016 GDP (% contr.) growth(9) 22.6% +1.4% 9.1% +1.3% 2.1% +1.3% 32.4% +1.4% 21.6% +1.4% 22.1% +1.5% 6.7% +1.4% 22.8% +0.7% 5.4% +0.7% 100.0% +1.1% Simplified Group structure Banks Consumer Finance Banca Nuova 100% Farbanca 71% Real Estate Prestinuova 100% Bancassurance Immobiliare Stampa 100% Cattolica Assicurazioni 15% Others ABC Assicura 40% Servizi Bancari 99% BPV Finance International 100% Sec Servizi 50% NEM SGR 100% BPVi Multicredito 100% 60% Cattolica Life 40% Berica Vita 40% Companies which are part of the Group Companies which are not part of the Group, but contribute to the business (1) As of 31.12.2015; (2) Top 3 regions by customer loans are Veneto, Tuscany and Lombardy; (3) Includes foreign branches; (4) Computed on Italian branches; (5) Tot. assets and branches as of 31 December 2014; (6) Tot. assets and branches as of 30 June 2015; (7) As of 30/9/2015, data for loans referred to Family and Business clients; (8) ISTAT, reference year 2014; (9) Prometeia estimates as of January 2016 for Italian regions, as of February 2016 for Italy 9 Gruppo Banca Popolare di Vicenza Sources: Consolidated financial statements, Bank of Italy; ISTAT; Prometeia 2 2015 results fully addressed BPVi’s structural issues, especially in relation to asset quality and financed capital Asset Quality In-depth review of the loan portfolio by new management resulted in second wave of credit impairments (after 2014 AQR) Strengthening of NPE coverage ratio (from 37.9%(1) to 42.4%(1)) Adoption of best-in-class classification criteria resulting in overall lower risk profile Comprehensive and articulated balance sheet “clean-up" Financed capital Decrease of CET1 as a consequence of derecognition of financed capital (€ 1,139 mn), mainly through loan impairments (€ 466 mn), provisions for risk and charges (€ 353 mn) and prudential filter (€ 321 mn) Additional € 136 mn of provisions for risks and charges in relation to potential risks related to BPVi shares Other Impairment on AFS, focused on Luxembourgian Funds (€ 142 mn on a total amount of € 350 mn): exit strategy in progress Goodwill and other intangibles impairment for € 335 mn, with negligible future risk of further impairment (residual value of goodwill € 6 mn) Newly appointed management team with recognized track record Renewed management team (e.g. CEO/General Manager and Chief Business Officer/Senior Deputy General Manager) with no relation to the past and a clear mandate: restructure, re-focus and re-launch the bank 13 out of 16 management team members newly appointed Management team with in-depth knowledge of the banking sector and significant experience in the reference industry as well as in the broader economic and financial environment (1) Including write-offs Source: Company data Gruppo Banca Popolare di Vicenza 10 2 Comprehensive balance sheet “clean-up” already performed, resulting in best-in-class coverage levels and loan classification criteria FY2015 income statement fully addressed the bank's structural issues… BPVi Group (€ mn) FY2014 … resulting in best-in-class coverage ratios and classification criteria Coverage ratio evolution FY2015 27.3% Net interest income 511.1 503.9 Net commissions 301.3 322.4 Total revenues 1,077.4 1,052.6 Operating costs -669.1 -754.2 408.3 298.5 -1,521.3 -1,826.9 -868.5 -1,333.4 -36.2 -171.2 Net operating income Net impairment adjustments o.w.: on loans and advances o.w.: on assets available for sale and associates o.w.: impairment on goodwill and other intangibles Net provisions for risk and charges Gains (losses) on disposal/revaluation of investments(6) Net income before income tax Net income -600.0 -334.6 -18.5 -513.1 -2.8 149.0 -1,134.3 -1,892.5 -758.5 -1,407.0 Additional provisions for risk and charges to address potential claims for financed capital (€ 353 mn) and other risks on BPVi shares (€ 136 mn) € 673.2 mn excluding non-recurring items(5) Further strengthening of NPE coverage ratio (from 37.9%(3) in 4Q14 to 42.4%(3)) Impairment on AFS, focused on Luxembourgian Funds (€ 142 mn on a total amount of € 350 mn): exit strategy in progress 31.1% 12,2% 3,8% 2013 NPL 37.9% Unlikely to pay 40.6% 42.4% 37.2% 56,8% 50,1% 43,1% 51,7% 19,5% 10,5% 25,8% 12,2% 2014 2015 Past-due n.a. NPE 23,5% 10,1% Peers 3Q15(1) NPE including write-offs Reclassification of impaired loans (€mn) Gross flows from performing to NPE (€mn) 2,412 214 152 277 Impairment of most of the goodwill, with negligible future risk of further impairment (residual value of goodwill € 6 mn) 35.1% 1,253 2.057 825 2014 Past due Decay rate(2) 2014: 5.1% 2015: 10.3% 140 Unlikely to pay 2015 NPLs Gross flows trom Unlikey to Pay to NPL (€mn) 755 481 2014 Decay rate(4) 2014: 22.7% 2015: 27.9% 2015 (1) Peers include Banco Popolare, BPM, Credito Valtellinese, BP Sondrio, Banca Popolare dell'Emilia Romagna, Veneto Banca and UBI Banca; (2) Calculated as flows of gross loans over beginning of period performing loans; (3) Including write-offs; (4) Calculated as flows of gross loans over beginning of period unlikely to pay; (5) Among which € 59 mn BRRD costs, € 10 mn personnel costs and € 11 mn other nonrecurring costs in relation to the transformation into SpA; (6) Income statement items 250 and 270, including impairments on tangible assets recorded under item 200 of the income statement (-€ 12.9 mn in 2015, not present in 2014) and the gross capital gain on the disposal of ICBPI recorded under item 100 of the income statement (€ 166.7 mn in 2015) 11 Gruppo Banca Popolare di Vicenza Sources: Company data, consolidated financial statements Full de-recognition of “financed capital” in 2015 resulting in a potential capital upside not included in the Business Plan 2 CET1 ratio as at 31/12/2015 Financed capital treatment Total amount of financed capital equal to € 1,139 mn fully Negative result mainly due to loan loss provisions, impairment on Lux. funds and provisions for risks and charges €mn 252 3.025 Of which € 466 mn loan loss provisions and € 353 mn provisions for risk and charges related to financed capital CET1 FY2014 Soft Mand. Conversion Future outcome Capital impact Loans likely not reimbursed No impact on capital Loans reimbursed Capital increase of the same amount Loans not reimbursed No impact on capital Treatment Impact related to financed capital (€ 1,139 mn) -1,107 -819 derecognized from CET1 capital as of December 31, 2015 Loan Loss Provisions (€ 466 mn) -321 -194 2015 net Prudential Deductions result (1) filter and other 1.656 Provisions for risks and charges (€ 353 mn) CET1 FY2015 CET1 (%) 10.44% 6.65% TCR (%) 11.55% 8.13% RWA (€mn) 28,985 24,884 (2) Prudential filter (€ 321 mn) 2 alternatives (1) Net of goodwill and other intangibles impairment impact; (2) The decrease of €4.1 bn is mainly related to credit and counterparty risk (-€3.4 bn), which is mostly due to the reduction in net customer loans and residually to market risk (-€0.4 bn) and CVA (-€0.3 bn) Source: Company data 12 Gruppo Banca Popolare di Vicenza 2 Newly appointed management team with recognized track record in the financial sector STEFANO DOLCETTA CAPUZZO NAPOLEONE FRANCESCO BARBERIO New management Other current roles: Chairman of Fiamm Holding S.r.l. and CEO of Dicra Spa, Deputy Chiarman of Confindustria Board of Directors 39 years of experience Previous experience: Chairman of BoD FRANCESCO IORIO (S. Dolcetta) LEONARDO SICCOLI 24 years of experience CEO General Manager Previous experience: (F. Iorio) ELEONORA PEZZINO 21 years of experience Previous experience: ANNA TOSOLINI 20 years of experience Previous experience: 18 years of experience Previous experience: Previous experience: Compliance & AML (E. Pezzino) Internal Audit (N.F. Barberio) Corporate Development (A. Tosolini) Business Transf. & Cost Management (L. Siccoli) General Secretariat (M. Sommella) Risk Management (A. Piazza Spessa) Communications (Iorio ad interim) Legal (M. Tagliaferri) ALBERTO PIAZZA SPESSA 24 years of experience Previous experience: MARCO TAGLIAFERRI 25 years of experience Previous experience: Financial reporting and Planning (M. Pellegrini) IACOPO DE FRANCISCO 25 years of experience Commercial (I. De Francisco) Senior Deputy General Manager Human Resources (1) (G. Rossi) GIOVANNI ROSSI 40 years of experience Previous experience: (1): The two divisions are today unified and will be split Source: Company data Note: Years of experience refer to years of working experience in the financial sector Operations (1) (S. Bortolamei) Finance (D. Cavrioli) Lending (A. Beretta) DIEGO CAVRIOLI ALBERTO BERETTA 30 years of experience 32 years of experience Previous experience: Previous experience: Gruppo Banca Popolare di Vicenza 13 3 Capital plan well on track and resulting in a solid capital position after the IPO with a CET1 ratio >12% Capital plan well on track CET1 ratio as at 31/12/2015 including capital increase Capital plan, preliminarily presented to ECB, well on track to 10.25% SREP target restore solid capital base, and pave the way for implementation of the Business Plan > 12% € 250 mn T2 raised in September/October 2015 to 11.9% comply with minimum regulatory requirements (TCR up to 8.13% and CET1 to 6.65% in FY15) 6.7% Disposal of stake in ICBPI resulting in a c. € 165 mn net capital gain and disposal of the stake in SAVE resulting in a c. € 17 mn net capital gain completed in 2015 Pre-underwriting agreement signed at standard market terms and conditions with UniCredit for the total amount of the capital increase of € 1.5 bn Target CET 1 > 12% over the Business Plan period, with payout ratio of 50% CET1 FY15 €1.5bn Capital increase (1) CET1 FY15 post-cap. increase Peers(2) 2015 Target leverage ratio > 7.5% over the Business Plan period (1) Pre-underwritten agreement with UniCredit Group; (2) Peers include Banco Popolare, BPM, Credito Valtellinese, BP Sondrio, Banca Popolare dell'Emilia Romagna, Veneto Banca and UBI Banca Source: Company data Gruppo Banca Popolare di Vicenza 14 Areas of potential further upside, not included in the Business Plan Potential buffers Description Capital P&L a Disposal of nonstrategic assets b Adoption of AIRB methodology Reimbursement of financed capital Real Estate % stake Arca SGR is one of the largest independent asset managers in Italy €38.7 mn 19.99% The core business of Prestinuova consists of salary secured loans (cessione del quinto), particularly to public-sector employees €35.0 mn 100% Farbanca is an on-line bank specialized in banking services to pharmacies €43.9 mn 70.77% NEM SGR Spa was established in September 2004 to promote, establish and manage private equity funds c Book Value(1) Real estate company (Immobiliare Stampa S.c.p.a.) Company €2.4 mn 100% Funds under Management €99.4 €mn(2) €497 mn(3) Source: Company data (1) Values in separate BPVi financial statement at 31.12.2015; (2) NAV at 31 December 2015; (3) Book value of real estate properties at Group level Gruppo Banca Popolare di Vicenza 100% 15 Significant value creation potential through a Business Plan based on a "Simple Bank model" 4 1 2018 targets 2020 targets Net profit > € 200 mn Net profit > € 300 mn ROTE Adjusted 5.6% ROTE Adjusted 8.2% Cost / Income Ratio < 55% Cost / Income Ratio < 50% • NPE "active management" • Preventive management • Review core credit processes / policies CET1 12.0% CET1 12.9% • Rationalize equity investments, holdings and group legal entities • Real Estate optimization LCR > 115% LCR > 120% Solidity and resilience • Top-Peers capital ratios, strengthened liquidity position and prudent leverage ratio • Financial assets portfolio with low risk profile • Upgrade internal control system Reshape client service models • Innovate service models on core customer segments • Focus on "core" revenues, particularly on net commissions driven by AuM growth • Re-focus our geographic footprint and further implement and roll-out our Hub&Spoke branch model and cash light branches Transform the operating model • HR engagement and valorization as key enabler of growth • Obsessive cost management and structural externalization of low value added activities • Lean and simplified organization 2 3 4 Active Credit & Risk Management 5 Re-qualify the asset base Becoming the "First Choice" Network Bank in core geographic areas, focused on Corporates / SMEs and Family banking, delivering distinctive customer service Source: Company data Gruppo Banca Popolare di Vicenza 16 Solid and sustainable levers for the shareholders’ value creation, through a well 4 identified path A Dynamic credit and risk management Completion of portfolio clean up and reclassification from UTP to NPL in 2015, driven by a more strict assessment of asset quality, is over ■ Alignment of the actual NPL collection rate and of the transition of NPE back to regular to market levels ■ Long term strategic partnership with Tier I market operator(s) on selected NPL portfolios Improvement of commercial spread in 2015-2020 from 1.95% to 2.41% mostly driven by a progressive reduction of funding cost (83 bps mark-down improvement) ■ New management team with strong track record in feeintensive businesses fully focused in growing commissions taking profit from dynamic economy of the bank’s core regions ■ Credit flows (%) ~10% ~3% ~3% 2015 2018 (E) 2020 (E) ~4% ~4% ~1% 2015 D 2018 (E) 2020 (E) Flows from regular to NPE Pay-out Ratio: 3.05% 322 2015 2018 (E) 2020 (E) 401 453 2015 1.09% 2018 (E) Average deposits spread CET 1 ratio (%) 12.0% 3.14% Net commission (€mn) 0.63% 12.9% 6.7% 2015 3.41% ~3% Sound capital base with potential upside from: ■ Rationalisation / optimisation of equity investments, holdings and group legal entities ■ Disposal of non-core assets and AIRB implementation granting additional capital buffers CET 1 ratio post-capital increase >12% Interest rate evolution (%) NPL recovery rates (%) ~5% ~5% Significant strengthening of capital ratios ■ ■ 1.47% Flows from UTP to regular B Strong and sustainable revenue creation Average peers(1): 11.9% Enablers in place for enhancing value creation 2020 (E) 50% 50% 2015 2018 (E)2020 (E) Average loans spread C Optimisation of the organisational structure Closure of further 79 branches (by the end of 2016) to improve efficiency and productivity ■ 575 headcount reduction thanks to two “redundancy funds” ■ Advanced stage negotiation with trade unions ■ Externalisation of “volume driven” activities (additional -150 FTEs) ■ Administrative operating expenses (€mn) 718 10.25% Target SREP 2018 (E) 2020 (E) (1) Peers include Banco Popolare, Banca Popolare dell'Emilia Romagna, BPM, BP Sondrio, Credito Valtellinese, UBI Banca and Veneto Banca Sources: Company data and selected peers press releases and 2015 results’ presentations 2015 592 586 2018 (E) 2020 (E) Gruppo Banca Popolare di Vicenza 17 4 Our formula for success: sharp increase in profitability and efficiency Cost of Risk (bps) A 529 Net Income (€mn) 202 77 70 2018 (E) 2020 (E) 309 2015 f(x) ROTE Adjusted (%) (1) (1,407) B 2015 5.6% 8.2% 2018 (E) 1,053 1,143 1,289 2015 2018 (E) 2020 (E) CET1 and RWAs (€bn) 6.7% 2015 2020 (E) f(x) D (36.2%) 2018 (E) Operating income (€mn) 12.0% 12.9% 2020 (E) 26.8 28.2 Cost / Income (%) C 24.9 2015 2018 (E) RWA 2020 (E) CET 1 71.6% 2015 (1) ROTE Adjusted calculated on Tangible Equity net of non-distributable equity reserve related to financed capital Source: Company data 54.4% 47.6% 2018 (E) 2020 (E) Gruppo Banca Popolare di Vicenza 18 Agenda CEO perspective and key investment highlights Pag. 5 Business strategy Pag. 19 Operating model and HR Pag. 51 Risk management Pag. 60 Financial overview Pag. 74 2018-2020 financial targets Pag. 95 Gruppo Banca Popolare di Vicenza 19 Business strategy Business model & competitive position Distribution model Client franchise Product platform Business strategy Gruppo Banca Popolare di Vicenza 20 BPVi ranks among the leading Italian banking groups Banking Groups Total Assets(1) (€bn) 873.5 #1 668.2 #2 #3 170,2 Net Loans (1) (€bn) 474.1 #1 345.1 #2 #3 112,5 Direct Funds (1) (€bn) 588.2 #1 396.6 #2 #3 122,7 Total branches (1) (#) #3 123,4 #5 78,9 #5 83,5 #4 #5 115,7 #4 83,8 #4 89,0 #5 (2) #7 80,3 #6 62,0 (2) #7 44,9 #6 46,2 #9 36,7 (2) 5,593 #2 #4 #6 7,055 #1 #7 2.209 1.848 1.561 868 13.6% 7.3% 6.0% 5.3% 2.9% 4.1% 60,7 #7 43,5 #8 52,0 #8 36,8 #9 49,5 #9 33,4 #8 37,0 #9 655 2.2% #10 41,1 #10 26,1 #11 26,7 #11 614 2.0% #11 36,1 #10 #12 35,5 #12 24,4 €25.2bn as at December 2015 23,4 #13 29,6 €21.9bn as at #15 December 2015 #12 23,9 #13 35,5 #13 21,3 #14 23,0 #14 31,6 #14 21,3 #12 #15 28,9 #15 18,9 #15 (3) €39.8bn as at December 2015 #11 (3) #6 (2) 12.9% (3) #8 1.245 834 350 (3) 2.8% #579 as at December 2015 1.1% 582 1.7% #13 542 1.8% 24,5 #10 627 2.1% 21,6 #14 533 1.8% Market share(4) (%) Notes: (1) Data as of September 2015; (2) Data as of December 2014; (3) Data as of June 2015; (4) Relates only to domestic branches Sources: Company data, Companies Statutory Financial Statements, “Banca d’Italia, Segnalazioni di vigilanza, data di riferimento 30/09/2015” Gruppo Banca Popolare di Vicenza 21 Current size historically triggered by both internal and external growth 654 640 628 Group Consolidation: Strategic growth: 264 # Branches 1 Expansion in North-East Italy through several acquisitions (e.g. B.P di Venezia, B.P. di Trieste, B.P. Udinese, B.P. prov.di Belluno, etc.) Establishment of Banca Popolare di Vicenza, first bank in Veneto region Establishment of a new corporate organization with the merge of the subsidiaries within the Holding company 1866 1980-1999 453 • Establishment of Prestinuova SpA (Consumer Finance company) Expansion in South and Central Italy with two important initiatives: • Acquisition of 61 branches from UBI group in Bergamo and Brescia provinces • Acquisition of Banca Nuova di Palermo and Banca del Popolo di Trapani merged in the new Banca Nuova • Acquisition of Cassa di Risparmio di Prato Cariprato 2000-2003 • Purchase of Farbanca • Opening of new offices and branches in Italy (Milan, Rome, Turin) and abroad (Sao Paulo, New York, Shanghai, Hong Kong, New Delhi) Officially recognized among the first 150 European banks under the direct ECB regulatory supervision • Merge of CariPrato within the holding company • Agreement with Cattolica Assicurazioni 2004-2007 2010-2013 Gruppo Banca Popolare di Vicenza 2014 22 Distribution oriented group, with 3rd party product platforms BPVi is the 10th commercial Banking Group in Italy distributing traditional financial products and services in complementary businesses, also through strategic partnerships and commercial agreements with specialist operators Commercial banking KPIs Net loans €22,129mn #485 branches KPIs KPIs Net loans €2,842mn #93 branches Bancassurance Asset Management (2) Commercial bank, focused on Sicily Consumer Credit On-line bank specialized in providing banking services to pharmacists Monetics Net loans €527mn #1 branch Private Equity (5) BPV Finance International Plc (Agreement expiring in 2020) + 20 commercial agreements (3) (Agreement expiring in 2022) (4) €2.1bn of stock of Life Insurance products(6) as at December 2015 Proprietary trading €4.9bn of AUM, of which 51% are invested in Arca Indivisuals, SMEs andThe BPVi Group offers its corporates (Agreement expiring in 2021) €89mn of SBL (PrestiNuova) €156m of personal loans (Compass) (Agreement expiring in 2018) #501k debit cards #281k pre-paid cards #160k credit cards #51k POS NAV of managed funds amounting to €99.4mn Total assets amounting to €653k services to around 1.34m clients(7) across Italy (90% Individual clients, 10% Corporates / SMEs) Strategic assets / partnerships Non-strategic assets Notes: (1) Net of FVH; (2) Equity stake of 15.1% as at 31 Dec 2015; (3) Equity stake of 40% as at 31 Dec 2015; (4) assuming the prosecution of the partnership after the change of bank’s status (in Joint Stock Company) and after the first termination date (2017) pursuant to the General Agreement of 2012; (5) Equity stake of 20.0% as at 31 Dec 2015; (6) stock of policies collected through the BPVi network; (7) Commercial segments only, excluding employees and financial counterparties, # clients based on segmentation criteria for 2016 23 Sources: Company data Gruppo Banca Popolare di Vicenza Business strategy Business model & competitive position Distribution model Client franchise Product platform Business strategy Gruppo Banca Popolare di Vicenza 24 Branch network deeply rooted in the wealthy North-East Italian regions, supported by a multi-channel distribution strategy BPVi Group branch distribution in Italy # of branches1 (main regions) BPVi branch network1 2 Veneto 57 75 221 3 221 Market share2 % BPVi Branches Loans Deposits loans3 % BPVi deposits3 GDP/capita (€K - 2014) % of tot. GDP (2014) % of tot. exports4 7.3% 7.2% 5.0% 39.1% 35.7% 30 9% 14% 29 7% 8% 22% 27% 5% 2% 17 5 75 2 1 Tuscany 75 3.6% 3.4% 2.8% 13.3% 10.0% Lombardy 75 1.4% 0.9% 0.5% 12.5% 7.9% Sicily 78 5.0% 4.5% 2.7% 9.1% 8.2% FriuliVenezia Giulia 57 7.1% 7.4% 3.9% 8.0% 4.4% 28 2% 3% Total Italy 579 2.0% 1.9% 1.1% 99.5% 82.0% 27 100% 100% 25 1 1 2 14 Market share 0% <3% 3-5% 5-10% 35 78 Multi-channel distribution network 35 PB offices and 13 financial shops 110 FAs 17 116 agents Online platform Notes: (1) As of 31/12/2015; (2) Data referred to Family and Business clients as of 30/9/2015. Source: “Banca d’Italia, Segnalazioni di vigilanza, data di riferimento 30/09/2015”; (3) As of 31/12/2015, net of Repos. Loans and deposits are calculated based on the customer residence and refer to the sum of the data for the 3 commercial banks of the Group (residual value to 100% refer to non – resident customers and to securities issued by the bank which are not deposited at the bank); (4) Share of total national exports (2014) Sources: Company data, “Banca d’Italia, Segnalazioni di vigilanza, data di riferimento 30/09/2015”, ISTAT (“Conti nazionali (edizione di novembre 2015)”), ISTAT-Coeweb (“Statistiche del commercio estero (aggiornamento di dicembre 2015)”) 25 Gruppo Banca Popolare di Vicenza Branch footprint Distribution(1) <3 FTE(2) 3-6 FTE >6 FTE(3) Total # Branches 68(4) 282 229 579(4) # Employees(5) 125 1,210 2,184 3,519 # Clients ('000) 8 451 882 1,341 Employees / branch 1.9 4.3 9.5 6.1 Clients / branch ~ 130 ~ 1,600 ~ 3,850 ~ 2,300 % Volumes 1.6% 25.3% 73.1% 100.0% % Revenue 1.4% 30.2% 68.4% 100.0% Distrib Avg Key Data Data as at Dec15 % Revenue Revenue concentration % Branches % Revenue 100,0% 10% 35% 80,0% 20% 51% 60,0% 30% 63% 50% 81% 70% 93% 100% 100% 40,0% 20,0% 0,0% 0,0% 20,0% 40,0% 60,0% % Branches 80,0% 100,0% Notes: (1) Source: Company data; commercial segments only, excluding employees, financial counterparties and other non commercial segments; clients distribution based on segmentation criteria for 2016, excluding clients non allocated in branches; revenues and volumes as of Dec 2015 pro-forma on 2016 segmentation criteria; (2) Including «spoke» branches; (3) Including Farbanca (1 branch); (4) Including 3 operational offices (without clients and FTEs) not included in average size calculations (5) Average headcount in December 2015 including Corporate and Private RMs Source: Company data 26 Gruppo Banca Popolare di Vicenza Digital offering complements the physical network The Group has complemented its traditional distribution channels with a series of electronic channels, as an alternative to branches, via which private customers and firms are able to make enquiries and issue instructions on their own accounts independently and at any time In January 2015, the BPVI Group launched BPViGO!, a new access point for the Group’s private customers to the multi-channel world ■ BPViGO! Enables customers to carry out transactions without having to go into the branch, including: Convenience - Transfers, endorsements, bill and TV licence fee payments, and tax payments using F24 forms - Consult information such as account statements, interest calculations and securities deposit account statements - Trading on Italian and international bond and share markets - Send money via MoneyGO!, with the possibility of selecting the beneficiary directly from the list of contacts stored on the customer’s smart-phone (developed using the SIA Jiffy platform) ■ Access to BPViGO! is entirely secure as a result of the dual user identification system Security ■ Personal memory stick, available also as software for smart-phones, generates disposable codes for confirming operations ■ The “Text-Alert" service sends notifications for payments and operations executed on current accounts Simplicity ■ Graphic interface has been redesigned and reorganized to make browsing experience more intuitive and allow rapid access to a variety of different functions ■ BPViGO! is available in multi-channel format via the dedicated apps available in the main stores: App Store, Google Play and Windows Store Key indicators Approx. 310,000 BPVi GO! current accounts, around 47% of the Group’s total Semplicità Sources: Company data Gruppo Banca Popolare di Vicenza 27 Digital offering complements the physical network (cont’d) The online banking service has been completely revised and renewed, with the introduction of technologically advanced innovations and functions and with the objective of improving customer satisfaction Paperless ■ Possibility for new customers to acquire products and/or services (e.g. current accounts, top-up credit cards, debit cards, time deposits etc.) directly online with paperless process ■ Use of the digital signature Cardless ■ Possibility to make withdrawals without using debit card ■ Cash withdrawal is booked using the customer’s smart-phone via the BPViGO! Mobile app and receiving OTP software code MoneyGO! ■ P2P - Possibility to send money directly from the customer’s smart-phone by selecting the beneficiary from the contacts ■ Function developed on SIA Jiffy platform Contact centre Contact Center ■ In-house service center to provide assistance or information by email, phone (including using the callme-back function choosing the date and the time at which to be contacted) or via chat in real time or by booking an appointment at the branch office Gruppo Banca Popolare di Vicenza 28 Business strategy Business model & competitive position Distribution model Client franchise Product platform Business strategy Gruppo Banca Popolare di Vicenza 29 Client base: core client segments accounting for approx. 75% of bank's clientrevenues Client base distribution (segmentation 2016(1)) 1,342 9% 1% 22,388 0% 1% 30,369 798 9% 11% 22% 17% 26% Large corporate 22% 6% 7% Corporate 14% 73% 22% 33% 4% 9% 4% 36% Small Business Private Banking 16% Affluent 15% 16% Mass Deposits + AuM (2) +AuC (€m) Revenues (€m) Our "Core" client segments 28% Clients ('000) (1) Loans (€m) (3) Notes: (1). Commercial segments only, excluding employees and other financial counterparties (i.e. SPV); Current client segmentation based on the following criteria: Affluent (total customer assets managed > €75k), Private (total customer's assets managed > €1mn), SME (Business Clients with annual revenues > €10mn), Large Corporate (Business Clients with annual revenues > €250mn) including financial corporate (i.e. Cattolica Assicurazioni); (2). Not including BPVI shares; data as of Dec 2015 pro-forma for 2016 segmentation criteria; (3) Revenues based on internal managerial accounting including: interests on customer loans and customer deposits, commissions from AUM and other services; data as of Dec 2015 pro-forma on 2016 segmentation criteria Sources: Company data Gruppo Banca Popolare di Vicenza 30 Individual clients: huge opportunities to enhance Cross-Selling Client base distribution (segmentation 20161) Growth opportunities Revenues (€) / clients 1,214 Private Banking 289 1% 2,562 12% 18% Limited number of Private Bankers with not complete geographical coverage Lower % of AUM in asset mix3 (26% BPVi vs. 50% Market4) Average Return on Assets less than Market Avg4 (48 bps3 vs. 68 bps) Low commercial coverage (24% of clients without dedicated RMs) 43% 561 Affluent High number of clients (~35.000) with less than 75 K€ of assets (Affluent threshold) but showing affluent behavior5 81% 132 45% Clients ('000) Mass (1) Revenues (€m) Affluent (2) Mass 46% of clients with 3 products or less Huge amount of new clients (145,000 acquired in the last 3 years) with: - lower X-selling index than ‘old’ clients (3.0 vs. 4.3) - lower penetration of investment products (Funds: 4% vs. 17%), life insurance (1% vs. 5%) and mortgages (8% vs. 18%) Private Banking Notes: 1. Commercial segments only, excluding employees and other financial counterparties (i.e. SPV); Current client segmentation based on the following criteria: Affluent (total customer assets managed > €75k), Private (total customer's assets managed > €1mn), SME (Business Clients with annual revenues > €10mn), Large Corporate (Business Clients with annual revenues > €250mn) including financial corporate (i.e. Cattolica Assicurazioni); 2. Revenues based on internal managerial accounting as of Dec 2015 including: interests on customer loans and customer deposits, commissions from AUM and other services; 3. Including BPVI shares; 4. Market refers to AIPB Reports (“Mercato Servito dal Private Banking in Italia - dati al 30/09/2015” for asset mix; “Analisi della redditività del Private Banking in Italia al 31/12/2014” for ROA); 5. Company data, Behavioral segmentation: average spending last 12 months > €3.500, payments for mortgages > €1.500, Net income > €8.000, total tax payments > €20.000; Sources: Company data, AIPB (“Mercato Servito dal Private Banking in Italia - dati al 30/09/2015” and “Analisi della redditività del Private Banking in Italia al 31/12/2014”) 31 Gruppo Banca Popolare di Vicenza Business clients: opportunities to increase SoW and commercial coverage Client base distribution (segmentation 20161) Growth opportunities Revenues (€) / clients 128 Large Corporate 509 1% 7% 14% 42,275 34% Corporate & SME 52% Clients ('000) (1) Small Business Revenues (€m) Corporate Large corporate Lower SoW on low risk clients, in particular in ST loans (9.3% on low risk clients vs. 14.6% on high risk clients)3 'Loose’ correlation between lending pricing and risk level to be ‘tightened’ 8.1% of revenues from ‘value added’ services (trade & export finance, derivatives, DCM/ECM) 2,243 (2) High potential in client’s value improvement, even through deleveraging initiatives Not focused commercial coverage, with inefficient geographical extension 19,819 92% No dedicated RMs and low effectiveness in client relationship development Small Business Low commercial coverage (45% of clients without dedicated RMs) 7% of revenues from fee-based services (payments, trade & export finance, leasing, factoring, insurance products) Notes: (1). Commercial segments only, excluding employees and other financial counterparties (i.e. SPV); Current client segmentation based on the following criteria: Affluent (total customer assets managed > €75k), Private (total customer's assets managed > €1mn), SME (Business Clients with annual revenues > €10mn), Large Corporate (Business Clients with annual revenues > €250mn) including financial corporate (i.e. Cattolica Assicurazioni); (2). Revenues based on internal managerial accounting as of Dec 2015 including: interests on customer loans and customer deposits, commissions from AUM and other services; (3). Source: “Centrale rischi” at 31/12/2015 Sources: Company data, “Centrale rischi” at 31/12/2015 Gruppo Banca Popolare di Vicenza 32 Strong and proved client acquisition capabilities with average net increase in customer base of over 55k customer per year Client dynamics(4) Client acquisition Acquisition rate (2014) BPVi 15% 15% 11% 10% Market New active clients evolution (k) 14% 11% 11% 7% 64 62 28 1.379 Delta 2015 YE 2015 71 51 Individuals Small (1) Business Very Small Small (3) (2) Enterprise Enterprise 1.102 Client retention Retention rate (2014) BPVi Market 95% 95% 90% Individuals Small (1) Business YE 2010 93% 93% 93% 90% Delta 2011 Delta 2012 Delta 2013 Delta 2014 90% Very Small Small (3) Enterprise (2) Enterprise Notes: (1). Turnover up to €1.5mn; (2). Turnover up to €2.5mn; 3. Turnover up to €5mn; 4. Including commercial segments, employees and financial counterparties Source: Company data, “Customer Retention and Commercial performance 2014 - ABI and SDA Bocconi“ Gruppo Banca Popolare di Vicenza 33 Business strategy Business model & competitive position Distribution model Client franchise Product platform Business strategy Gruppo Banca Popolare di Vicenza 34 BPVi product offering –wide panel of traditional retail products for Individual clients Current accounts ■ Current accounts which meet a variety of different consumer profiles and savings needs (e.g., Gamma SemprePiù , Conto Corrente Feel Free current, Conto Amici, etc.) KPIs (Dec 2015) Total current accounts ■ Multi-channel banking: all accounts may be accessed online via the BPViGO! platform Mortgage products Private customers ■ Prestinuova (fully owned subsidiary) - Salary-backed loans (repayment spread over up to 120 monthly installments, 10 years) ■ Compass (partnership) - Personal loans (maximum amount : €30k) ■ Own payment instruments - Debit and pre-paid cards Monetics €805mn ■ Maximum Loan to Value: up to 80% ■ Indexes: Euribor 3m or ECB rates Consumer credit New loans ■ Fixed / floating rate loans #655k Loan-to-Value(1) New lending (Salary-backed loans) New lending (Personal loans) €89mn Debit #501k Pre-paid #281k Credit #160k AUM €4.9bn Stock of Life Insurance products (2) €2.1bn €156m Own issue ■ Credit cards distributed in partnership with Cartasì ■ Since 2015 all new cards have been issued with the contactless technology 56.0% Partnership ■ Agreement in place to distribute Arca SGR products Asset Management Insurance products ■ Open architecture allowing the distribution of investment products of over 20 asset management companies (Blackrock, JP Morgan, Morgan Stanley, Carmignac, etc) ■ Bancassurance agreement with Cattolica since 2007 - Exclusive distribution through the BPVi network of products of the Cattolica Group’s companies ■ Life insurance: Life, Mutual funds, Unit-linked ■ Non-life insurance: Health / Accidents/ Miscellaneous Notes: (1) on loan book for individual private customers; (2) stock of policies collected through the BPVi network Source: Company data Gruppo Banca Popolare di Vicenza 35 BPVi product offering – full range of solutions for Corporates & Small Businesses KPIs (Dec 2015) ■ The “SemprePiù impresa” current account is available in three different versions according to the number of operations executed: - (i) Small: monthly installment of €7, #100 transactions free of charge p.a. - (ii) Medium: monthly installment of €12, #300 transactions free of charge p.a. - (iii) Large: monthly installment of €30, unlimited transactions free of charge ■ The SemprePiù Impresa account allows the firm to select from one of the following options: Farmers, Artisans, Retailer, small firms, freelance professionals and pharmacists Current accounts Business customers - Programme for Farmers – features of the programme: (i) use of a company international debit card with no charges for 12 months; (ii) “@timeimpresalight” (access to all the main banking online services); (iii) a full range of insurance services dedicated to businesses - Programme for Artisans - features of the programme: (i) “@timeimpresalight” free of charge for one year; (ii) use of a company international debit card, with option to apply for a second card free of charge; (iii) a full range of insurance services dedicated to businesses - Programme for Retailer - features of the programme: (i) POS service to manage collections and payments via credit and debit cards; (ii) Advances on amounts collected via POS free of charge; (iii) a full range of insurance services dedicated to businesses Total current accounts #152k ■ Primarily payment/acquiring services offered to business customers ■ Through the agreement with Consorzio Triveneto, BPVi is able to offer acquiring services featuring new functions such as: POS - electronic lunch vouchers reading technology integrated into POS POS - dedicated software for production of geo-referenced coupons available on POS #51k ■ Particular attention is devoted to large-scale distribution in the form of customized advisory services ■ In 2014 the “m-POS” was introduced for retailers which, via an app and a pin-pad card reading device, enables the customer to authorize their own smart-phone or tablet to accept payments made with debit or credit cards Source: Company data Gruppo Banca Popolare di Vicenza 36 BPVi product offering – full range of solutions for Corporates & Small Businesses (cont’d) As well as traditional products, the Group also offers its business customers a variety of distinctive services ranging from structured finance, to services assisting SMEs, to structuring third-party securitizations KPIs (Dec 2015) ■ BPVi is market leader in ECM/DCM for SMEs with a clear leadership position in the mini-bond segment (33.5% market share at December 2015, in terms of issues made in 2014 – 2015 in the €5-50m segment, specifically for SMEs) SME platform and minibonds ■ From April 2014 to August 2015 BPVi has originated #13 issues with a total notional value of approximately €289.4mn and an average coupon equal to 6.15% Commissions €2.3mn ■ BPVi in particular supports companies in their plans to grow and assists them at the stages of evaluating, issuing and placing mini-bonds Corporate finance ECM & DCM Business customers Trade Finance / Supporting tools for International. Third-party securitizations Commodities (gold and silver) ■ BPVi executes extraordinary financial transactions, providing entrepreneurs with qualified assistance in organizing structured debt, corporate finance and M&A transactions ■ The BPVi Group’s ordinary services are complemented with extraordinary ones, such as share placements and stock market listings (to date the BPVi Group has assisted seven firms in the listing process1) ■ The BPVi Group provides direct assistance via specialist operational units to firms operating on international markets. This includes: - Issuing and trading of import & export credit documents (letters of credit), discounts with and without recourse, loans to international banks, international guarantees, forex trading, etc. - Analysis and assessment of international counterparties, support in project planning, international assistance for legal, tax and accounting issues, credit insurance, product certification, etc. The BPVi Group has 6 representative offices Commissions €3.0mn Commissions €19.9mn ■ BPVi structures securitizations by third parties of receivables sold by third-party legal entities, with the originator subscribing for part or all of the senior/mezzanine tranches issued Commissions ■ BPVi as investor also takes on exposures in asset-backed securities deriving from such thirdparty securitizations (a total of €608m as at December 2015, out of which €432m reimbursed) €1.7mn ■ BPVi is one of the leading Italian banks in commodities trading and brokerage in gold and silver for industrial production, making sector operators specific proposals to enhance the financial management of their companies with specific bespoke products ■ BPVi executes, inter alia, sales (sale of gold in return for payment) of credit in gold and loans for use in gold, as well as structuring instruments to hedge gold and gold finance loans Notes: (1) In June 2014, the BPVi Group was qualified as a Nominated Advisor (Nomad) and was authorized to assist and to work with companies intending to apply for listing on AIM Italia (the unregulated SME stock market segment operated by Borsa Italiana) Source: Company data Loans €91.1mn Gruppo Banca Popolare di Vicenza 37 Sizeable player in asset management & consumer credit Asset Management Salary-backed loans Top 15 companies by AUM (€bn) Top 15 companies by stock (€mn) Bancassurance 26.6% 1 ISP 13.6% 2 Santander 1.833 10.7% 7.6% 3 IBL 1.830 10.7% 64 4.0% 4 Prestitalia 1.669 9.8% Banca Fideuram 61 3.8% 5 Compass 1.650 9.7% 6 Blackrock 61 3.8% 6 BNL 7 Anima Hold. 56 3.5% 7 UCG 8 Allianz 44 2.7% 8 Findomestic 9 UBI 41 2.6% 9 DB Easy 766 4.5% 10 Mediolanum 38 2.4% 10 Fiditalia 720 4.2% 11 Amundi 35 2.2% 11 Fides 602 3.5% 12 Axa 31 1.9% 12 Agos 457 2.7% 13 Banco Pop. 29 1.8% 13 Credem 382 2.2% 14 Azimut 28 1.8% 14 PrestiNuova 15 Arca 28 1.8% 15 Creditis 1,287 80.0% 1 Generali 2 Eurizon Cap. 3 Pioneer 4 Poste It. 5 428 2.576 15.1% Life segment Total 219 123 Stock of Life Insurance products as at December 2015 equal to €1.209m(1) 8.4% 1.437 6.9% 1.184 1.043 6.1% Stock of Life Insurance products as at December 2015 equal to €816m(1) P&C segment Total 369 182 17,093 Annual GWPs as at December 2015 equal to €27mn 2.2% 1.1% 100% Market share(%) Notes: (1) stock of policies collected through the BPVi network Source: Company data, Assofin (“Osservatorio Assofin sul credito al consumo – sintesi – 3Q 2015”), Assogestioni (“Mappa trimestrale del Risparmio Gruppo Banca Popolare di Vicenza Gestito - 3 ° Trimestre 2015”) 38 Business strategy Business model & competitive position Distribution model Client franchise Product platform Business strategy Gruppo Banca Popolare di Vicenza 39 Reshape client service model: service model innovation aims at optimizing client "Cost to serve" Revenues /Costs per client Revenues Cost to serve «To be» Cost to serve «As is» Cost increase due to higher service levels Cost savings Mass Lower Affluent Small Business Community banking Upper Affluent SMEs Private Corporate Corporate & Private Banking Gruppo Banca Popolare di Vicenza 40 BPVi new client service strategy Community Banking + Corporate/SME & Private banking Serving Mass, Affluent, Small Business Serving SME, Corporate, Private Clients Our new approach to retail, based on proximity, service and convenience Our "one stop" service platform for Corporate/SMEs and entrepreneurs Strengthened “client facing” local presence (thanks to closures and H&S, and hiring): bigger branches, higher presence of client RMs per branch Enabled cross-segment client synergies / x-selling and capabilities synergies Extensive multichannel platform (BPVi GO) to complete client service approach Three dedicated sales “engines” to enhance client profitability: Specialized coverage (CB vs PB) and unique CB + PB locations to foster cross-segment service model New corporate banking client segmentation (turnover > € 10 mn) to enhance business focus - "SoW & Cross Selling engine" - "Acquisition & on-boarding engine" - "Client Management engine" Gruppo Banca Popolare di Vicenza 41 BPVi new distribution model Evolution of the distribution model, from undifferentiated regional areas coordinating retail, corporate and private banking, to commercial areas specialized by customer segments Community Banking Corporate/SME & Private banking Large Corporate HUB Spoke International center Regional districts Branches (#) Private & Corporate ■ #2 Distinct commercial networks: 1. Community Banking : composed by 6 regional districts including the branches (which supports all other segments of clients) Focus on private Mass/Affluent and Small Business with revenues ≤ €10m 2. Private & Corporate: composed by 15 Business offices focused on private clients (total funding(1) > €1mn) & Corporate (revenues > €10mn) The Large Corporate segment , which includes companies generating revenues > €250mn (and the private clients connected to them), will be organized separately in a dedicated and centralized structure Client / branch (#k) 2.0 654 2.3 2.7 579 500 2014A 2015A 2016E Relationship Managers (#) Client(2) / 389 RMs (#) 441 736 784 2014A 2015A 315 1.120 2018E Notes: (1) direct funding, indirect funding and own shares (2) clients number based on Affluent, Private, SB and Corporate segments Source: Company data, clients number based on commercial segments, excluding employees, financial counterparties and other non commercial segments Gruppo Banca Popolare di Vicenza 42 BPVi new distribution model (cont’d) Simplified distribution structure focused on clients and organized in commercial areas by customer segment Organisational model Hub & Spoke Organisational model Private & Corporate #6(1) Regional districts Private & Corporate #15(1) Large corporate #1 Operational support Full Fledge Branch HUB Branch #70 #430 Private & 7 Corporate offices # regular branches under Hub model will be implemented by the end of 2016(2) Regular 7 Branch Spoke Branch #79 Affluent RM(3) #343 Corporate RM(3) #96 Small Business RM(3) #284 Private RM(3) #80 Large Corporate RM(3) #15 Notes: (1) Regional districts and P&C offices excluding Banca Nuova and Farbanca; (2) New Hub, Regular and Spoke branches under Hub Model as a result of a transformation of part of Full Fledge Branches by the end of 2016; (3) Headcount expected based on new segmentation 43 Gruppo Banca Popolare di Vicenza Source: Company data BPVi new distribution model (cont’d) Distribution model effective from 2016 Markets Community Banking Credit Corporate & Private “Estero” Analysts / Other Centralised functions LARGE CORPORATE Regional districts #6 “Centro Affari C&P” “Ufficio Estero” #15 Regional Loan offices FILIALE Branches • Affluent RM • Small Business RM • Sales Manager Corporate RM Private Banker Dedicated Business Units to specific segments (Community vs. Corporate&Private) Leaner distribution model (less areas, optimized span of control, new Hub&Spoke branch network model) Full alignment between network and client segmentation Clear separation between commercial and credit policies (for effective risk management) Synergy potential from consolidation of Corporate RM and Private Banker functions (“Centri Affari Corporate&Private”) Maximization of distinctive capabilities and services (“Estero”, SME Platform) Source: Company data Gruppo Banca Popolare di Vicenza 44 Corporate and private Community banking New customer segmentation effective from January 2016 Mass Total deposits1 Service Model < €75,000 Branch Retail Affluent Small Business Private Banking Small businesses Private Mid Corporate €75,000 - €1mn Affluent RM Annual Turnover Service Model < €10mn SB RM Total deposits1 Service Model ≥ €1mn Private Banking RM Annual Turnover Service Model €10mn - €250mn Corporate RM > €250mn Large Corporate RM New segmentation ■ The main changes will involve: 1. Increase in lower limit for medium-sized corporate customers to turnover of €10m 2. Increase in lower limit for Large corporate customers to turnover of €250m 3. New lower limit of €300,000 deposits for clients accessing Private Banking on the basis of behavioural rules Corporate Large corporate Notes: (1) direct funding and indirect funding; segmentation of individual customers is based on the amount of deposits and on behavioural rules (i.e. annual spending) Source: Company data Gruppo Banca Popolare di Vicenza 45 Community Banking Commercial Strategy: exploit cross-selling potential from existing customer base and improve the effectiveness of our tested growth capability New product management approach driving client management evolution "My money" products, basic banking services (cards, current accounts, time deposits, etc..), based on: - Convenience - On line/ self / digital process "My life" products (investments, mortgages, consumer finance, life products) saving / lending services based on: - Advisory through client RMs (also "digitally enabled") - Open platform (investments) and product partnerships + New CRM and sales management approach Enhanced CRM central Unit and CRM cross –channel system Quarterly sales plan and campaign management + Capability in Clients growth Confirmed excellent track record in client acquisition to be leveraged for further customer base growth Focus on specific areas to increase local market share + New client onboarding approach Dedicated "client onboarding unit" Dedicated product offering to drive cross selling Strengthened digital sale processes Gruppo Banca Popolare di Vicenza 46 Community Banking Commercial Strategy: “Client management engine” to upgrade the way we handle client relationship management (Affluent & Small Business) Service model pillars Advisory AUM stock volume €bn Financial planning Affluent Banking 5.0 Open platform products Life Insurance Digitally enabled RMs Funds/Sicav 8.6 CAGR 15-20 11.4% 2,3 6.8% 6,3 13.4% 1,6 3,3 2015 (E) 2020 (E) + Risk based pricing Small Business Banking On-line platform Dedicated product range (enabling cross selling with "owner") Fast credit underwriting process Small Business Loans stock (GBV) €bn CAGR 15-20 5.8 3.6% 4.9 1.0% Medium-Long Term Loans 2,9 Short Term Loans 1,9 3,1 2015 (E) 2,7 7.1% 2020 (E) Notes: Data referring to Community Banking scope given the current segmentation in use Source: Company data Gruppo Banca Popolare di Vicenza 47 Reshape client service model: Creating a "one stop" service platform for Corporate / SMEs & Entrepreneurs Development of Private & Corporate Centers Creation of a «Corporate / SME & Private Banking» business unit "Local integrated centers" for Corporate and Private Bankers Local centers of excellence providing specialized support in trade/export finance and ECM/DCM/Advisory to clients ILLUSTRATIVE CB & PB Centers Main focus on high GDP growth regions Specialized Corporate vs Private coverage with integrated service teams New product management approach Customer base evolution (000) management evolution Dedicated RMs # driving client 330 28.2 24.3 10,4 264 11,8 210 187 13,9 16,4 2015 (E) 2020 (E) 77 2015 (A) 120 2020 (E) Corporate Private Source: Company data Gruppo Banca Popolare di Vicenza 48 Reshape client service model: Corporate and SME platform to ensure balanced growth and risk Full implementation of risk adjusted pricing tools in order to better match market fair value lending price Commissions (ECM, Minibond, Structuring) €mn 19,8 Enforce and further strengthen value added services offer and delivery: ECM, Minibond, Export/Trade Finance, PA receivables acquisition, Structured Finance & MT lending Corporate and SME platform "enhanced" 5,3 2015 (E) - # 1 on Minibond issuing (33.5% of market share) - Unparalleled trade-export financing expertise, supported by direct presence in key international markets Commissions(1) (Trade-export ) €mn 19,9 2020 (E) 28,2 Acquisition of new corporate bankers from competitors to strengthen geographical areas with further potential and current limited coverage Extension of BPVi footprint also outside "core areas" to further develop penetration of value added services for Corporate and SME (ECM, DCM, P.A. receivables acquisition) Corporate & SME Sale Strategy "First choice" local bank Lending/ SoW penetration increase on low/medium risky clients Focus on core segments Pricing discipline 2015 (E) 2020 (E) 25.2 48.0 Total €mn Corporate Loans stock (GBV) €bn 8.0 9.4 3,5 Medium-Long Term Loans 3,6 4,4 5,9 Short-Term Loans 2015 (E) 2020 (E) Notes: (1). Commissions related to all segments, not only Corporate Source: Company data, Data referring to Corporate/SMEs & Entrepreneurs scope given the current segmentation in use Gruppo Banca Popolare di Vicenza 49 Reshape client service model: Corporate and SME platform to ensure balanced growth and risk (cont’d) Wealth management unit strengthening and Advisory service unit set-up to better match and serve Private Banking & Wealth management platform "reloaded" Private Banking/ Entrepreneurs clients needs Product offering enhancement: - Broaden Asset Manager and Life Insurance houses open architecture framework - Development of in-house wealth portfolio management services Acquisition of new Private Bankers to increase geographical coverage, customer base and AUM Evolution of Assets mix(1), Private Banking, (€mn, %) 6.1 Rebalancing of portfolio asset mix Private clients & Entrepreneurs Sale Strategy 4.1 Increase SoW through enhanced advisory AuM Increase of asset productivity AuC Digitally enabled "advisory" bank Deposits 55% 39% 33% 24% 28% 20% 2015 (E) 2020 (E) Notes: (1). Excluding BPVI treasury shares Source: Company data, Data referring to Corporate/SMEs & Entrepreneurs scope given the current segmentation in use Gruppo Banca Popolare di Vicenza 50 Agenda CEO perspective and key investment highlights Pag. 5 Business strategy Pag. 19 Operating model and HR Pag. 51 Risk management Pag. 60 Financial overview Pag. 74 2018-2020 financial targets Pag. 95 Gruppo Banca Popolare di Vicenza 51 Overview Highlights Cost Savings 2015 - 2018E Operating Model Human Resources Key Topics 2015 – 2018E 2015 – 2018E (Based on normalized data(1)) Current Operating Model overview, through brief description of the macro functional areas and related Legal Entities Operating Model evolution path, describing a Project for the rationalization of Back Office and Procurement activities and the strengthen of current IT outsourcer Sec Servizi € - 80mn (-26%) € - 27mn (-11%) € - 46mn (-11%) € - 36mn (-9%) € - 126mn (-18%) € - 63mn (-10%) Cost saving target related to an effective action plan Key figures of Groups’ Staff by distribution (Headquarters vs Distribution Network), contract type and average age HR evolution path in terms of number of Employees and Personnel Expenses due to the Business Plan execution (1) Normalized data – Not included one off extraordinary expenses, mainly due to: ECB-BRRD-DGS one off contributions “Salva Banche” ( € 41 mn) Advisory costs related to IPO (€ 11 mn) Management turnarournd expenses ( € 10 mn) Source: company data Gruppo Banca Popolare di Vicenza 52 New Group Operating Model Logical structure 1/2 Main characteristics BPVi Group # 5,473 headcount Group Staff 291 911 Banks’ HQs (1) 4,014 Operating Machine (1) Network (1) BPVi HQs (focus HR & Operations) 167 HR Operations Organization & ICT IT Outsourcer Operating Machine 37 254 Servizi Bancari Sec Servizi (IT-Consortium) 49.8% XX XX% Org. Develop. & Procurement Immobiliare Stampa (Back Office) 99% (Real Estate) 100% Headcount 2015, included seconded staff BPVi’s Shareholding (1) Not included 257 employees related to other Legal Entities and other Staff (i.e. maternity leave, social hours, union officers full time) Source: company data BPVi Corporate Center Leading the Group’s operating model through specific organizational functions, in particular by «Operations and HR» Steering the Risk and Control Framework for all Legal Entities Addressing and supervising Outsourcers Design and implementation of innovative solutions Sec Servizi Information Technology Providing outsourcing services for main Core Banking Applications, Digital Banking, Data Management and Networking IT costs sharing among current shareholders Self contained organizational structure ready to be involved in a partnership project High level of expertise in data migration from other outsourcers and system integration of several IT platforms Servizi Bancari Back Office Providing full back office services since 2011, after a whole spin-off from several Groups’ Legal Entities Workforce efficiency achieved after an Employees optimization program (staff from ~300 to ~250 in 2015) Self contained organizational structure ready to be involved in a partnership project Immobiliare Stampa Real Estate and Logistics Maintaining entire Real Estate assets by providing Asset, Property and Facility Management full service Expertise in branch interior design, branches opening, closing and relocating, maintenance and logistics services Gruppo Banca Popolare di Vicenza 53 New Group Operating Model (cont’d) Corporate Center organizational structure(1) FY2015 Highlights Board of Directors HQs Organizational Structure focused on supporting the business areas (Community Banking, Corporate & Private) President Internal Audit Corporate Development Business Transformation & Cost Management General Secretary Risk Management Communications Legal Operations (3) Commercial Financial Reporting & Planning HR Finance (3) # 1,061 Other banks/ entities Distribution network Other Banks Other L. Entities 741 Headquarters and Distribution Network 320 Total personnel (1) Whole Staff, included seconded employees, temporary workers, etc (2) Internal Audit, Risk Management, Compliance & AML (3) The two divisions are today unified and will be split Source: company data Lending Evolution Path Guidelines Compliance & AML # 4,412 Parent Bank CEO Enhancement, already implemented, of the following Bank’s structures: - Commercial (e.g. core segments coverage) - Lending - Operations - Internal Control Functions(2) New hirings (+90) mainly focused on Relationship Managers, Internal Auditors and other Internal Control Functions Gruppo Banca Popolare di Vicenza 54 New Group Operating Model – Evolution path SEC 2.0 Project Consortium Back Office + Procurement Bank 2 Back Office + Procurement Bank 3 Back Office + Procurement 2.0 Back Office Potential Partner Procure ment IT Delivering to Bank 2 Project overview Sec Servizi is developing a new strategy in order to become a full outsourcer for the Financial Services Sector The aim of this project is to incorporate Back Office and Procurement activities form other Legal Entities, employees included which will be transferred to Sec Servizi Following this operation the BPVi Groups’ staff will be potentially reduced up to ~ 150 employees Bank 3 … Goals Economies of Scope – New SLA for high level of quality Consortium Enlargement – New industrial partnership and associated firms Economies of Scale – A full range of cost savings in IT services, new software implementation, back office processes and HR efficiency Value Enhancement – Opportunity to create value from BPVi’s shareholding Source: company data Gruppo Banca Popolare di Vicenza 55 Opex – Focus on other administrative expenses Other administrative expenses (€ m) Related actions IT / Back Office, - ~ € 8mn mainly related to «Sec 2.0 Project», renegotiation of ICT contracts, Business Process Reengineering - € 30mn (-2,5% CAGR) - € 27mn (-3,7% CAGR) Logistics (and Real Estate), - ~ € 20mn due to: 308 - ~150 branches closure (of which 75 already closed in 2015) 53(1) 255 Normalized data 18 61 228 225 23 23 55 53 68 68 - Legal Entities rationalization - Branches’ rent renegotiation - Facility Management optimization 88 88 81 81 2015A 2018E 2020E Extraordinary opex(1) Logistics ECB - BRDD - DGS Ordinary IT/BO Others (Tax included) (1) Non recurring expenses mainly due to ECB-BRRD-DGS one-off contributions “Salvabanche” (~ € 41mn), and advisory costs related to IPO (~ € 11 mn) Source: company data Others, - ~ € 8mn for savings in Advisory, Marketing Sponsorship, Corporate Communication and closure of foreign Representative Offices ECB – BRRD – DGS(2) Ordinary Contributions, + ~ € 5mn (2) BRRD - Bank Recovery and Resolution Directive; DGS – Deposit Guarantee Schemes Gruppo Banca Popolare di Vicenza 56 Group Human Resources – Key figures Staff distribution - 2015 Legal Entities Headcount (#) Headquarters vs Branch Network (%) Banks Only 5,473 100,0% 4,412 18,2% 81,8% BPVi’s Staff ~ 80% of the total 707 Tot. BPVi (1) Resources Appropriate balance between HQs and Network Staff 34 320 Banca Farbanca Other Nuova Legal Entities By Contract Type (%) Market benchmark(3) Aligned to the benchmark with # of Managers less than market 100,0% 2,2% 40,9% 1,9% 41,9% 56,8% (2) Tot. Resources Headquarters Network By Age (%) Market 45,8 benchmark(3) 100,0% 4,5% 27,5% 34,9% 56,3% 33,1% Tot. Resources Managers Lower Managers Employees and other (1) Total Staff included seconded staff and temporary workers, maternity leave, etc. (2) Not included maternity leave, social hour, union officers full time, others (3) Market Benchmark – ABI 2015 Report, data as of 2014 Source: company data Tot. Under 30 Resources 31 - 40 41 - 50 Bank's average age (46,1) aligned to the sector's benchmark Over 50 Gruppo Banca Popolare di Vicenza 57 Group Human Resources – Evolution path Human Resources headcount reduction (#) 5,473 575 150 ~ 90 150 425 2015 - 575 resources Redundancy Funds (2016/2017-2020) New Hirings - 150 resources Source: company data Outsourcing Two "Redundancy Funds“: New hirings of high skilled profiles for enhancing Bank's Core Structures and core segments coverage Externalization of "volume driven" activities (e.g. Servizi Bancari) ~ 4,850 2020E including externalization Initiatives focused on reducing personnel costs 2016/2017 (-425) € 65mn P&L provisioning in 2016 2020 (-150) € 16,4mn P&L provisioning in 2019 (as stated in the business plan) + ~ 90 resources Total H.R. headcount reduction ~ - 620 + Promotions and economic incentives/ recognitions Gruppo Banca Popolare di Vicenza 58 Opex – Focus on personnel expenses Personnel expenses (€ mn) Normalized data 2015A Related actions 400* - 38 (-3,1% CAGR) 1st Staff Redundancy Fund (-425 Employees) Initiatives of labor cost reduction (e.g. renegotiation of manager’s salary, working hours reduction, etc.) -7 ~ 90 new hirings 8 Groups’ legal entities rationalisation/disposal, included «SEC 2.0 Project» - 17 Incentives for the employees (less than 1% yearly impact) 6 Economic effect of new «CCNL» (Italian national banking labor agreement) 12 364 2018E 2020E - € 36mn 10 410 - 12 2nd Staff Redundancy Fund (-150 employees) 9 Economic effect of «CCNL» (Italian national banking labor agreement) and incentives for the staff - € 39mn (-2,0% CAGR) 361 (1) Normalized Data: Management turnaround expenses not included Source: company data Gruppo Banca Popolare di Vicenza 59 Agenda CEO perspective and key investment highlights Pag. 5 Business strategy Pag. 19 Operating model and HR Pag. 51 Risk management Pag. 60 Financial overview Pag. 74 2018-2020 financial targets Pag. 95 Gruppo Banca Popolare di Vicenza 60 Risk management Overview of portfolio Details of loan book clean-up Overview of the credit management structure and process Gruppo Banca Popolare di Vicenza 61 Diversified loan book with larger exposures in wealthiest regions Gross loan book distribution by location(2) (%) – 2015 Gross loan book split (%) – 2015 By customers Gross loans to total retail and small enterprises Mortgages represent 59.4% of 30.9% total exposure Other (1) 2.2% Small enterprises (3) 21.2% 0.6% 8.0% 0.0% Consumer loans 0.5% Other retail loans Large 6.8% enterprises 8.5% (3) Total corporate 59.5% Medium enterprises (3) 29.9% Total retail 38.2% 12.5% 39.1% 1.4% 4.6% 0.9% 13.3% Agriculture 2.1% 0.1% 0.3% Total: €27.8bn(2) Total corporate 59.5% 67% of gross loan exposures are in the north of Italy(4) By sectors Other corporate Other(1) 2.2% loans 1.0% 0.1% 6.0% 0.0% 0.6% 0.9% Construction 9.2% 0.1% Real estate 9.8% 0.2% Total retail 38.2% 1.7% Trade 10.7% Real estate and construction exposures represent 12% of performing loans portfolio Below 5% Services 11.1% Manufacturing 15.7% 9.1% Between 5% and 10% Between 10% and 15% Above 15% Total: €27.8bn(2) (1) Other not classified exposures for c.€0.6bn (2) Gross loan book of the banking entities, net of repos. Source: regulatory reporting (3) Small enterprises (revenues up to €10mn); Medium enterprises (revenues up to €250mn) and Large enterprises (revenues over €250mn) (4) Includes Aosta Valley, Piedmont, Liguria, Lombardy, Emilia-Romagna, Trentino – South Tyrol, Veneto, Friuli Venezia Giulia Source: company data Gruppo Banca Popolare di Vicenza 62 Diversified corporate portfolio with solid collateral / provision coverage of NPEs Gross corporate loans split by customers and sector (%) – 2015 By customers By sector Small 35.6% Large 14.2% Agriculture Other 3.5% 1.7% Construction 15.4% Small Medium Large Real estate and construction Trade exposures represent 31.9% of 18.0% total gross corporate loans (22.6% of gross performing corporate loans) (1) Total: €16.5bn Total: €16.5bn(1) Services 18.6% 0.5% 1.7% 3.1% 5.2% 9.9% 50.4% 26.6% 21.0% 2.0% 2.6% 10.1% 8.6% 5.9% 14.5% 0.7% 9.8% 5.2% 0.0% 2013 Small Medium Large Top 1 client Top 5 clients Top 10 clients Top 20 clients 146.6% 117.5% 115.8% 92.3% 85.7%138.2% 89.5% 79.6% 27.9% 1.7% 12.1% 25.1% 13.6% 1.9% 11.5% 10.3% 19.9% 1.4% 11.7% 8.8% 14.0% 0.2% 2014 Unlikely to pay 40.2% 34.7% 23.4% 0.9% 0.5% 18.5% 17.1% 20.3% 0.1% 26.7% 17.5% 19.4% 16.6% 0.9% 2015 0% Past due Small Medium Large Total Small Medium Large Total 154.5% 128.7% 127.8% 129.9% 138.0% 134.9% 129.6% 129.6% 94.8% 90.5%138.5%94.6% 92.9% 33.0% 38.2% 36.7% 43.5% 30.8% 40.6% 94.4% 98.8% 94.2% Rest of clients 25.2% 30.1% 8.4% 2013 Total: €16.5bn(1) 35.3% 1.7% 0.3% Gross corporate NPE provision and collateral(2) coverage (%) Gross NPLs 0.9% 3.5% 6.0% Small Medium Large Total €457m(3) related to financed capital or 2.8% of gross corporate loans NPLs Corporate loans concentration (%) – 2015 Gross loans Small Medium Large Total Manufacturing 26.4% Real estate 16.5% Medium 50.2% Corporate loans asset quality (% of gross loans) Total: €3.2bn Note (1) Excludes other not classified exposures for c.€0.6bn and loans and receivables for €1.0bn (2) Only real guarantees and working capital (3) Includes total credit exposures to clients with financed capital Source: company data 16.0% 35.3% 2014 Provisions 2015 Collateral Gruppo Banca Popolare di Vicenza 63 Mortgage-focused portfolio with solid collateral coverage of NPEs Gross retail loans split by product (%) – 2015 Retail loans asset quality (% of gross loans) Mortgages Consumer loans 1.4% Other retail loans Other retail Mortgages Other retail Total Mortgages Other retail 35.0% 17.9% 2.2% 13.7% of performing loans Mortgages 80.7% 14.7% 11.5% 5.5% 0.4% 4.8% 12.5% 0.5% 4.8% 12.2% 0.9% 6.9% 12.4% 0.6% 5.2% 7.1% 4.4% 6.6% 5.2% 6.3% 4.0% 2013 Total: €10.6bn 26.8% Mortgages 35.0% Other retail Unlikely to pay Mortgages Other retail 9.0% 6.0% Past due Total Mortgages Other retail 155.7% 97.3% 151.0% 6.6% 1.7% 80%<LTV <100% 8.6% 147.0% 64.4% 74.5% LTV>100% 23.2% 22.8% Total 174.6% 18.3% 60%<LTV <80% 18.3% 0.7% 2015 176.9% 174.3% 40%<LTV <60% €425m related to financed capital or 4.0% of gross retail loans Gross retail NPE provision and collateral(2) coverage (%) Mortgage portfolio LTV(1) (%) – 2015 LTV<40% 9.3% 2014 NPLs 34.8% 14.3% 0.3% 4.7% Total 124.5% 136.6% 142.2% 17.4% 27.6% 29.9% 36.8% 31.2% 2013 2014 Provisions 71.7% 96.2% 32.4% 54.2% 40.4% 2015 Collateral Note (1) Excludes c.€0.3bn where LTV was not determinable (2) Only real guarantees Source: company data Gruppo Banca Popolare di Vicenza 64 Non performing exposures provisioned / collateralised at c.135% Loans by collateral type(1) (%) – 2015 Retail Corporate Guarantees 4.8% Unsecured 20.0% Real guarantees 1.0% Working capital 14.3% Unsecured 40.2% Real estate 40.6% Real estate 79.1% Total: €10.6bn Total: €16.5bn Group collateral(1) (€m) – 2015 Retail Consumer 0.0% NPE coverage (%) Corporate Other 2.3% 128.5% Large 13.0% Small 36.3% Total: €17.6bn Medium 50.7% 135.3% 101.0% 94.7% 27.3% 35.1% 40.6% 2013 2014 2015 101.2% Mortgages 97.7% 136.1% Total: €18.2bn Provisions Collateral (1) Excludes other not classified exposures for c.€0.6bn and c.€1.0bn of loans and receivables Source: company data Gruppo Banca Popolare di Vicenza 65 Risk management Overview of portfolio Details of loan book clean-up Overview of the credit management structure and process Gruppo Banca Popolare di Vicenza 66 Extensive loan book clean-up performed in 2015 Key initiatives ■ An in-depth review of the loan portfolio since June 2015 by new management: Flows of gross loans from performing to NPE (€mn) Decay rate(1) 5.1% 10.3% ■ new impairment triggers have been introduced: Main triggers 2,412 ■ deterioration of internal or external rating 214 ■ decrease of equity by 50% due to losses based on financial statements 1,253 Additional triggers 152 ■ reduction on collateral value 825 2,057 140 ■ reduction in real estate values 277 ■ reduction on revenues 2014 Past due ■ reduction of equity by 25% due to losses based on financial statements ■ exposures older than 10 years have been written-off, unless there is an expectation of recovery and the case is in judicial process ■ more conservative haircut on mortgage collateral introduced ■ increased provision coverage to 40.6% even though NPE stock increased by €2.5bn ■ Review of loans exposures related to financed capital amounting to €1,139m(4) of which €578m classified as NPE 2015 Unlikely to pay NPLs Loan loss provision evolution in 2015 (€mn) Due to general economic deterioration and more stringent classification criteria in line with Comprehensive Assessment 703 (3) 111 1,333 460 59 ■ financed capital fully addressed from capital perspective: €1,139mn of which €466mn as loan loss provisions, €353mn as reserves for risks, €321mn as prudential filter ■ review of financed capital with conservative criteria and methodology discussed and agreed with the ECB (1) Calculated as flows of gross loans over beginning of period performing loans (2) Relates to all credit exposure to clients with financed capital (3) Excludes €6mn of provisions on credit commitments in relation to financed capital (4) Includes commitment letters even if not financed Source: company data H1 2015 o/w €23mn in relation to financed capital Q3 2015 Provisions in Other provisions relation to financed capital FY2015 Q4 2015 Gruppo Banca Popolare di Vicenza 67 Increased NPLs and provision coverage on the back of solid risk management practices Gross NPE quarterly formation dynamics(1) (€mn, %) Loan book asset quality (%) % of gross loans 30.9% 0.5% 3.0% 2.3% 1.8% 2.5% 1.7% 1.9% 21.2% 15.3% 2.0% 1.7% 3.2% 1.8% 1.8% 16.6% 1.6% 884 859 1.2% 8.9% Increase QoQ mainly driven by an in-depth review of the loan book and introduction of new triggers 747 6.5% 158 623 599 15.1% 1.4% 701 11.1% 594 8.5% 485 461 83 381 Past due 50.1% 56.8% NPL (incl. write-off) 48.7% 54.1% 59.3% Total NPE 27.3% 35.1% 40.6% Total NPE (incl. write-off) 31.1% 37.9% 42.4% Performing 0.35% 0.71% 0.73% 290 Q4-15 43.1% Q3-15 NPL 379 Q2-15 25.8% Q1-15 19.5% Q4-14 12.2% Q3-14 Unlikely to pay Q2-14 12.2% Q1-14 2015 10.5% Q4-13 2014 3.8% Q3-13 2013 Past due Provision coverage Unlikely to pay 2015 Q2-13 NPL 2014 409 408 Q1-13 2013 461 455 Gross flows in €m (excl. financed capital) o/w regarding clients with financed capital (2) Gross inflows as % of performing loans (excl. financed capital) Note (1) Quarterly NPE flows may differ from previous page as figures are based on the exposure to clients at the date / quarter of classification. Source: company data (2) Includes total credit exposures to clients with financed capital. Source: company data Gruppo Banca Popolare di Vicenza 68 Risk management Overview of portfolio Details of loan book clean-up Overview of the credit management structure and process Gruppo Banca Popolare di Vicenza 69 Re-modelled credit risk management structure ■ Complete redesign of the credit organisation structure in line with the new community and private banking model, new credit option approved in accordance with new distribution model and new credit rules ■ New early warning and active unlikely to pay management process (meetings and follow-ups with local areas already conducted) ■ New NPL recovery process with a new management structure and ongoing selection of NPL management partners Organisational structure Network Division Community Banking Regional Units Reorganisation Loan Division Regional Loan Offices ■ The re-organisation is expected to result in an increased focus on credit management Private and SMEs Headquarters Private and Corporate Large Corporates ■ The new model envisages a complete separation between the credit and the commercial process by delegating powers of credit granting only to the central office of the Credit Division as well as the local credit offices (incl. Credit Committee and Board of Directors) ■ Loan approval and risk management are separated from the distribution network ■ Lending criteria and responsibility matrix are approved by Board of Directors ■ Credit Committee (chaired by the CEO) and / or Board of Directors are responsible for decisionmaking in case of large exposures or high risk loans. Board of Directors resolutions take into account Credit Committee’s opinion ■ Three new offices with specialised capabilities set up (early warning, unlikely to pay and real estate) ■ The new credit recovery department to focus on the recovery of both NPLs and unlikely to pay (pre-litigation) and outsource the recoveries of smallsized loans to selected external partners ■ A new specialised unit for managing real estate exposure and restructured exposures Gruppo Banca Popolare di Vicenza 70 Sound credit risk management process 1 2 Preliminary analysis 3 Credit scoring and decision making 4 Monitoring Recovery Main activities ■ Counterparty identification ■ Data gathering and documentation ■ Data review and analysis, including all necessary documents to evaluate credit merit ■ Verification of existing Group exposure ■ Verification of the financial situation ■ Verification of repayment ability ■ Guarantees ■ Real estate valuation (for mortgages) ■ Credit scoring based on internal rating system ■ Formal verification of documents ■ Daily client scoring based on the analysis of specific deteriorisation of client’s performance ■ Management of NPLs both internally and externally through specialised external servicer ■ Verification of compliance with covenants ■ Second-level monitoring of the loan portfolio and risk concentration limits by RM function ■ Third-level monitoring by Internal Audit ■ BPVi Strategic Plan includes a series of initiatives aimed at exploring further expansion and possible enhancements of the existing indicators, including forborne exposures as well as track record of recovery of NPLs, where databases have a relatively recent history Gruppo Banca Popolare di Vicenza 71 New initiatives envisaged in the business plan to strengthen credit management Credit strategy ■ Pervasive and binding credit policies ■ Overall review of processes and systems: Underwriting processes – New underwriting process (specialized by segment and "time to yes") – "Fast Banking" for small/good product/clients ■ Dedicated "preventive" management: "Preventive" management (early warning) Active management (unlikely to pay) Disposals Strategic partnership – Early warning system to immediately identify potential risky customers – "Pre default" management workflow with dedicated/tailored strategies ■ Strengthening of credit monitoring team and tools ■ Strengthened unlikely to pay management to maximize value from current stock introducing an "integrated active model" ■ Introduction of a specialized approach/unit for managing real estate exposure and restructured exposures ■ Portfolio "cleaning up" through NPL disposals within business plan time horizon of €1.5bn ■ Disposals focused on positions with high coverage and no/minimal impact on profit & loss ■ Long term strategic partnership with high standing market operator for managing selected NPL portfolios ■ Focus of internal resources on high-value large positions ■ Externalisation of recoveries of small-sized loans ■ Enhanced recovery model Enhanced recovery model – New portfolio strategy segmentation – Workload optimization – IT applicative software enhancement – KPI/process metric Gruppo Banca Popolare di Vicenza 72 Improved loan monitoring and implemented recovery procedures Early warning ■ Daily client scoring based on analysis of specific deterioration signs and classification exposures as performing, PPD, NPE or default ■ Focuses on positions with at least 30 days overdue or classified by management as “under surveillance” Monitoring (3 regional units) ■ Exposures below €250,000 are managed via 7 regional units, reporting to Loans Division Unlikely to pay Real estate ■ Exposures above €250,000 are managed in Headquarters through a proactive and dynamic management ■ Management of real estate exposures using external appraisers to maximise sale proceeds NPL ■ Recoveries team, including internal lawyers and admin personnel ■ NPLs <€200,000 are digitalised and prior to initiating judicial procedures are given for a 4 month period to an external party to recover. If not recovered, positions return to internal recovery unit ■ Starting with 2016, all recoveries for retail mass clients exposures <€300,000 (87% of cases, 37% of GBV) will be done through third parties Unlikely to pay (pre-litigation) ■ Recoveries preceding judicial procedures for the exposures, which are unlikely to become performing and where ‘going concern’ is no longer possible ■ Recovery of exposures <€50,000 is done through external parties based on a servicing agreement after exposure is 31 days overdue Recovery (2 regional units) Gruppo Banca Popolare di Vicenza 73 Agenda CEO perspective and key investment highlights Pag. 5 Business strategy Pag. 18 Operating model and HR Pag. 50 Risk management Pag. 59 Financial overview Pag. 74 2018-2020 financial targets Pag. 95 Gruppo Banca Popolare di Vicenza 74 Consolidated Balance Sheet 2013 - 2015 Decrease in total assets mainly driven by balance sheet "clean up". Balance Sheet (€mn) Restated Balance Sheet (€mn) 1 2 2014A 2015A Financial Assets 6,286.9 13,045.9 9,175.3 - o/w financial portfolio 4,262.9 6,558.8 5,871.9 (686.9) - o/w derivatives 2,024.0 6,487.1 3,303.4 (3,183.7) Cash and due from banks 5,183.2 2,447.7 2,323.7 (124.0) 30,892.7 28,110.6 25,178.1 (2,932.5) 1,764.2 608.8 126.8 (482.0) 385.0 494.9 492.7 (2.1) Customer loans - o/w CCG Equity investments Property, plant and equip. and intangible assets 3 4 14-15 (3,870.6) 1,571.0 974.2 609.2 (365.0) - o/w goodwill 927.4 329.9 6.2 (323.6) Tax Assets 570.5 948.5 1,456.6 508.1 - o/w DTA 525.3 867.1 1,355.0 487.9 Other 346.8 453.1 547.8 94.7 45,236.0 46,474.9 39,783.4 (6,691.5) 7,053.5 4,757.8 9,973.5 5,215.6 31,662.7 30,373.1 21,942.7 (8,430.4) - o/w CCG 2,468.6 1,760.0 - (1,760.0) Other financial liabilities 2,144.3 6,481.9 3,659.6 (2,822.3) 668.2 1,072.2 1,125.4 1 Total Assets 6 Cash and due to banks 5 Direct funding 1 ∆ 2013A Other (1) Funds for risks and charges Equity (excl. Minority interests) - o/w consolidated net income (loss) Total Equity and Liabilities Note: (1) Including Minority interests 53.3 60.3 58.3 548.1 3,647.2 3,731.5 2,534.1 (1,197.4) 489.7 (32.2) (758.5) (1,407.0) (648.5) 45,236.0 46,474.9 39,783.4 (6,691.5) ■1 Compression of derivatives portfolio included in HFT financial assets in 2015 and Financial liabilities ■2 Decrease in customers loans mainly driven by Loan Loss Provisions ■3 Total impairment of goodwill 4 Increase in DTA due to fiscal losses and ■ provisions for risks and charges ■5 Decrease of clients direct funding mainly due to extraordinary events and reduction of CCG funding ■6 Increase of interbank funding Gruppo Banca Popolare di Vicenza 75 Customer Loans Evolution “Strong” reclassification from Performing to Non Performing Exposures due the analytical review of customer loans portfolio carried out in 2015 by Management and to AQR in 2014. Customer loans reduction is mainly driven by Loan Loss Provisions. Customers Loans (net of CCG) (€mn) Breakdown of Customers Loans (net of CCG) (Consolidated Figures 2013-2015) (Management Figures) Net Customers Loans Breakdown by Product (2015) CAGR -3.1% -1,104 Delta 2013 – 2015 Long term loans 17,0% Gross Customers Loans (net of CCG) 30,689 Non Performing Exposures 5.379 29,944 28,841 -1,849 Current Accounts 2,1% +20.4% +1,095 6.474 +38.4% +2,489 16,3% 8.963 64,5% Consumer Finance Other(1) Performing Exposures 25.310 -7.3% -1,840 Net Customers Loans Breakdown by Segment (2015) 23.471 -15.3% 19.878 -3,593 Community banking 8,7% 9,0% 2013A 2014A 2015A Loan Loss Provisions 1,561 2,442 3,789 Net Customers Loans (net of CCG) 29,129 +2,229 27,0% 27,502 25,051 -4,078 Corporate & Private banking 55,3% Large Corporate & Financials Other(2) Note: (1) TLRO Securities and Repo with clients ,Cash collateral, debtors/creditors, self-liquidating, bank overdraft (excl. mortgages and consumer credit); (2) LRO securities, NPLs, funds (total), BPV Finance uses, bridge vs. management accounts Gruppo Banca Popolare di Vicenza 76 Direct Funding Evolution - Clients Direct funding decreased in the last months of 2015 as a consequence of extraordinary events. Around 50% of direct funding is current accounts and retail. Direct Funding - Clients (net of CCG) (€mn) (Consolidated Figures 2013-2015) (Management Figures) Direct Funding by Product (2015) CAGR -13.3% -7,251 29,194 EMTN & P.P. 2.677 Securitizations 2.808 Commercial Funding 23.709 Breakdown of Direct Funding (net of CCG) 28,613 Delta 2014 – 2015 21,943 -6,670 Current Accounts 5,0% 9,4% Term Deposits Retail Bonds 14,1% 3.377 52,0% 2.880 11,8% 3.090 -287 2.052 -828 Securitizations Other(1) 7,8% Direct Funding by Segment (2015) 3,4% Community banking 22.356 16.801 -5,555 26,7% 47,7% 10,8% 2014A Corporate & Private banking Large Corporate & Financials Institutionals 11,3% 2013A EMTN & PP Other(2) 2015A Note: (1) Certified cheques, third party funds, cash collateral and other creditors positions (including pre-paid), grants received; (2) 3rd party SPV, financial counterparties operating w/ divisone finanza and bridge vs. management accounts Gruppo Banca Popolare di Vicenza 77 Clients and Current Accounts Dynamics Growth of customers and current accounts at the top level of the Italian banking system in the last years. Slight decrease in 4Q of 2015. The Bank has an important customers base to exploit. Clients ('000) (Management Figures) +90 +7.0% -8 -0.6% 1,289 1,351 1,387 1,379 Dec-2013 Dec-2014 Sept-2015 Dec-2015 Current Accounts ('000) (Management Figures) +55 +7.2% -15 -1.8% 755 805 825 810 Dec-2013 Dec-2014 Sept-2015 Dec-2015 Gruppo Banca Popolare di Vicenza 78 Net interbank position and Cassa Compensazione e Garanzia Increase of net interbank position driven by the choice of financing proprietary government bonds portfolio through ECB liquidity lines and net customer funding decrease. Unsecured exposure is modest and in line with 2014. Net interbank position and CCG (€mn) Net Interbank position (€mn) (Consolidated Figures 2013-2015) (Consolidated Figures 2013-2015) Delta 2014 – 2015 CAGR +24.5% -2,732 Total net interbank position and net CCG Net interbank position -4,964 -3,654 -7,696 (2.503) 2013A 2014A -5,320 2015A Exposure vs. Central Banks (2,916) (1,544) (6,543) o/w LTRO/TLTRO (3,300) (1,249) (1,849) Repo Exposure (738) (594) (851) Other secured exposure (374) (340) (675) 704 494 909 (935) (519) (664) (4,259) (2,503) (7,823) 2015A Debt securities and Cash Collateral 127 Net CCG 2014A -4,043 (4.259) (7.823) 2013A (704) +1,278 (1.151) Unsecured exposure Net Interbank position 2013A 2014A 2015A Gruppo Banca Popolare di Vicenza 79 Indirect Funding Assets under Management up 39.8% in the last 2 years mainly thanks to a switch from Assets under Custody. Indirect Funding(1) AuC (€mn) (Consolidated Figures 2013-2015) (Consolidated Figures 2013-2015) -17.3% -1,572 +3.1% +433 9,079 -360 14,117 14,910 14,550 Other financial assets Stocks AuC 9.079 (767) (8.4%) 7.507 8.312 (805) (9.7%) 8,312 7,507 7.165 6.179 1.880 1.147 1.328 2013A 2014A 2015A 7.199 AuM and Insurance Products (€mn) (Consolidated Figures 2013-2015) +39.8% +2,005 AuM and Insurance Products +1,560 +31.0% 6.598 +445 +6.7% 5,038 2014A 7,043 7.043 5.038 2013A 6,598 2015A 2.149 Insurance products 2.041 AuM 2.997 2013A 2.127 4.449 4.916 2014A 2015A Note: (1) Net of BPVi Clients' shares Gruppo Banca Popolare di Vicenza 80 Liquidity Evolution Liquidity ratios affected by direct funding trend at the end of 2015. LCR above 80% and CBC about Eur 1bn at the beginning of February. The amount of Euro Medium Term Notes expiring in 2016 is € 86mn. Liquidity Evolution Net Loans / Direct Funding Net Loans (net of CCG) 29,129 27,502 25,051 Direct funding (net of CCG) 29,194 28,613 21,943 100% 96% (net of CCG) 114% 2013A 2014A 2015A 2013A 2014A 2015A LCR n.a. 95.3% 47.5% NSFR n.a. 102.1% 94.2% 2013A 2014A 2015A Unencumbered assets 3,015 3,963 510 Encumbered assets 6,893 4,578 7,843 Total 9,908 8,541 8,354 > 80% Liquidity Ratios (%) Counterbalancing Capacity (€mn) at January 2016 €987mn as of 9/02/2016 ■ LCR raised to over 80% at the end of January thanks to several funding initiatives put in place by the Management: ■ Bridge Financing to the securitization Berica RMBS for Eur 400mn ■ Contribution of Banca Nuova and Farbanca loans to A.Ba.Co. system, and increase of parent company's contribution to the system with a total net effect equal to Eur 240mn ■ Sale of Berica ABS 4 notes for Eur 97mn Gruppo Banca Popolare di Vicenza 81 Financial Portfolio Breakdown Government bonds accounts for around 90% of financial portfolio. Average maturity is around 5.8 years, weight on total asset lower than peers. Opportunity to increase investments to support the NII growth. Financial Portfolio Evolution (€mn) (Consolidated Figures 2013-2015) Government Bonds Portfolio Evolution (€mn) CAGR +17.4% + 1,609 4,263 6,559 27 479 369 Other OICR Equity securities +6.0% % on total assets 5,872 7.1% 13.2% 5.437 5.233 3.229 28 244 180 2013A 26 479 350 % on total assets 5.683 11.7% 2014A 2015A - Benchmark with Peer Group (1) - 13.8% Government Bonds Maturity (€mn) 5.419 (Management Figures) Debt securities 16.1%(2) 16.6% Portfolio Average Maturity: 5.8 years 3.407 1.330 605 2013A 2014A 2015A 808 1.159 586 116 347 282 2017E 2018E 2019E 2020E 2021E 2023E 2024E >2024E Note: (1) Includes BPER, BPM, Banco Popolare, Creval, UBI Banca, Veneto Banca, BP Sondrio; (2) As of 30/06/2015 Gruppo Banca Popolare di Vicenza 82 Deferred Tax Assets and Liabilities Important growth in DTA due to fiscal losses and provision for risk and charges related to BPVi shares. Around 70% of DTA are convertible in tax credit. Fiscal losses recoverable without time limit. Deferred Tax Assets & Liabilities (€mn) 2014A 2015A DTA Law 214/2011 (64%) – Fully recoverable Tax Losses (20%) – No expiry DTA and DTL at P&L Total DTA 769 1,102 o/w DTA convertible Law 214/2011 734 706 o/w Tax Losses - 220 o/w Other DTA 35 176 DTL Other (44) (30) Imbalance DTA / DTL at P&L 726 1,073 ■ €706mn, equal to 64% of DTA convertible ex Law 214/2011 satisfying the "probability test"(1) being sure the full recoverability ■ €220mn, equal to 20% of DTA referred to 2015 tax losses and recoverable with no time limits DTA and DTL at Equity Total DTA 98 253 DTL Other (137) (284) Imbalance DTA / DTL at Equity (39) (31) Total DTA 867 1,355 Total DTL (180) (314) Note: (1) "Probability test" performed on 2020 Business Plan ■ €176mn (€147mn net of DTL), equal to 16% referred to provisions related to legal risks on financed capital ■ Balanced DTA and DTL at Equity Gruppo Banca Popolare di Vicenza 83 Funds for Risks and Charges 2013-2015 Funds for risk and charges stable in the last 3 years, excluding the amount accounted in 2015 in connection with BPVi shares. Funds for Risk and Charges (€mn) +488 60 58 548 2015A Breakdown 89% Transactions on BPVi capital 489 89% ■ €353mn provisions for “legal risks” related to financed capital and commitment letters ■ €136mn related to claims and other risks on BPVi share capital Others 12 Personnel expenses 9 Legal disputes 33 Post-retirement benefits 11 13 4 1 39 40 6 5 5 2013A 2014A 2015A 2% 0% 7% 1% Gruppo Banca Popolare di Vicenza 84 Total Equity Evolution Total Equity evolution affected by 2014 e 2015 net results. Total Equity around Eur 4bn after the 2016 capital increase. Total Equity Evolution (€mn) +618 +252 +170 Capital Increase 1H 2016 +55 1,500 -759 -42 -1,407 3,731 3.647 2.534 2013 Capital Group equity increase Capital stock & add paid-in capital Net result Revaluation reserves Other 2014 Soft Group equity mandatory conversion Net result Other 2015 Group equity 3,081 3,717 3,584 Reserves 586 609 224 Valuation reserves 16 187 157 Treasury Shares (8) (26) (25) 3 3 1 (32) (759) (1,407) Other Net Result Gruppo Banca Popolare di Vicenza 85 Focus on Financed Capital Financed Capital Evolution(1) (€mn) Total non-eligible capital Funds for risks and charges (€mn) 1,001 1,139 31% Funds for risks and charges 36% LLP 2% 353 1H2015 2015A Loan Loss Provisions (€mn) 41% Regulatory Filter 356 62% 24 466 1H2015 2015A Regulatory Filter (€mn) 28% 622 321 1H2015 Breakdown non eligible capital 2015A 1H2015 2015A Exposure LLP Prov. for risk and charges Total Coverage Regulatory filter Gross Performing Exposures 508 10 272 282 55.5% 226 Gross NPE 578 456 45 501 86.6% 77 52 0 36 36 68.8% 16 1,139 466 353 819 71.9% 321(2) Commitment letters Total as of 31/12/2015 Note: (1) Including commitment letters (2) Total value includes €0.7mn of filter related to customers with financed capital but without exposure as of 31/12/2015 Gruppo Banca Popolare di Vicenza 86 Regulatory Capital Evolution Regulatory Capital Evolution and Calculation Regulatory Capital Regulatory Capital Calculation (€mn) (Consolidated Figures 2013-2015) Regulatory Capital 2013A 2014A 2015A CET 1 /Core Tier 1 2,585 3,025 1,656 Total Capital 3,314 3,349 2,022 28,061 28,985 24,884 n.a. 7.25% 4.44% RWA Leverage Ratio CET1 Ratio Evolution (%) 9,21% 10,44% 2013A 2014A 6,65% 2015A Total Capital Ratio Evolution (%) 11,81% 11,55% 8,13% 2013A 2014A Regulatory Capital 2014A 2015A Total Equity Deductions from Total Equity o/w "Miniaucap" (1) o/w minorities Intangible Assets o/w goodwill o/w goodwill of associates Prudential Filters o/w Regulatory filter o/w DTA o/w reg. deduction for double subst. tax CET1 before deductions Deductions and Transitional Arrangements Deductions and Transitional Arrangments Transitional (Tier 1) Total Common Equity Tier 1 - CET1 Tier 2 Deductions and Transitional Total Tier 2 Total Own Funds 3,750 (83) (62) (18) (432) (330) (97) (72) (50) 3,162 (103) (6) (28) 3,025 327 (3) 324 3,349 2,552 (79) (57) (18) (108) (6) (97) (506) (321) (114) (64) 1,859 (122) (6) (76) 1,656 435 (68) 367 2,022 2015A Note: (1) Capital increase in the context of previous shareholders campaigns Gruppo Banca Popolare di Vicenza 87 Trend of Regulatory Capital Total Capital evolution (€mn) Total Capital Ratio (%) 8.13% 11.55% +252 +108 -1 +2 -1,107 -321 3.349 -260 2.022 Total Capital Soft Subordinated Valuation as of mandatory bonds reserves 31/12/14 conversion Net result (excl. goodwill) ECB filter Deductions Other Total Capital as of 31/12/15 Common Equity Tier 1 Evolution (€mn) CET 1 Ratio (%) 6.65% 10.44% +252 +17 -1,107 3.025 +2 -321 Credit risk: -€3,419mn Market risk: -€437mn CVA: -€187mn Operating risk: +€54mn -213 1.656 CET1 as of 31/12/14 RWA (€mn) 28,985 Soft mandatory conversion Valuation reserves Net result (excl. goodwill) ECB filter Deductions Other CET1 as of 31/12/15 24,884 Gruppo Banca Popolare di Vicenza Delta YoY (€mn) -4,101 88 Consolidated Profit & Loss 2013 - 2015 2015 gross operating profit substantially in line with 2014 excluding trading profit and some non recurring items. Profit & Loss (€mn) Restated P&L (€mn) 2013A 2014A 2015A Δ 14-15 (%) CAGR 13-15 (%) Net interest income 528.4 511.1 503.9 (1.4%) (2.3%) Net commission 276.2 301.3 322.4 7.0% 8.0% Trading profit 206.7 186.8 163.0 (12.7%) (11.2%) Dividends and net result from associates 20.0 29.4 47.9 63.2% 54.7% Other op. charges/income 51.8 48.8 15.3 (68.6%) (45.6%) 1,083.1 1,077.4 1,052.6 (2.3%) (1.4%) 13.4% 7.5% Total revenues Administrative expenses: (621.8) (633.6) (718.4) - Staff expenses (392.3) (402.0) (410.4) 2.1% 2.3% - Other administrative expenses (229.5) (231.6) (308.0) 33.0% 15.9% (35.6) (35.6) (35.7) 0.5% 0.1% (657.4) (669.1) (754.2) 12.7% 7.1% 298.5 Depreciation and amortizations Operating expenses Gross operating profit 425.7 (26.9%) (16.3%) Net impairment adjustments (454.6) (1,521.3) (1,826.9) 20.1% 100.5% - o/w LLP (432.4) (868.5) (1,333.4) 53.5% 75.6% - (600.0) (334.6) n.m. n.m. (16.5) (36.2) (171.2) n.m. n.m. (5.8) (16.6) 12.2 n.m. n.m. (12.3) (18.5) (513.1) n.m. n.m. 7.5 (2.8) 149.0 n.m. n.m. n.m. n.m. n.m. n.m. - o/w Impairment of Goodwill and other Intangibles - o/w AFS and Associates - o/w Other Provisions for risks and charges Gain / (loss) on investments disposal Profit before taxes (33.7) 408.3 (1,134.3) 3.3 Profit attributable to minority interests (1.7) (0.9) (0.8) (12.6%) (31.0%) (32.2) (758.5) (1,407.0) n.m. n.m. Net profit for the period 376.7 (1,892.5) Income taxes 486.3 ■ Slight pick up of core revenues (NII and Net Commission) both in 2014 and 2015 ■ Total revenue decreased in 2015 due to trading profit decline and non recurring items ■ Increase in operating expenses mainly due to acquisition of new branches in 2014 and to new contribution paid to national resolution funds and deposit guarantee scheme in 2015 ■ Net impairment adjustment and provisions mainly due to AQR and impairment of goodwill in 2014 and to analysis and review of capital structure and customer loans portfolio in 2015 Gruppo Banca Popolare di Vicenza 89 Net Interest Income Evolution Slight decline in net interest income totally due to reduction of securities portfolio contribution. Commercial spread improved by 50 bps from 2013 thanks to cost of funding drop. Commercial Spread Evolution(2) Net Interest Income (€mn) (Management Figures) (Management Figures) Average loans spread CAGR -2.3% -24 528 Client margin contribution 511 +42 379 +11.0% Securities portfolio contribution(1) 150 2013A -59 -39.3% 420 504 -4 -0.9% 416 CAGR 2013-2015 +4.8% Commercial spread Average deposits spread 3,2% +1.4% 91 2014A 3,3% +1.7% +1.9% 1,8% 1,6% 1,4% 0,2% -3 3.6% 3,3% -23.5% 87 2015A 0,2% Euribor 3M (0,0%) 2013A 2014A 2015A Note: (1) Securities portfolio assumed funded at 3M Euribor; (2) Average annual spread calculated over 3M Euribor Gruppo Banca Popolare di Vicenza 90 Net Commission Income Evolution Net commission growth (2013-2015 CAGR +8%) driven by asset under management fees increase and reduction in commission expenses. Net Commission Income (€mn) Focus on Asset Management Fees (€mn) (Management Figures) (Management Figures) CAGR +8.3% +11 CAGR +8.0% +46 276 301 322 62 67 73 Asset management fees Other net commission Cost on gov. guarantee and securities lending O/w placement fees on AuM and retirement savings Placement fees % on total commissions 262 (48) 260 (25) 255 (5) 2013A 2014A 2015A 34 35 34 12% 12% 10% 62 CAGR 2013-2015 +8.3% -1.4% -66.8% 67 73 CAGR 2013-2015 16 +16.0% 14 Insurance products 12 Commissions on AuM 42 49 54 +13.2% 13 10 (7) -13.9% (5) 11 (6) 2013A 2014A 2015A 0.19% 0.21% 0.31% 2.03% 1.85% 1.82% AuM - Existing 0.60% 0.57% 0.58% AuM - Placement 1.88% 1.44% 1.30% AuC %(1) 0.14% 0.11% 0.12% Commissions on AuC Financial promoters commissions Insurance products– Existing Insurance products– Placement Note: (1) Net of BPVI shares owned by bank's clients Gruppo Banca Popolare di Vicenza +16.0% 91 Other Revenues 2013 - 2015 Net result from proprietary portfolio mainly driven by Government Bond capital gains. Decline of net trading income in 2015 due to lower revenues from trading activities related to the hedging of banking book. Net result from proprietary portfolio (€ mn) 2013A 2014A 2015A CAGR 13-15 (%) 55.7 96.3 33.9 (22.0%) Gains (losses) on disposal or repurchase and net hedging 161.9 98.9 131.0 (10.0%) o/w Government bonds 149.8 109.4 101.8 (17.6%) Net change in financial assets and liabilities at fair value (10.9) (8.4) (1.9) (58.7%) Net result from proprietary portfolio 206.7 186.8 163.0 (11.2%) o/w Government bonds 149.8 109.4 101.8 (17.6%) 2013A 2014A 2015A CAGR 13-15 (%) Dividends and Profit (loss) from equity investments 20.0 29.4 47.9 54.7% Other op. charges/income 51.8 48.8 15.3 (45.6%) Net Trading Income (1) Other revenues ■ Dividends increase vs. 2014 of €18.6mn mainly driven by the disposal of stakes in Pittarosso (+€11.3mn) and Metafin (+€10.5mn), partly offset by lower dividends from other equity investments. ■ Other operating income decrease mainly due to lower CIV and one-off effects (CIV refund, delta between what raised in 2014 in terms of mortgaged property appraisal expenses and what refunded in 2015, interest "refund" on impaired loans, resulting from derecognition of loans pre-2015, with current mortgage payment holiday) Note: (1) Line Items 90 and 100 excluding in 2013 the revaluation of Bank of Italy share capital (€ 10.3mn), and in 2015 the capital gain on ICBPI sale (€ 166.7mn) Gruppo Banca Popolare di Vicenza 92 Operating Expense Evolution Operating expenses growth mainly due to: 2014 - acquisition of 16 new branches and increase of salaries envisaged by national contract; 2015 - contributions paid to national resolution funds/deposits guarantee scheme, leaving and retention incentive paid to personnel non recurring expenses related to bank transformation into joint stock company and listing Operating Expenses Breakdown (€mn) Focus on Personnel Expenses (€mn) (Consolidated Figures 2013-2015) (0.5%) +2.1% Extraordinary Costs (€81mn) Norm. CAGR '13A-'15A: 2.4% CAGR +7.1% +97 657 669 Other operating expenses 5% 5% 35% 35% 410 10 400 2014A 2015A Leaving & retention incentives Normalized 2015A 754 5% Depreciation 402 41% Focus on Other Admin. Expenses (€mn) +2.5% +32.9% Personnel costs 60% 60% Extraordinary BRRD (€41mn) Ordinary BRRD (€18m) Other (€11mn) 54% 308 71 232 Cost / Income 2013A 2014A 2015A 60.7% 62.1% 71.6% 2014A 2015A 238 Adjustments Normalized 2015A Gruppo Banca Popolare di Vicenza 93 Loans Loss Provisions and Other Net Provisions Evolution Net impairment adjustments and provisions for risk and charges for over Eur 1.5bn in 2014 and Eur 2.3bn in 2015 Loans Loss Provisions and Other Net Provisions(1) (€mn) 467 1,540 2,340 7% ■ €159mn: of which impairment of AFS associates totaled €171mn mainly related (€142mn) to Luxembourgian funds (Athena and Optimum Multistrategy funds) 159 Others(2) Net provisions for risks and charges 513 22% 53 From impairment on goodwill and other intangibles 335 18 600 ■ €513mn provisions for risk and charges related to: legal risk on financed capital and commitment letters (€353mn) customer claims and other risk on BPVi treasury shares (€136mn) 14% ■ €335mn related to impairment on goodwill (down to €6mn in 2015A) and other intangibles 1.333 22 12 Loans Loss Provisions 57% 0 868 ■ €1,333mn related to loan loss provisions, of which €460m(3) due to financed capital 432 2013A 2014A 2015A Note: (1) Including Provisions for risks and charges, (2) Includes impairment of AFS (€-160.2mn), impairment of associates (-€11.0mn), write back on other financial transactions (+€12.2mn), (3) excludes €6mn provisions related to credit commitment due to financed capital Gruppo Banca Popolare di Vicenza 94 Agenda CEO perspective and key investment highlights Pag. 5 Business strategy Pag. 19 Operating model and HR Pag. 51 Risk management Pag. 60 Financial overview Pag. 74 2018-2020 financial targets Pag. 95 Gruppo Banca Popolare di Vicenza 95 BPVi’s future strategy: 2015-2020 Business Plan 2020 strategy: Becoming the "First Choice" Network Bank in core geographic areas, focused on Corporates / SMEs and Family banking, delivering distinctive customer service Priorities 2018 targets 2020 targets 1 Solidity and resilience Net profit > € 200 mn Net profit > € 300 mn 2 Reshape client service models ROTE Adjusted 5.6% ROTE Adjusted 8.2% 3 Transform the operating model Cost / Income Ratio < 55% Cost / Income Ratio < 50% 4 Active Credit & Risk Management CET1 12.0% CET1 12.9% 5 Re-qualify the asset base LCR > 115% LCR > 120% Source: Company data Gruppo Banca Popolare di Vicenza 96 Loans and deposits evolution Net loans(1) (€ bn) €mn 114.2% 106.6% 25.1 28.2 2015 2018 (E) Net loans 106.5% 30.1 CAGR 15 – 18 CAGR 15 – 20 4.0% 3.7% CAGR 15 – 18 CAGR 15 – 20 6.4% 5.2% CAGR 15 – 18 8.6% 1.6% 15.2% CAGR 15 – 20 7.2% 1.5% 12.1% ■ Progressive re-balance of the loan-to-deposit ratio, as a result of the higher increase of deposits (CAGR 15 – 20 (E) at 5.2%) compared to the growth in loans (CAGR 15 – 20 (E) at 3.7%) ■ Strengthened retail funding, thanks to the recovery of deposits, following the re-gain in clients’ trust post capital increase ■ Important growth in AUM (CAGR 15 – 20 (E) at 12.1%), thanks to specific investments and development activities 2020 (E) Loan-to-deposit ratio1 Direct deposits(1) (€ bn) 21.9 26.4 28.2 2015 2018 (E) 2020 (E) Indirect deposits(2) (€ bn) 14.6 7.5 7.0 18.6 7.9 10.8 20.6 8.1 2015 2018 (E) 2020 (E) AuM Source: Company data (1) Net of REPOs with CCG; (2) Excluding BPVi shares 12.5 AuC Gruppo Banca Popolare di Vicenza 97 Interest margin evolution driven by increasing volume and client spread Interest margin evolution €mn 669 579 504 75 CAGR 15 – 18 4.8% 9.4% CAGR 15 – 20 5.8% -3.1% ■ 2015-2020 net lending volume increase by € 5.0 bn (CAGR = 3.7%), reflecting growth in core regions 3.8% 7.4% ■ Higher contribution of securities portfolio in 2018 due to an increased exposure on the Government bonds portfolio, then gradually lowered as a result of the portfolio’s envisaged run-off Delta 15 – 20 ■ Improvement of commercial spread in 2015-2020 from 1.95% to 2.41% mostly due to cost of funding reduction (mark-down improved of 83 bps vs. lower mark-up by 37 bps) ■ Institutional funding cost assumed steady over the Business Plan horizon at around 3% 114 87 Securities portfolio(1), (2) Client Margin 594 416 465 2015 2018 (E) 2020 (E) Interest rate evolution(3) 3.41% 3.14% Average Loans spread 1.95% 1.47% 2.05% 2.41% 47 bps 0.63% -83 bps 0.59% 72 bps 1.09% Average Deposits spread Euribor 3M rate 3.05% -37 bps Commercial spread -0.13% 2015 0.07% 2018 (E) 2020 (E) Source: Company data and BPVi elaboration on Prometeia data (“Aggiornamento Rapporto di Previsione” February 2016 for Euribor) (1) Including minibond and ABS; (2) Securities portfolio assumed funded at 3M Euribor, average spreads calculated over 3M Euribor; (3) End of period rates Gruppo Banca Popolare di Vicenza 98 Net commission growth driven by Assets under Management and lending activity Net commission evolution CAGR 15 – 18 CAGR 15 – 20 453 7.6% 7.1% 49 20.4% 14.2% 128 12.7% 11.9% 31 -0.3% 2.0% 245 4.7% 4.6% €mn 401 ■ Growth in net commissions (+7.1% CAGR 15 – 20 (E)) led by the reshape of the client service model - Exploit the cross-selling potential from the Community banking clients, by offering Advisory through client RMs, open platform (investments) and product partnerships - Enforce and further strengthen value added services offer and delivery for Corporate / SME & Private banking (e.g. ECM, Minibond, Export / Trade Finance, Structured Finance & MT lending) ■ Significant growth in AuM and AuC net commission (+11.9% CAGR 15 – 20 (E)), also fostered by the re-building of wealth advisory services for affluent and private customers ■ Growth of other commissions mainly driven by - Distribution of third parties consumer finance products - Commissions related to loans volume growth - Expansion of the current bancassurance products’ offering to P&C products 44 322 25 104 73 28 28 225 196 2015 2018 (E) 2020 (E) SME Platform AuM and AuC (1) Consumer Finance Financing, transaction and other services Source: Company data (1) Includes placement and management fees from AuM & AuC Gruppo Banca Popolare di Vicenza 99 Operating expenses evolution driven by a new business model plugged into a leaner bank Staff and other administrative expenses (net of amortization and depreciation) Include the extraordinary contribution to the National Resolution Fund (€41mn) and the extraordinary expenses for the transformation to Joint Stock Company (€11mn) and top management turnaround (€10mn) €mn 718 Other Admin. Expenses Personnel Expenses 592 586 228 225 410 364 361 2015 2018 (E) 2020 (E) 308 CAGR 15 – 18 CAGR 15 – 20 -6.3% -4.0% -9.6% -6.1% -3.9% -2.5% ■ Introduction of cost management unit at Group level ■ Operational costs reduction thanks to branch closures, rent renegotiations, etc. ■ Sharp decrease of advisory fees and institutional expenses (e.g. sponsorships) ■ Benefit deriving by a significant headcount reduction, only partially counterbalanced by new national labour contract application and discretional advancements and salaries increase ■ One-off impact on personnel costs for redundancy funds equal to €65 mn in 2016 and €16 mn in 2019 Cost / income ratio evolution 71.6% 54.4% 2015 2018 (E) 47.6% 2020 (E) Source: Company data Gruppo Banca Popolare di Vicenza 100 A recovered efficiency through a lighter operational structure and a sharpened distribution model Personnel headcount reduction ■ 5,473 2015 (150) (425) ~ 90 Redundancy Funds (2016/2017-2020) New Hirings ~ 5,000 (150) ~ 4,850 2020 (E) Outsourcing 2020 (E) Not including Including potential potential outsourcing outsourcing ■ Branches evolution 2014 2015 Target ∆ target vs. ‘15 # branches 654 579 ~500 -14% # RMs(1) 736 784 ~1.120 +43% Lean organisation - -575 resources, due to headcount reduction thanks to two “redundancy funds” in 2016/2017 (-425) and in 2020 (-150) - De-layering and rightsizing of HQ and branch network - Externalization of "volume driven" activities (i.e. Servizi Bancari) determining a potential reduction of additional 150 resources Sharpened distribution model - Closure of further 79 branches (by 2016 Q2) to gain scale and productivity - Increased number of RMs dedicated to clients core segments enabling a wider and more effective client coverage - Further implementation and rollout of the new Hub&Spoke branch model, which is planned to begin in 2016 Q2 and to be completed by the end of the year Source: Company data (1) Serving the "core" segments: Affluent, Private, SB, Corporate Gruppo Banca Popolare di Vicenza 101 Cost of risk evolution driven by Active Credit and Risk Management… Initiatives Credit Strategy ■ ■ Underwriting Processes ■ "Preventive" management (Early Warning) ■ ■ Active management (Unlikely to Pay) ■ ■ AIRB Pervasive and binding credit policies Overall review of processes and systems: - New underwriting process (specialized by segment and "time to yes") - "Fast Banking" for small / good product / clients Dedicated "preventive" management: - Early warning system to immediately individuate potential risky customer - "Pre default" management workflow with dedicated / tailored strategies Strengthening of credit monitoring team and tools Strengthened Unlikely to Pay management to maximize value from current stock introducing an "integrated active model" Introduction of a specialized approach / unit for managing Real Estate exposure and Restructuring Adoption of AIRB models during business plan horizon (not included in P&L and capital estimate) Source: Company data (1) Calculated as percentage of GBV at the reference date; (2) Net of loans related to financed capital classified as UTP KPI New flows from regular to NPE (%)(1) Delta 15 – 20 ~10% ~ -7 p.p. 2015 ~3% ~3% 2018 (E) 2020 (E) Flows from "Unlikely to Pay”(2) to regular (%)(1) ~4% Delta 15 – 20 ~4% ~ 3 p.p. ~1% 2015 2018 (E) 2015 New flows from ~28% UTP(2) to NPL (%)(1) 2020 (E) 2018 ~16% 2020 Delta ~14% ~ -14 p.p. Cost of risk (bps) 529 Delta 15 – 20 -459 bps 2015 77 70 2018 (E) 2020 (E) Gruppo Banca Popolare di Vicenza 102 …Coupled with structural review of NPL management approach to improve NPL collection rate and reduce NPE weight on BS Initiatives KPI Average workload (NPL positions/ resource)(1) ■ Disposal ■ Portfolio "cleaning" through NPL disposals within business plan time horizon for €1.5 bn Disposal focused on high covered position with no / minimal impact on profit loss ~ 670 2015 Delta 15 – 20 200 – 250 200 – 250 2018 (E) 2020 (E) ~ -450 Collection on NPL (€mn) ~ 220 Strategic Partnership ■ Long term strategic partnership with high standing market operator on selected NPL portfolios Excellent Recovery Model ■ Focus of internal resources on high- value positions Enhanced Recovery Model: Delta 15 – 20 ~ 100 ~ €120 mn 2015 ■ ~ 220 % of NPL(2) 2018 (E) 2015 ~3% 2020 (E) 2018 ~5% 2020 ~5% Delta ~2 p.p. NPE/ Gross Loans (%) 30.9% 25.0% - New portfolio strategy segmentation 22.7% - Workload optimization Delta 15 – 20 -8.3 p.p. - IT applicative software enhancement - KPI/ Process metrics 2015 2018 (E) 2020 (E) Source: Company data (1) Parent Company figures. 2018 and 2020 estimated assuming outsourcing/disposal of exposures up to €300M, accounting for around 70% of credit files number; (2) Calculated as percentage of GBV at the reference date 103 Gruppo Banca Popolare di Vicenza Asset quality evolution driven by structural review of NPE management approach to improve NPL collection rate and reduce NPE weight on BS Non Performing Exposure Stock Evolution €mn CAGR 15 – 18 CAGR 15 – 20 -3.5% -2.9% Taking into account the disposal of €1.0 bn of NPL (GBV) in 2017, with an estimated impact of €50 mn on P&L and €500 mn (GBV) in 2019 , with an estimated impact of €25 mn on P&L 1.5% 27.4% -9.6% 18.0% ■ Sharp decrease of unlikely to pay due to lower default rate and higher flows to performing ■ NPE coverage increasing in 2018 and 2020 mainly due to a mix effect, NPL coverage slightly lower as a result of disposal of positions with high provision coverage ■ Alignment of the NPL recovery rates to market levels 7,744 4,369 4,747 -12.3% NPL stock decreasing over the period also thanks to the disposal of € 1.5 bn of NPE 8,963 8,065 2.8% ■ 4,439 154 2015 Past due 4,712 2,999 2,680 319 353 2020 (E) 2018 (E) Unlike to pay NPL 2015 2018 2020 Gross NPE/Total loans Net NPE / Net Loans 30.9% 21.1% 25.0% 15.9% 22.7% 13.9% Coverage ratio NPL NPL including write-off UTP PD Total NPE NPE including write-off 56.8% 59.3% 25.8% 12.2% 40.6% 42.4% 54.3% 56.3% 29.6% 11.9% 43.4% 45.0% 55.5% 57.2% 32.0% 11.7% 45.4% 46.7% - Long term strategic partnership with high standing operator on selected NPL portfolios - Improvement of in-house management for high value positions Source: Company data Gruppo Banca Popolare di Vicenza 104 2018 / 2020 Financial targets Income statement (€mn) 2015 2018 (E) 2020 (E) 504 322 163(1) 1,053 (754)(2) 298 (1,333)(3) (1,407) 579 401 84 1,143 (622) 522 (220) 202 669 453 85 1,289 (613) 676 (214) 309 Loans & Deposits (€bn) 2015 2018 (E) 2020 (E) Net Loans(4) Direct Funding(4) Indirect Funding(5) of which AUM Total Funding RWA(6) 25.1 21.9 14.6 7.0 36.5 24.9 28.2 26.4 18.6 10.8 45.1 26.8 30.1 28.2 20.6 12.5 48.8 28.2 2015 2018 (E) 2020 (E) (36.2%) 71.6% 47.5% 6.7% 8.1% 4.4% 529 210.9% 42.4% 5.6% 54.4% 115.4% 12.0% 12.9% 7.7% 77 110.7% 45.0% 8.2% 47.6% 122.0% 12.9% 13.7% 8.5% 70 95.3% 46.7% Net Interest Income Net commissions Net result of the proprietary portfolio Net Operating Income Net Operating Expenses Net Profit from operating activities Net Impairment adj. on loans and advance Net Income Main KPIs Rote Adjusted(7) Cost / Income LCR CET1 Capital TCR Leverage Ratio Cost of Risk Risk / Asset Quality Texas Ratio(8) Coverage Ratio NPE(9) Profitability Efficiency Liquidity CAGR 15 – 18 4.8% 7.6% (19.9%) 2.8% (6.2%) 20.5% (45.2%) n.m. CAGR 15 – 20 5.8% 7.1% (12.2%) 4.1% (4.0%) 17.8% (30.7%) n.m. CAGR 15 – 18 4.0% 6.4% 8.6% 15.2% 7.3% 2.5% CAGR 15 – 20 3.7% 5.2% 7.2% 12.1% 6.0% 2.6% Delta 15 – 18 41.8 p.p. (17.2 p.p.) 67.9 p.p. 5.3 p.p. 4.8 p.p. 3.3 p.p. (452 bps) (100.1 p.p.) 2.6 p.p. Delta 15 – 20 44.4 p.p. (24.0 p.p.) 74.5 p.p. 6.2 p.p. 5.6 p.p. 4.1 p.p. (459 bps) (115.6 p.p.) 4.3 p.p. Key highlights ■ Net income forecasted at €309 mn corresponding to ROTE adjusted at 8.2% in 2020 ■ Good level of efficiency (cost / income < 50%) ■ Normalized cost of credit at “pre crisis” level (70bps), increased coverage ratio (46.7%) and NPEs volumes reduced also thanks to NPLs disposals ■ Strong fundamentals in terms of capital (CET 1 >12%) and liquidity (LCR >120%) ■ Pay-out ratio equal to 50% from 2017 (subject to regulatory requirements) ■ Further potential capital benefits from AIRB adoption, reimbursement of financed capital, nonstrategic assets disposals, currently not included in the Business Plan Source: Company data (1) Including €37 mn related to the disposal of Save, Agripower, 21 Investimenti, Consorzio Triveneto and Pittarosso; (2) Including the extraordinary contribution to the National Resolution Fund (€41 mn) and extraordinary expenses for transformation into Joint Stock Company (€11 mn) and top management turnaround (€10 mn); (3) Including €460 mn related to the effect of the financed capital; (4) Net of REPOs with CCG; (5) Excluding BPVi shares; (6) Calculated with Standardized approach; (7) ROTE Adjusted calculated on Tangible Equity net of non-distributable equity reserve related to financed capital (€304mn); (8) Texas Ratio calculated as Net NPE / Tangible Equity (2015 = 239.8% if Tangible Equity adjusted deducting capital filter); (9) Including write-off 105 Gruppo Banca Popolare di Vicenza Business Plan economic and market outlook GDP (y/y % change) Euribor 3M Delta 15 – 18 Delta 15 – 18 Delta 15 – 20 0.2 p.p. 0.7 p.p. 0.59% 0.32% (1) 1.3% 1.1% 0.07% 0.6 p.p. 1.3% 0.7% (0.11%) (0.13%) (0.26%) 2015 2016 (E) 2017 (E) 2015 2016 (E) 2017 (E) 2018 (E) 2019 (E) 2020 (E) 2018 (E) Gross loans to customers (y/y % change) CAGR 15 – 18 CAGR 15 – 20 2.6% 2.8% 2.8% 3.0% 3.0% Direct funding (y/y % change) 3.0% 2.0% CAGR 15 – 18 CAGR 15 – 20 1.2% 1.5% 1.9% 1.9% 1.9% 1.2% 1.1% 0.5% 0.0% 2015 2016 (E) 2017 (E) 2018 (E) 2019 (E) 2020 (E) ST (5.1%) 0.9% 2.5% 2.7% 2.7% 2.7% MLT 3.6% 2.7% 3.3% 3.5% 3.5% 3.5% 2015 Current accounts 8.3% (12.8%) Bonds 12.8% Term deposits (6.7%) 2016 (E) 2017 (E) 2018 (E) 2019 (E) 2020 (E) 3.0% (9.5%) 3.5% 1.4% (3.7%) 4.1% 1.0% 1.2% 4.4% 1.0% 1.2% 4.4% 1.0% 1.2% 4.4% (1) 2018 GDP figure taken from “Rapporto di Previsione” December 2015 as not showed in “Rapporto di Previsione” February 2016 | Sources: BPVi elaboration on Prometeia data (“Aggiornamento Rapporto di Previsione” February 2016 for GDP and Euribor and “Aggiornamento Rapporto di Previsione” December 2015 for Loans and Direct Funding) 106 Gruppo Banca Popolare di Vicenza Contacts Fabio Pelati Head of Investor Relations Via Btg. Framarin, 18 - 36100 Vicenza – Italy Tel.: +39 0444-339159 [email protected] www.popolarevicenza.it Gruppo Banca Popolare di Vicenza 107