BIPIEMME GROUP: Q3 2013 RESULTS - Gruppo BPM · and at Group's subsidiaries Top management ......

BIPIEMME GROUP: Q3 2013 RESULTS

INVESTOR RELATIONS

12 November 2013

INDEX

Q3 2013 RESULTS

Executive summary 1

2

Annex

3

Highlights

NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR IN OTHER COUNTRIES WHERE OFFERS OR

SALES WOULD BE FORBIDDEN UNDER APPLICABLE LAWS OR TO RESIDENTS THEREOF.

pag 2

4

Q3 2013 Results

IMPRESSIVE TURNAROUND OF THE BANK IN 18 MONTHS

Solid

Competitive

Back to be

profitable!

Simplification

Balance sheet clean-up

New management

New human resource management

approach

Fixed the basics

Business model and commercial offer review

Digital innovation

Brand new corporate image

Re-launch

Q3 2013 RESULTS

pag 4

Spoke

Spoke Spoke

Hub

Spoke

Organisational simplification Streamline of Group structure

150

374

-60%

TODAY 2012

Merger of CRA into Banca di

Legnano, followed by merger of

the new entity into BPM

Subsidiaries

Closure of:

- BPM Ireland

- BPM Fund Management

- Akros Alternative Investments

Newly appointed subsidiaries'

Board of Directors

Network simplification

Number of network hierarchical levels

3

5

-40%

TODAY 2012

Number of headquarter organisational units

New network model

MORE SIMPLE AND CLOSER TO CLIENTS

Q3 2013 RESULTS

pag 5

STRUCTURAL REDUCTION OF THE COST BASE

Q3 2013 RESULTS

Personnel

Early Retirement Fund

Spending review

Termination of the Integrative

Contract (with guarantees on

already reached salary levels)

7,898 -7%

9M 2013 9M 2011

8,475

IT

Real Estate

Smart Center

Full review of maintenance

contracts/tariffs

Transports & securities

Back office activities

Renegotiation of rental/

maintenance contracts,

services

Examples

224 213 -5%

9M 2013 9M 2011

Administrative costs

Million Euros

512

Personnel

costs

Million Euros 471

Number of staff

pag 6

BALANCE SHEET CLEAN UP AND SOUNDNESS REGAIN

Q3 2013 RESULTS

Credits 1.3 billion euros loan loss provisions from 2011,

increasing NPLs coverage ratio (~54%)

Credit portfolio rebalancing (reduction of large

corporate, Real estate, run-off)

New credit organisational structure and new

management hired

Completed the credit monitoring processes review

Started the underwriting and the credit

management processes review

Decision

processes

Reviewed decisional and coordination mechanisms

at the Bank and at the subsidiaries level

Started the review of internal control system

Capital Right issue at the end of 2011 (€1.2bn)¹

Satisfied Bank of Italy required pre-conditions for the

add-ons removal

Reimbursed Tremonti bond

Goodwill Goodwill write-off (-700 million Euros)

¹ €800m rights issue and €400m mandatory convertible bond

PRELIMINARY – DRAFT AS OF 4.11.2013 7

NEW MANAGEMENT, NEW HUMAN RESOURCE MANAGEMENT SYSTEM AND

TAPPING HUMAN CAPITAL

Boards Complete renewal of the board of directors at BPM

and at Group's subsidiaries

Top

management

Renewal of the first line managers with internal

resources and external hiring

Strengthening of the management team along

different headquarter and network levels

Human capital &

talents

Full potential from human capital and talents:

- ~70 thousand training hours to support the new

Hub&Spoke model and the new headquarter

organisation

- ~5 thousand resources selected through

assessment of competencies to appoint new

headquarter and network managers

- ~90 top managers involved in dedicated training

programs

HR managment

Strengthening of performance-based culture,

meritocracy and equal opportunities

Introduction of a new incentive and performance

management system New human resource information systems

Q3 2013 RESULTS pag 7

pag 8

FULL BUSINESS MODEL RE-LAUNCH AND COMMERCIAL OFFER REVIEW

Q3 2013 RESULTS

Management actions

Corporate New network organisational set-up in 8 commercial areas

Introduction of product factories/specialists (e.g., export, structured finance, currency/derivatives) and commercial integration with Banca Akros on selected products

Fully-reviewed CRM on “single name” exposures

Retail New Retail org structure (HQ and branch network) and new

appointments in key positions Increase in commercial personnel across the network Review product selection and redefine commercial/CRM policies

(quarterly budget and products campaign)

Full review of management performance systems

New incentive system Strengthening of the multi-brand product offering Introduction of “investment advisory” Exploit full synergies between retail/ private/corporate clients

Private

pag 9

ACTIONS ON COMMERCIAL PRODUCTIVITY

Q3 2013 RESULTS

Mangement actions

▪ Merger of CRA into Banca di Legnano, followed by merger of the new entity into BPM

▪ Complete review of the commercial network structure

▪ Closure and merger of ~50 branches

▪ 120 branches with optimised efficiency (cash light)

▪ Operational centralisation of branch activities: mortgage centre, commercial

papers/notes, etc.

▪ Complete renewal stock PC in the network

▪ Renewal/strengthen stock ATM and Self Service

pag 10

A MODERN AND DIGITAL – READY BANK

Q3 2013 RESULTS

Impulse Saver “Ben Fatto” (virtual

moneybox)

NSR and electronic

signature in all branches

New website BPM.it

New mobile banking App

Closed the "digital gap"

- New institutional and commercial website

- New App (tablet, phone)

- Multichannel sales

processes

Process and product innovation

- Call center outbound activity

- NSR – new network sales

system (featuring electronic signature)

- “Impulse saver” Iphone App ("BPM Ben fatto")

~650k “digital” clients

(BPM Group)

Modernisation of the Bank

pag 11

BRAND NEW CORPORATE IMAGE

Q3 2013 RESULTS

New

communication strategy

New partnerships

BPM and Confindustria

Monza Brianza – 400 million

euros to "restart the growth

engine"

BPM and A.C.

Milan

BPM and

F.I.S.I.

http://www.mbnews.it/2013/10/accordo-confindustria-monza-brianza-bpm-stanziati-400-milioni-per-le-imprese/

PRELIMINARY – DRAFT AS OF 4.11.2013

pag 12

DESPITE A MACROECONOMIC SCENARIO SIGNIFICANTLY MORE CHALLENGING THAN BUSINESS PLAN EXPECTATIONS

Q3 2013 RESULTS

Italian GDP

0.1%

-1.8%

Unemployment rate

11.5% 12.1%

Interest rates (3m Euribor)

Estimates

as at July

2012

Estimates

as at

October

2013

Estimates

as at July

2012

Estimates

as at

October

2013

Estimates

as at July

2012

Estimates

as at

October

2013

1.0%

0.2%

2013E


…BPM ACHIEVED SIGNIFICANT RESULTS IN TERMS OF INCREASED PROFITABILITY AND

OPERATING EFFICIENCY

Return on Assets

(Percent)

Commercial efficacy and operating efficiency – Group

Core

Revenues1/assets

2

(Percent)

Cost/income

(Percent)

1.27 1.40 1.29 1.37 +2%

+10%

0.15

0.41

0.12 0.23 +78%

~+170%

74.7 58.7 61.9 59.3 -1%

-16 p.p.

First quartile

competitors3

Average

competitors3

1H2013 1H2011

1 Sum of net interest income and net commission, annualised figure

2 Includes direct funding, indirect funding (figures exclude repos)

3 Competitor panel includes: Banco Popolare, UBI, BPER, Carige, Credem, Creval e Banca Popolare di Sondrio (figures as at 1H2013)

SOURCE: Presentations, financial reports


pag 14

SIGNIFICANT STRENGHTENING OF BALANCE SHEET AND LIQUIDITY POSITION

Q3 2013 RESULTS

Impaired loans/

tangible equity1

(Percent)

Loans/direct

funding (Percent)

Coverage of non-

performing loans

(Percent)

102130

70 -22p.p.

+10p.p.

802

57515449 -3p.p.

+5p.p.

95989095-5p.p.

-5p.p.

First quartile

competitors3

Average

competitors3

1H2013 1H2011

1 Net of goodwill

2 92% after reimbursement of Tremonti bond

3 Competitor panel includes: Banco Popolare, UBI, BPER, Carige, Credem, Creval e Banca Popolare di Sondrio (figures as at 1H2013)

SOURCE: Presentations, financial reports

Risk and liquidity


TURNAROUND GENERATED SIGNIFICANT IMPACT ON FINANCIAL RESULTS

Net income Million Euros

Main indicators trend

2010 2011 2012

ROE1

Percent

Core tier 1 Percent

9M 2013

7.1 8.0 8.4

8.93

Back to make profit 1 Recurrent Income

2 Annualised figure

3. Net of add-on SOURCE: Financial reports

-430-614

106

-62-176

29

Non-normalised figures

Normalised figures

134 139

0.8 n.s. n.s. 5.32


Extend deadline for the capital increase to 31 July 2014

Renew the Boards

General meeting – 21 December 2013

Project to change corporate governance

New Business plan

Capital increase

Next steps

UPCOMING EVENTS


1

2

INDEX

Q3 2013 RESULTS

2

Annex

3

Highlights



pag 17

4

Q3 2013 Results

Executive summary 1

GOOD 9M 2013 RESULTS (1/2)

1. Net of non recurring items

EXCELLENT NET PROFIT RESULT…

(€m)

+34.8%


… CONFIRMED ALSO ON A NORMALISED BASIS1…

n.s.

(€m)

103

139

9M 12 9M 13

-106

134

9M 12 9M 13

GOOD 9M 2013 RESULTS (2/2)

… AND TO CAREFUL OPERATING COSTS CONTROL … … THANKS TO THE GOOD OPERATING INCOME

TREND…

(€m)

+9.7% +0.4%


(€m)

9M 12 9M 13

735 738

1,167

1,280

9M 12 9M 13

SEPT-12 SEPT-13

GOOD IMPROVEMENT IN COST / INCOME RATIO: +57.7% +63.0%

INDEX

Q3 2013 RESULTS

3

Annex

2



pag 20

4

Q3 2013 Results

Executive summary 1

Highlights

DIRECT CUSTOMER FUNDING


(€bn) Vs Jun-13

-2.7%

Trend in funding vs Dec–12 shows:

“core” funding (current accounts & saving deposits) basically stable

decrease in institutional funding due to: maturity of €1.25bn of EMTN bond (April 2013), only partially offset

by the issue of € 0.75bn bond (January 2013)

matured retail bonds not renewed; switch to AuM and insurance products

In Q3 13 the decrease in “core” funding was affected by:

partial switch towards AUM

owing to no loans growth, the bank’s focus is on improving the net interest income by giving up some

highly onerous and volatile technical forms.

22.1 22.7 22.1

12.2 10.8 10.3

4.2 4.4 4.4

Dec '12 Jun '13 set-13

c/c & depo. Securities & Fin. liab at FV Repos

37.8 38.5 36.8

INDIRECT CUSTOMER FUNDING


ASSET UNDER MANAGEMENT

ASSET UNDER CUSTODY

AuC down vs Dec ‘12 and basically stable vs

Jun ‘13 due to customer shift towards AuM

and insurance products

AuM +6.8% (vs Dec ‘12) mainly driven by net

inflows YTD from both mutual funds and

insurance products (+€ 721 m)

(€bn) Vs Jun-13

+1.1%

AuC BY ASSET CLASS FUNDS BY ASSET CLASS

13.8 14.3 14.7

16.9 16.1 16.0

Dec '12 Jun '13 Sept '13

AuM AuC

30.6 30.7 30.4

16%

17%

2% 19%

46%

Equity

Balanced

Liquidity

Flexible

Bond

21%

38%

41%

Equity

Governments

Bonds and other

LIQUIDITY

1. Includes eligible assets received as collateral

2. Figures as at 7 November 2013. Source: weekly liquidity report

Use of eligible assets1 (€ bn) Debt maturities by year (€ bn)


Good liquidity position:

net liquidity balance2: about €4bn spot and € 2.1bn at 3M

ECB exposure stable at €4.6bn at end of September 2013

Liquidity profile still strong: €2.9bn unencumbered assets, which do not take into account €0.3bn not

eligible marketable securities

1.0 1.5

2.0

0.2

0.5

1.0 1.0

2013 2014 2015 2016

Wholesale Retail

0.2

1.5

2.5 3.0

4.6 4.6 4.6

4.3 4.7 3.8

3.0 2.7 2.9

Dec '12 Jun '13 Nov '13

LTRO Repo&Other Eligible assets (unencumbered)

11.9 12.0 11.3

BREAKDOWN OF NET FINANCIAL ASSETS


€ m

€ m

Dec-12

10,240

907

9,333

10,240

817

8,414

476

283

250

Chg.

(157)

35

(192)

(157)

(140)

(133)

79

(5)

42

Sept-13

10,083

942

9,141

10,083

677

8,281

555

278

292

As at 31 October 2013 the AFS reserve on Italian government bonds (before fiscal effect) was positive for

about €156m, despite the gains realised on Italian government Bonds in the first nine months

The duration of Italian government bond portfolio is around 3 years

Dec-12 Chg. Sept-13

TOTAL NET FINANCIAL ASSETS

BPM & other commercial banks

Banca Akros

Breakdown of net financial assets

o/w

Governments (o/w: over 99% Italian)

Financial and others

Equity stakes

Mutual funds and private equity

Net hedging and trading derivatives

LOANS TO CUSTOMERS


Loans to customers stable QoQ (+0.1%), thanks to the increase of other technical forms which more than

offset the decrease in mortgages

The current economic slowdown drove down loans to customers (-2.0% vs Dec ‘12), in line with the

industry. In detail:

decrease in commercial1 loans mainly on the corporate segment (-10% vs Dec ‘12) and on Small

Business (-5.1%);

corporate segment recorded a decrease in real estate loans (-7.5% agreed credit line and -3.0%

credit used)

stable retail segment

in the first 9M 2013, € 1.7bn new mortgages issued

(€ bn) Vs Jun-13

+0.1%

1. Management average monthly data

16.7 16.4 15.6

18.0 17.5 18.2

0.05 0.1 0.2


Mortgages Other Repos

34.8 34.1 34.0

TOTAL DOUBTFUL LOANS

(€ m)


Doubtful loans trend still affected by the difficult macro scenario (GDP 2013 estimates¹: -1.8% vs -0.6% at

beginning of the year)

Gross doubtful loans growth recorded a slowdown (+4.2%) vs both quarterly average growth in last 2

years (+6.7%) and previous quarter (+9.7%), also thanks to substantial watchlist stability

Gross past due up QoQ (+€58m). Analysis shows almost all inflows came from performing loans while half

of outflows became performing, confirming high turnover rate

The group’s gross and net NPLs on total loans was still below the industry average (6.5% vs 7.3%) and

(3.2% vs 3.9%) respectively

Net doubtful loans

(€ m)

Gross doubtful loans

1. Source: Prometeia

854 910 1,019 1,091

1,237 1,351 1,383 1,391

559 576

674 665 112 49 119 174

Dec '12 Mar '13 Jun '13 Sep '13

NPL Watchlist Restructured Past due

2,763 3,320 3,195 2,887

1,932 2,021 2,211 2,346

1,539 1,665 1,714 1,735 613 628

736 721 121 53 130 188

Dec '12 Mar '13 Jun '13 Sept '13

NPL Watchlist Restructured Past due

4,204 4,991 4,791 4,368

DOUBTFUL LOANS: COVERAGE DETAILS


At the end of September NPL coverage (53.5%) was still high despite recording a slight decline vs Jun ’13 (-0.4%),

due to the inflow of new positions granted by mortgage guarantees.

The YoY comparison highlights:

an increase in total adjustments(+51.5%) which led to an increase in the coverage of doubtful loans to

33.5% from 28.4%.

significant increase in total coverage from 3.6% as at September 2012 to 5.2% as at September 2013

higher coverage on NPLs, watchlist and Past due

Considering cancellations on single positions, the coverage on total net doubtful loans and NPLs is 40.4% and

62.7% respectively

coverage % Sept '12 Dec '12 Jun '13 Sept '13Sept '13 with

cancellations

Total net doubtful loans 28.4 34.3 33.3 33.5 40.4

Net NPLs 48.9 55.8 53.9 53.5 62.7

Net Watchlist 16.6 19.6 19.3 19.8 19.8

Net Restructured 11.0 8.7 8.4 7.9 7.9

Net Past due 6.4 7.3 8.1 7.5 7.5

Net performing loans 0.7 0.6 0.6 0.6 0.6

Total net adjustments 3.6 4.5 5.0 5.2 6.7

5.9%

12.5% 13.4% 14.8% 17.2% 17.7% 19.1%

Peer1 Peer2 BPM Peer3 Peer4 Peer5 Peer6

Gross Doubtful loans / Cutomer loans

3.9%

9.4% 9.6% 10.6% 12.2% 13.2% 13.8%

Peer1 BPM Peer2 Peer3 Peer4 Peer5 Peer6

Net doubtful loans / Customers loans

76% 140%

173% 215% 215% 261% 264%


Gross doubtful loans / Tanglible Equity

49%

94% 127%

146% 174% 179%

196%


Net doubtful loans / Tangible Equity

CREDIT QUALITY: GOOD POSITION VS PEERS1…


Gross doubtful loans/customer loans Net doubtful loans/customer loans

13.6% 9.8%

Gross doubtful loans/ tangible equity2 Net doubtful loans/ tangible equity2

180% 128%

… BOTH IN TERMS OF DOUBTFUL LOANS VS TANGIBLE EQUITY

1. Peers: UBI, Banco Popolare, BPER, CreVal, Credem, Carige. Figures as at 1H 2013

2. Tangible equity: Equity (excl. Net income) – intangibles and goodwill. Ratio would be 92% net of only goodwill and 80% pro-forma including the Eur500m already approved rights issue

… AND IN TERMS OF INCIDENCE ON TOTAL LOANS

204 211

21 5

Q2 '13 Q3 '13

NET INTEREST INCOME


Net interest income down €26 m YoY (-4.0%) mainly due to lower commercial income (-€24m) which

was affected by both decrease in average volumes and customers spread (-14bps) against fall in 3M

Euribor (-51bps)

Net interest income +3.4% QoQ on a like-for-like basis, net of interest accrued and not paid on Tier 1

instruments in Q2 13 (€21 m) and a one-off from an operating viewpoint in Q3 13 (about €5m)

-4.0% -4.2%

Quarterly trend (€ m) Yearly trend (€ m)

9M 12 9M 13

225 631

+3.4% (ex one-off)

657 216

1.56 1.63 1.55 1.51 1.43 1.34 1.25

3.80 3.64 3.42

3.25 3.24 3.26 3.23

2.24 2.01

1.87 1.74 1.81 1.91 1.98

Q1 '12 Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13

deposit rates lending rates spread

BIPIEMME GROUP CUSTOMER SPREAD: QUARTERLY TREND


Customer spread recovered by +23bps in 9M 2013 and +6bps QoQ thanks to significant decrease in

deposit rates (-26bps in 9M 2013 and -9bps QoQ) against slight decline in lending rates

2012 2013

146 124

69

34

17

20

Q2 '13 Q3 '13Other Net income from fin.act. Net fees & comm.

354 402

114

183 41

64

9M 12 9M 13

Net fees & comm. Net income from fin.act. Other

509 649

NON NET INTEREST INCOME


233 178

1

1. Include: other (charges) income and profit (loss) from investments valued at Equity

1

Non net interest income:

+27.3% YoY mainly thanks to the excellent result from financial activities (+€68m YoY), but also to net

commission growth (+13.5%)

the increase from other revenues (+€16m YoY) and income from investments valued at Equity

(+€7m) were also good

On a quarterly basis non net interest income was affected by:

lower income from financial activities to a more “normal” level vs first two quarters 2013

decline in net commissions, due to seasonal effects, on product placements

+27.3% -23,4%

Yearly trend (€ m) Quarterly trend (€ m)

124 178

230

224

9M 12 9M 13

Management, trading & adv. Others

NET FEES AND COMMISSION

(€m) (€m) +13.5%


Net fees and commission up YoY (+13.5%) mainly thanks to fees from management, trading and

advisory (€ +54m) mostly for placement of indirect funding, AuM and insurance products

Net commissions up 7.8% in Q3 ‘13 vs Q3 ‘12

354 402

43 42 39 60 54

72 53

76 78 76

82 78

75

72

Q1 '12 Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13

Management, trading & adv. Others

+7.8% 115 124

NET INCOME FROM FINANCIAL ACTIVITIES

(€ m) (€ m)

+59.5%


Q3 ‘13 net income from financial activities was € 34m, taking the 9M net income to €183m (+59.5% YoY).

On a quarterly basis, the decline in net income from financial activities can be explained by less capital

gains on Italian sovereign bonds through a physiological reduction vs the good results in the first 2 quarters

The good performance was driven by €139m gains from financial assets (+€95m vs 9M 2012) mostly from

realized gains on government bonds held in parent company’s portfolio. Good contribution also from

Banca Akros (€ 39m, +€ 7m YoY)

114 183

9M 12 9M 13

79

-3

39

14

79 69

34

Q1 '12 Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13

OPERATING COSTS

(€ m) 738 735 +0.4%

1 Net of non recurring items related to Fondo di Solidarietà


+2.0%

-6.4%

(ex variable)

262 236 237 2351

245 254

-2.0%

Flat operating costs YoY. In detail:

On a like-for-like basis staff costs recorded a 6.4% decline net of variable component (€31m), which

are based on accrued results during the financial year.

Other administrative expenses increased slightly (+2.0% YoY) for developing projects in the Business Plan

On a QoQ basis:

lower staff cost (-4.4%) thanks to the exit of people under the early retirement plan (Fondo di

Solidarietà).

Decline of administrative costs which benefited, among others, from seasonal effects.

169 145 157 127

161 158 151

74 72 63

90 67 78 69

18 19 17 18 17 18

18

Q1 '12 Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13

Staff Administrative Depreciations

238

471 441

31 209 213

54 53

9M 12 9M 13

Staff Variable salary

(€ m)

NET ADJUSTMENTS ON LOANS

(€ m)

+24.5%


(€ m)

163bps

Cost of credit (annualised)

102bps

2012 9M 2013

Total adjustments were affected by the weak macroeconomic scenario and an on-going cautious

evaluation approach, especially in those sectors hit by the current turmoil like real estate and trade. More

in detail:

Total adjustments were €261m (+ 51m YoY), equal to an annualised cost of credit of 102bps in the

first 9M ‘13.

209 261

9M 12 9M 13

Net adjustments on loans and other op.

52 83 75

357

64 100 97

Q1 '12 Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13

Net adjustments on loans and other op.

CAPITAL RATIOS

Capital ratios (%) Capital Ratios pro-forma (%)


Capital ratios calculated using standard B2 methodology

Decrease in capital ratios are mainly related to add-ons extended to BdL’s assets after merger into BPM

(20bps on CT1)

Capital ratios do not include the 3Q earnings allocated to the regulatory capital because they are

calculated twice a year2

1. Net of the add-ons exacted by Bank of Italy in June 2011 and taking into account the rights issue of €500m

2. The part of earnings allocated to the regulatory capital is unchanged vs 30 June 2013 because, according to the Supervisory Regulation, it is calculated twice a years (30 June and 31 December)

Without add-ons

Without add-ons, with rights issue1

8.89 9.65

13.16

CT1 T1 TCR

10.32 11.07 14.59

CT1 T1 TCR

8.38 7.45 7.25

8.99 8.07 7.86

12.14 11.02 10.73


Core Tier 1 Tier1 Total Capital Ratio

RWA BREAKDOWN


€/m Dec 12 June 13 Sept 13 % on

total

Credit risk 32,481 31,838 32,104 74.3%

Market Risk 547 567 528 1.2%

Operating risk 2,547 2,547 2,547 5.9%

Add-ons 7,589 7,075 8,001 18.5%

TOTAL 43,162 42,027 43,180 100%

RWA trend without add-ons (€bn) RWA trend with add-ons (€bn)

RWA breakdown (€m)

Add-ons details (€m)

€/m Dec 12 June 13 Sept 13

Mortgage guarantees 2,434 1,991 2,583

RE exposure 2,608 2,538 2,871

Operating risk 2,547 2,547 2,547

Add-ons 7,589 7,075 8,001

43.2 42.0 43.2


35.6 35.0 35.2

Dec '12 Jun' 13 Sept '13

DISCLAIMER


This document is published for information purposes only pursuant to Italian law and shall not be meant to be an

investment proposal and, in any case, it may not be used as or deemed to be an offer to sell or an invitation to

offer to purchase or sell securities to the public.

This press release is not being distributed and shall not be distributed, whether directly or indirectly, in the United

States (including its territories and possessions, any State of the United States and the District of Columbia) or in any

other country where the offer or sale of securities would be forbidden by law.

This press release is not, and is not part of, an offer for sale or a solicitation to purchase securities, and there will be

no offer of securities in any jurisdiction where such offer or solicitation would be forbidden by the law. The securities

mentioned in this press release have not been and will not be registered under the United States Securities Act of

1933 (the “Securities Act”) and may not be offered or sold in the United States absent registration or an exemption

from registration under the Securities Act. Banca Popolare di Milano S.c.a.r.l. (“BPM”) does not intend to register any

portion of the offering of the securities in the United States or to conduct a public offering of the securities in the

United States.

***

Mr Angelo Zanzi, as the manager responsible for preparing the bank’s accounts, hereby states, pursuant to Article

154 bis, paragraph 2 of the Testo Unico della Finanza (the Finance Act), that the accounting information contained

in this report corresponds to the documentary evidence, corporate books and accounting records.

This press release may contain “forward-looking statements”, which includes all statements that do not relate solely

to historical or current facts and which are therefore inherently uncertain. All forward-looking statements rely on a

number of assumptions, expectations, projections and provisional data concerning future events and are subject to

a number of uncertainties and other factors, many of which are outside the control of BPM. There are a variety of

factors that may cause actual results and performance to be materially different from the explicit or implicit

contents of any forward-looking statements and thus, such forward-looking statements are not a reliable indicator

of future performance. BPM undertakes no obligation to publicly update or revise any forward-looking statements,

whether as a result of new information, future events or otherwise, except as may be required by applicable law.

ANNEX


RECLASSIFIED P&L: QUARTERLY EVOLUTION


(euro/000)

Income statement

Q3 Q2 Q1 Q4 Q3 Q2 Q1

Net interest income 215,642 225,003 190,783 201,629 202,343 228,519 226,567

Non-interest income: 178,435 232,809 237,292 181,276 170,476 131,766 207,138

- Net fees and commission income 124,208 146,271 131,714 142,242 115,319 119,826 119,105

- Other operating income 54,227 86,538 105,578 39,034 55,157 11,940 88,033

'- Share of Profit (loss) on investm ents valued under the

equity m ethod7,423 3,886 7,904 9,782 4,625 4,077 3,193

'- Net incom e (loss) from financial activities 33,928 69,205 79,368 14,135 38,829 (3,290) 78,852

- Other operating incom e/expenses 12,876 13,447 18,306 15,117 11,703 11,153 5,988

Operating income 394,077 457,812 428,075 382,905 372,819 360,285 433,705

Administrative expenses: (220,279) (235,755) (228,716) (430,073) (219,546) (217,475) (243,461)

a) personnel expenses (151,410) (158,006) (161,964) (340,419) (156,868) (145,239) (169,155)

b) other adm inistrative expenses (68,869) (77,749) (66,752) (89,654) (62,678) (72,236) (74,306)

Depreciations and ammortisation (17,943) (17,977) (17,402) (17,874) (17,438) (18,668) (18,330)

Operating costs (238,222) (253,732) (246,118) (447,947) (236,984) (236,143) (261,791)

Operating profit 155,855 204,080 181,957 (65,042) 135,835 124,142 171,914

Net adjustments to loans and other operations (96,893) (99,692) (64,124) (356,888) (74,939) (82,875) (51,552)

Net provisions for risks and charges (6,345) (5,962) (2,393) (21,931) (3,181) (2,784) (4,103)

Profit (loss) from equity and other investments (301) 1 (1) (6,905) 3 (360,063) 145

Profit (loss) before tax from continuing operations 52,316 98,427 115,439 (450,766) 57,718 (321,580) 116,404

Tax on income from continuing operations (23,500) (50,000) (58,000) 125,335 (32,275) 122,717 (52,403)

Profit (loss) after tax from continuing operations 28,816 48,427 57,439 (325,431) 25,443 (198,863) 64,001

Net profit (loss) for the period 28,816 48,427 57,439 (325,431) 25,443 (198,863) 64,001

Minority interests (39) (75) (184) 1,651 (13) 3,235 283

Net profit 28,777 48,352 57,255 (323,780) 25,430 (195,628) 64,284

2013 2012

P&L NET OF NON RECURRING ITEMS


(euro/000)

A

B + CB C

D

E + FE F Change A -D Change C - F

Income statement Net

income

(loss)

Net

income

(loss) net

of non

recurring

iterms

Net

income

(loss) net

of

recurring

items

Net

income

(loss)

Net

income

(loss) net

of non

recurring

items

Net income

(loss) net of

recurring

itemsAmount % Amount %

Interest income 631,428 0 631,428 657,429 0 657,429 (26,001) -4.0 (26,001) -4.0

Non-interest income 648,536 0 648,536 509,380 4,643 504,737 139,156 27.3 143,799 28.5

- Net fees and commission income 402,193 0 402,193 354,250 0 354,250 47,943 13.5 47,943 13.5

- Other operating income: 246,343 0 246,343 155,130 4,643 150,487 91,213 58.8 95,856 63.7

- Profit (loss) on invest. valued at equity m ethod 19,213 0 19,213 11,895 0 11,895 7,318 61.5 7,318 61.5

- Net incom e from financial activities 182,501 0 182,501 114,391 4,643 109,748 68,110 59.5 72,753 66.3

- Other operating incom e/expenses 44,629 0 44,629 28,844 0 28,844 15,785 54.7 15,785 54.7

Operating income 1,279,964 0 1,279,964 1,166,809 4,643 1,162,166 113,155 9.7 117,798 10.1

Administrative expenses: (684,750) (3,485) (681,265) (680,482) (561) (679,921) (4,268) -0.6 (1,344) -0.2

a) personnel expenses (471,380) (3,485) (467,895) (471,262) (561) (470,701) (118) 0.0 2,806 0.6

b) other adm inistrative expenses (213,370) 0 (213,370) (209,220) 0 (209,220) (4,150) -2.0 (4,150) -2.0

Depreciations and ammortisation (53,322) 0 (53,322) (54,436) 0 (54,436) 1,114 2.0 1,114 2.0

Operating costs (738,072) (3,485) (734,587) (734,918) (561) (734,357) (3,154) -0.4 (230) 0.0

Operating profit 541,892 (3,485) 545,377 431,891 4,082 427,809 110,001 25.5 117,568 27.5

Net adjustments to loans and other operations (260,709) 0 (260,709) (209,366) (255) (209,111) (51,343) -24.5 (51,598) -24.7

Net prov isions for risks and changes (14,700) 0 (14,700) (10,068) 49 (10,117) (4,632) -46.0 (4,583) -45.3

Profit (loss) from equity and other investments (301) 0 (301) (359,915) (360,203) 288 359,614 99.9 (589) -204.5

Profit (loss) before tax from continuing operations 266,182 (3,485) 269,667 (147,458) (356,327) 208,869 413,640 n.s. 60,798 29.1

Tax on income from continuing operations (131,500) (937) (130,563) 38,039 143,948 (105,909) (169,539) n.s. (24,654) -23.3

Profit (loss) after tax from from continuing operations 105,866 (4,422) 110,288 (134,862) (212,379) 77,517 240,728 -178.5 32,771 42.3

Profit (loss) after tax from discounted operations 0 0 0 0 0 0 0 n.a. 0 n.a.

Profit (loss) for the period 134,682 (4,422) 139,104 (109,419) (212,379) 102,960 244,101 n.s. 36,144 35.1

Minorities (298) 3 (301) 3,505 3,486 19 (3,803) n.s. (320) n.s.

Net profit (loss) 134,384 (4,419) 138,803 (105,914) (208,892) 102,978 240,298 n.s. 35,825 34.8

9M 2013 9M 2012

RECLASSIFIED BALANCE SHEET: QUARTERLY EVOLUTION


Assets

30.9 30.6 31.3 31.12 30.9 30.6 31.3

Cash and equivalents 248,935 226,984 228,473 285,892 208,682 427,010 210,564

Financial assets at fair value and hedging derivatives: 11,446,135 11,834,884 11,626,960 11,901,399 12,095,768 11,835,426 11,830,544

- Financial assets held for trading 1,679,815 1,705,445 1,798,512 1,821,675 2,119,184 2,136,999 1,959,894

- Financial assets designated at fair value 237,272 259,500 261,137 259,321 288,827 376,610 425,990

- Financial assets available for sale 9,290,612 9,639,583 9,319,355 9,539,376 9,369,042 9,074,075 9,249,458

- Hedging derivatives 226,868 217,206 227,090 256,320 290,658 221,131 173,798

- Changes in fair value of hedged item s (+ / -) 11,568 13,150 20,866 24,707 28,057 26,611 21,404

Loans and advances to banks 1,838,143 2,106,886 2,635,231 2,718,371 2,586,078 2,784,524 2,764,365

Loans and advances to customers 34,080,872 34,038,161 35,089,999 34,790,891 34,938,188 34,947,529 35,263,476

Fixed assets 1,185,833 1,176,934 1,171,192 1,174,152 1,148,316 1,123,334 1,499,047

Other assets 1,425,699 1,582,527 1,870,486 1,604,300 1,462,114 1,503,944 1,445,191

Total assets 50,225,617 50,966,376 52,622,341 52,475,005 52,439,146 52,621,767 53,013,187

Liabilities and Shareholders Equities

30.9 30.6 31.3 31.12 30.9 30.6 31.3

Due to banks 6,173,275 6,281,204 6,284,368 6,292,005 7,840,081 7,753,545 8,995,750

Due to customers 26,536,411 27,073,851 25,932,864 26,297,613 24,548,918 24,329,544 23,159,014

Debt securities in issue 9,777,327 10,182,184 11,635,397 11,223,349 11,121,085 11,847,393 12,212,336

Financial liabilit ies and hedging derivatives: 1,872,708 1,968,230 2,323,552 2,671,336 2,989,849 2,926,406 2,638,127

- Financial liabilit ies held for trading 1,309,253 1,315,536 1,448,291 1,585,447 1,852,760 1,794,464 1,482,105

- Financial liabilit ies designated at fair value 509,702 591,492 803,946 1,009,898 1,056,942 1,051,678 1,084,491

- Hedging derivatives 28,671 34,146 42,305 45,049 47,230 45,372 34,686

- Changes in fair value of hedged item s (+ / -) 25,082 27,056 29,010 30,942 32,917 34,892 36,845

Other liabilit ies 1,584,861 1,214,926 1,761,078 1,271,219 1,220,044 1,232,870 1,143,187

Prov isions for specific use 614,497 633,391 648,058 662,766 448,931 456,087 463,971

Share capital and reserve 3,512,686 3,487,463 3,938,195 4,444,780 4,332,663 4,163,970 4,289,717

Minority interests (+/-) 19,468 19,520 41,574 41,631 43,489 43,296 46,801

Net profit (loss) of the period (+ / -) 134,384 105,607 57,255 -429,694 -105,914 -131,344 64,284

Total liabilities and Shareholder Equity 50,225,617 50,966,376 52,622,341 52,475,005 52,439,146 52,621,767 53,013,187

2013 2012

2013 2012

ASSET QUALITY: BREAKDOWN EVOLUTION


Change (A - B) Change (A - C)

A % B % C % Amount % Amount % D %

Impaired loans 4,990,551 13.9 4,790,829 13.4 4,204,301 11.5 199,722 4.2 786,250 18.7 3,875,501 10.7

a) Non performing 2,346,474 6.5 2,211,214 6.2 1,931,926 5.3 135,260 6.1 414,548 21.5 1,633,530 4.5

b)watchlist 1,735,045 4.8 1,714,148 4.8 1,538,639 4.2 20,897 1.2 196,406 12.8 1,134,256 3.1

c) Restructured 721,459 2.0 735,837 2.1 612,662 1.7 -14,378 -2.0 108,797 17.8 961,761 2.7

d) Past due 187,573 0.5 129,630 0.4 121,074 0.3 57,943 44.7 66,499 54.9 145,954 0.4

Performing loans 30,946,139 86.1 31,026,947 86.6 32,236,029 88.5 -80,808 -0.3 -1,289,890 -4.0 32,385,447 89.3

Total loans and advance

to customers35,936,690 100.0 35,817,776 100.0 36,440,330 100.0 118,914 0.3 -503,640 -1.4 36,260,948 100.0



Impaired loans 1,670,789 33.5 1,596,010 33.3 1,441,329 34.3 74,779 0.2 229,460 -0.8 1,102,277 28.4

a) Non performing 1,255,882 53.5 1,192,182 53.9 1,077,638 55.8 63,700 -0.4 178,244 -2.2 798,972 48.9

b)watchlist 344,099 19.8 331,122 19.3 301,394 19.6 12,977 0.4 42,705 0.1 188,316 16.6

c) Restructured 56,787 7.9 62,165 8.4 53,457 8.7 -5,378 -0.6 3,330 -0.9 105,701 11.0

d) Past due 14,021 7.5 10,541 8.1 8,840 7.3 3,480 -0.7 5,181 0.2 9,288 6.4

Performing loans 185,029 0.60 183,605 0.59 208,110 0.65 1,424 0.0 -23,081 0.0 220,483 0.68

1,855,818 5.2 1,779,615 5.0 1,649,439 4.5 76,203 0.2 206,379 0.6 1,322,760 3.6



Impaired loans 3,319,762 9.7 3,194,819 9.4 2,762,972 7.9 124,943 3.9 556,790 20.2 2,773,224 7.9

a) Non performing 1,090,592 3.2 1,019,032 3.0 854,288 2.5 71,560 7.0 236,304 27.7 834,558 2.4

b)watchlist 1,390,946 4.1 1,383,026 4.1 1,237,245 3.6 7,920 0.6 153,701 12.4 945,940 2.7

c) Restructured 664,672 2.0 673,672 2.0 559,205 1.6 -9,000 -1.3 105,467 18.9 856,060 2.5

d) Past due 173,552 0.5 119,089 0.3 112,234 0.3 54,463 45.7 61,318 54.6 136,666 0.4

Performing loans 30,761,110 90.3 30,843,342 90.6 32,027,919 92.1 -82,232 -0.3 -1,266,809 -4.0 32,164,964 92.1

Total loans and advance

to customers34,080,872 100.0 34,038,161 100.0 34,790,891 100.0 42,711 0.1 -710,019 -2.0 34,938,188 100.0

30.09.2012

Gross exposition

30.09.2013 30.06.2013 31.12.2012 30.09.2012

Total adjustment

30.09.2013 30.06.2013 31.12.2012 30.09.2012

Total adjustment

Net exposure

30.09.2013 30.06.2013 31.12.2012

NET FEES AND COMMISSION

2013 RESULTS pag 44

Amount %

Fees and commission income 467,209 411,477 55,732 13.5

Fess and commission expense (65,016) (57,227) (7,789) -13.6

Total net fees and commission 402,193 354,250 47,943 13.5

Breakdown

guarantees given and received 14,055 14,151 (96) -0.7

credit derivatives - (23) 23 100.0

management, trading and advisory serv ice 177,859 124,199 53,660 43.2

collection and payment serv ices 53,702 61,331 (7,629) -12.4

serv icing for securitization transaction - - - -

management of current accounts 49,931 56,133 (6,202) -11.0

other serv ices 106,646 98,459 8,187 8.3

Total net fees and commission 402,193 354,250 47,943 13.5

Net fees and commission income

9 M 2013 9 M 2012Change

BIPIEMME GROUP: Q3 2013 RESULTS - Gruppo BPM · and at Group's subsidiaries Top management ......

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