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TRANSCRIPT

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Mr. Beentjes: Good morning! Evert Kooistra en Koen Beentjes here. Welcome and thank

you for joining us at this short notice. We appreciate your participation in this call very

much. First we will give a presentation and after that there will be opportunity to ask

questions.

This

morning we announced that we are investigating the sale of our Able activities. That is a

very important decision in the further development of BinckBank on which we want to

elaborate a little bit further in this all.

What we are selling are the BPO activities, the Business Process Outsourcing activities of

BinckBank. The main clients here are SNS REAAL and currently still Friesland Bank. We

are selling the licence of software development activities of the subsidiary Able. Able

used to work under the name of Syntel BV, the software company located in Reeuwijk.

This company is selling licenses for the Europort software and the main clients are

companies like ING, WestlandUtrecht Bank and Nationale-Nederlanden, amongst

others.

In the beginning of this year we announced that we were combining the commercial

position in the market and that both activities were performing under the name of Able.

The divesture will lead – I will give a little bit more detail on this later in the presentation

– to increase management focus on our core Retail activities. So, after this process

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BinckBank will be a business-to-consumer bank.

On the next page you see that Able with six business outsourcing mandates is the

market leader in Business Process Outsourcing Services in the Netherlands. What we are

selling under this label is innovative software, which can be used for all imaginable types

of security transactions. We are offering products like direct investments, ‘ordinary’

online brokerage, we have ‘giraal beleggen’ and products like Banksparen.

Able provides licensed software to seven banks in the Netherlands. As we said before,

amongst those are ING WestlandUtrecht and Nationale-Nederlanden. The product we

are selling is called Europort.

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Why have we come to this decision to divest Able? Last year, we have put additional

focus on Alex Vermogensbeheer and have taken the decision to strengthen our retail

proposition. This has been a very strong growth path over the last year. In the last year

year-on-year we have added EUR 1 billion of assets under management in Alex

Vermogensbeheer. That is very important. We are successful in this decision and we

want to emphasize our retail business more and give it more focus.

We believe that by a divesture of Able the business of Able would come in better hands

and would give it more opportunities to grow. What we are selling is a market leader in

this business. We are the absolute number 1 in BPO and licensing activities for security

software in the Netherlands, so we believe it is also a very attractive target for parties

who want to be present in this market.

For BinckBank in the meantime, we have taken a couple of decisions, which implied that

there was less synergy between the platforms. For the Retail business we have chosen

to work with the Topline platform. That was the platform we bought as a part of the

Alex acquisition back in 2008. In the meantime, we have brought our Retail business in

the Netherlands fully on the platform, so the Binck clients were migrated already some

time ago. The Belgian clients are going to be migrated at short notice, most probably

within a couple of months or maybe even, all testing going well, in December. We have

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plans to bring the French business on the platform as well.

This slide gives you an overview, a scope of the divested activities. The four blocks in het

middle, Retail, Online Brokerage, Retail Asset Management, and Services to

Independent Private Wealth Managers, and the Able BPO activities, are all within

BinckBank. For the first three you require a banking licence, so this is banking business

on balance, so the clients here are private individuals that have either a direct

relationship with BinckBank or have a relationship through an independent private

wealth manager.

For all these businesses you need a banking licence and we have taken the decision that

the independent private wealth managers will stay within BinckBank. So, we will pursue

this business which we see as a B2C business where a private wealth manager is of

course dominantly involved because they are managing the accounts on behalf of the

clients, but the end client is a private individual.

In the purple boxes clients are banks and financial institutions. This is business where we

offer services where you would not specifically need a banking licence. So, we have

decided to sell these businesses. So, what we are selling are the BPO activities reporting

into the segment Professional Services and the daughter company Able BV, formerly

under the name of Syntel.

So, the purple boxes are what we want to divest.

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This is to some extent a repeat. We have already discussed this more or less. What is

additional information on this page is that in the BPO Services in BinckBank NV the

workforce is approximately 60 staff members. They will be part of the divestment. In

Able in Reeuwijk we have approximately 125 staff members. Following the principle

‘Mens volgt werk’ – human follows work – these 185 people will be involved in the

divestment procedure in that sense that they will be part of the divesture plan.

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This slide shows the timelines. Today, we announced with the press release that we

have the intention to investigate the opportunities for the divesture or possibly a

partnership with another party. In the next couple of weeks we will see how the interest

is in the market and in the meantime, we are working on completing the information

memorandum where the goal is to issue the information memorandum and get the non-

binding offers in before the end of this year and try to reach agreement with a buyer by

the end of the first quarter next year.

In the meantime, we will draft the transitional services agreements because the

business is currently running in our datacentre and we will offer an interested buyer a

prolonged period of time to use that service. So, we will have to conclude an agreement

on that.

The other way round, Binck Retail – the B2C Bank that remains here – will make use of

the software for its French business and for the independent private wealth managers

also during a transition period.

So, that is what we are going to do in the beginning of next year and then we will start

the carve out process.

Finally, we will bring all clients that remain within BinckBank on the Topline platform,

which will be supported by our own Europort. So, we will use the Europort software and

we will have our own licence for that. We will keep that and we will have a small team

servicing our own business. So, we will migrate over time the French business and we

will migrate the business of private wealth managers to the Topline platform. In the

meantime, we will give the buyer the opportunity to build up his own datacentre or to

migrate the software to his own facilities.

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The goal would be a full separation by the beginning of 2017, where the BPO and

Licensed Services will be completely carved out of BinckBank.

What we want to sell the BPO and all its related assets and liabilities included and with

the staff members involved. We will sell the shares in Able BV. The disentanglement will

take some time but the complexity is relatively limited. We already discussed the

Transitional Services with the previous slide.

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In Binck, the divested business processing outsourcing revenues were EUR 4.5 million in

2012. This year, year-to-date, this amounts to EUR 4.8 million. I may remind you that we

just completed the last phase in the SNS migration.

In Reeuwijk, recorded under ‘other income’, we have the Licence and Software

Development Revenues. These are revenues that are external for Binck. These are

revenues that we have from other parties than internal parties. For 2012 that was

EUR 10.3 million and for 2013, year-to-date, EUR 6.9 million, so almost at the same level

as in 2012.

The payroll impact is 185 FTEs. We bought Syntel in the past – to give you some

information on what we currently have in the books – for EUR 12.5 million. The goodwill

that is still on balance is currently EUR 10 million and the total net asset value, so

goodwill and equity, is currently EUR 16.4 million.

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As regards the impact on other Opex is a little bit more difficult because it will be one of

the levers in the whole deal because we have to set a price for Transitional Services. The

price of Transitional Services may also influence the price of the transaction. So, it is not

completely possible at this moment to give you the exact influence on the P&L of

BinckBank because it will also depend on the price for the transactional services that we

are going to deliver or to buy in. But at this moment it is fair to say that we are currently

in the building phase of the BPO and Licensing Business. It is not a substantial amount

we are earning on this business. So, the financial impact from divesting this business will

not be that we are going to have a loss of EPS.

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This slide is about the question of the current management of Able. Most of you will

know Pieter Aartsen, the board member who is responsible for Professional Services. He

is supporting the transaction together with his team members. They want to be involved

in this process and they are willing to build the business further under the reign of a

possible new owner.

Kempen is advising us during the investigation and if it will be necessary, we will give

further information at that time.

There is one thing I forgot with the previous slide and that is on the synergies. At the

moment the disentanglement is complete, we estimate that we will have EUR 3 million

to EUR 4 million of synergies on an annual basis because at that time we will have

brought all our businesses – Holland, Belgium, France, Italy, and the independent wealth

managers – on one platform, the Topline platform. So, we will create an important

synergy over time.

That concludes the presentation. Let’s go to the QandA session.

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QUESTIONS AND ANSWERS

Cor Kluis – Rabobank

Good morning. I have a few questions. First of all, you already mentioned that this year

the SNS transfer is of course costing some money concerning the BPO business. Can you

give an indication of what the exceptional transfer expenses are of putting SNS REAAL

on your BPO platform in the first three quarters?

Will there be any one-off expenses if you deconsolidate this activity, restructuring

expenses or whatsoever, contracts which you might have to change?

My third question is about time of the board. How much time did you as management

spend on the BPO and this Syntel operation in the last one or two years, to give us an

idea to what extent this re-focus can help you focusing better on the Retail activities?

My last question is about the agreement with the works council. To what extent is it a

requirement that you have an agreement there? A potential buyer might pay a little bit

more if he would be allowed to offshore that to lower cost countries? Or is this not a

requirement that you have an agreement on that one?

Mr. Beentjes: I will take the last two questions and Evert will take the first two.

Mr. Kooistra: The last part of SNS has been migrated to our platform. Your question was

about the transfer costs. There were no specific transfer costs included otherwise than

man time spent on the migration, which was part of the normal staffing cost. So, that is

included in the payroll in the segment Professional Services.

Mr. Kluis: And how much was that approximately? If you would not have done that

these people were possibly not necessary. How much time did they spend on that?

Mr. Kooistra: You cannot say that you would not need then if there would not have

been the SNS migration because then they would put their efforts either on compliance

issues in improving the systems or on other BPO clients. So, it is not said you would save

costs if you had not done this migration. It is a fixed staff base that handles the customer

service, the migration, the maintenance on the platform and the development of the

platform. The last part of this migration was not that big to save on staffing cost.

The consolidation and restructuring expenses: yes, we are going into a process where

we are going to carve out this business and going to the disentanglement phase. It is not

said that we will not incur any restructuring expenses but it is difficult to foresee,

because it also heavily depends on the profile of a buyer, what exactly he wants to buy

and what the technical carve out is going to look like in the end. Ball park: if you divest a

part of the business there are always some restructuring costs involved. But we cannot

say how much that will be.

Time of the board: there are three board members, Koen, myself, and Pieter Aartsen.

Pieter Aartsen is dedicated to the Professional Services department. It is his business, so

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one third of the board is dedicated to this part of the business. There are some general

governance cost included from Koen and myself but also from the supporting units like

Risk Management, Finance, and Legal and Compliance. That is roughly how it works.

Mr. Beentjes: On the works council and on the staff: legally, people are going to follow

work. Given that we have announced this, legally we cannot restructure the

departments. That is not allowed by law. It is also the case that the party that is going to

buy this has to respect the labour agreements from the staff members. Of course, that is

not for the long term but for the short term that is the case. There are some exceptions

to those rules, so it is not cast in stone. But we will look at the interest of all

stakeholders. Our staff is certainly a very important stakeholder in this whole process. I

do not think it is realistic to see this immediately going to an off-shoring party. I do not

think that this is going to happen. What a potential buyer will do over time I cannot say

because I do not know.

Mr. Kluis: Thanks.

Albert Ploegh – ING

Good morning. I also have a few questions. The first is to focus a bit on the capital

implications. As you basically referred to in your opening remarks the EPS impact will

not be there. You mentioned something like EUR 16.4 million for goodwill plus equity, so

if you sell it for more than EUR 6.4 million you already have a positive impact, due to the

goodwill reverse on the capital.

Secondly, as you also mentioned in your presentation, it is basically non-licensed

business from a bank licence perspective. Could there still be more capital relief, that

you need to hold less operational capital in your capital structure? I thought you were

more seen as a systemic relevant bank on retail transactions in the Netherlands,

especially following transactions like SNS.

Thirdly, you are now going to a review on this part. You are aiming to get some non-

binding offers already by year-end. Can you elaborate a little bit if there are already

parties coming to you that have expressed clear interest and how likely it is that it will

be sold to one party or that there might be two? One could be more interested in BPO

and the other one more in the Syntel software business.

Finally, between BPOs and the Syntel software: are they both more or less break even or

is there a big difference in profitability of these two activities?

Mr. Kooistra: Let me start with the capital part. As Koen already said, it will not have a

material impact. The [NMP] that was mentioned was EUR 16.5 million and that is of Able

BV, so that excludes the value of the BPO business, which is in BinckBank NV. What

happens if we carve it out is that we will lose some revenue, so we will have a little bit

lower requirement for operational risk, because that is a percentage of revenues under

the standardised approach. Depending on the sale price you will revere out the goodwill,

so that in principle should have a positive effect on equity. But it depends of course on

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the proceeds of the deal. So, that is difficult to say but technically the goodwill is now

deducted. If you make at least the sales price of EUR 16.5 million for Syntel then you

would reverse out the entire goodwill and your Tier 1 capital would go up. But that is

not the major winner of this deal. The major winner is more focused on the retail and

the acceleration of retail business. For Able it is that they can develop themselves faster

under the wings of a party that has more focus on business-to-business than Binck will

have in the future.

Mr. Beentjes: There was a question of the relief of capita.

Mr. Kooistra: Yes, the systematic bank impact. The BPO business gave Bink a bit of a

systemic colour. That has had its impact on increased focus from regulators. How that

will impact if this business is gone I cannot say but I think the focus of the regulators will

not be less than in the past, although maybe some systemic risk will disappear because

they have a lot of focus on banks.

Mr. Beentjes: Albert, at this stage I cannot tell you yet whether there are already

interested parties but we expect them to basically call in in the course of this week.

Currently, I cannot tell you anything about it.

The profit split between the BPO and Syntel software: the BPO business is something we

are currently building. Syntel is a company that has been there for a long time, so Syntel

is a little bit more profitable than the BPO. If you take it altogether at approximately

zero, then you have the answer.

Mr. Ploegh: OK, but you are open to split it up for two separate buyers?

Mr. Beentjes: Let’s see what the outcome of the whole investigation is. We have

released that we are looking at a sale or a partnership. It is on purpose that ‘sale’ is the

first word mentioned.

Mr. Kooistra: So, the preference of management is to sell it in one package, so the BPO

business and the licence business. There are also synergies between those businesses,

so in principle we will operate in one package but in the end it depends on the profile

and the preferences of buyers.

Mr. Ploegh: Clear.

Bénoit Pétrarque – Kepler Cheuvreux

Good morning. My first question is on the reason of the strategy here. Could you come

back to the reason? At one point you put a reason why you want to divest and the big

first point is an acceleration of the European retail strategy. I do not understand why

you cannot accelerate the growth of the retail while keeping this business.

Then on the BPO: it is also quite a cash flow business but now it is not growing much. So,

it is also linked to my first question on why you are selling and why it is a high cash flow

for you.

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You also mentioned that Able will need more investment to become profitable. I am just

wondering how much they will actually need to become profitable. Could you mention

that?

What is your ownership in Able? Do you have 100% or are there minorities somewhere?

Mr. Beentjes: Bénoit, we have 100%. That is the easiest question. On the retail strategy

and why we are doing this: we believe that focus will help us. We have been very

successful over the last period in building Alex Vermogensbeheer and we can do one

thing at a time. We believe that by making this choice and by putting it basically all effort

on the retail strategy it is the good choice, but it is a matter of belief. Till now, we have

done it next to each other and we have been happy with that, but we have taken the

decision to change that and really put focus on …

Mr. Pétrarque: But there is no massive capital for something that could actually boost

your excess capital?

Mr. Beentjes: No.

Mr. Kooistra: No, there is no major capital. That is what I said: it is not a major winner of

this deal. It is more focus on the retail side and acceleration of the business. To give you

an idea, we have now created EUR 10 million in one year in recurring revenues on Alex

Asset Management by growing the asset base with EUR 1 billion. In one year! If you take

a BPO deal of let’s say EUR 2 million revenues per year, it would take five BPO deals. It

takes far more time to build it up because it has longer sales and implementation […]

Mr. Pétrarque: But this is strictly revenue, right? This is a long-term contract and this is

what you are looking for?

Mr. Kooistra: Yes, once you have it on your platform it is strictly revenues. That is true

but the speed of getting it on your platform is slower than getting it on the platform on

the retail side.

Mr. Pétrarque: I was just wondering because it looks like it will create a little bit more

volatility on the revenue side.

Mr. Beentjes: That depends on how fast we are growing on the wealth management

side, on Alex Vermogensbeheer. That is a very stable income part. Of course, on the

online brokerage it is inherent that it is volatile, so by taking out some long-term

agreements you would of course increase the volatility a little bit. But if we could growth

the Alex Vermogensbeheer faster, we would quickly basically replace one source of

recurring income by another. That is how we are looking at it.

Mr. Kooistra: But Bénoit, we keep in mind that on the fee and commission income in the

reporting segment of Professional Services we saw in Q3 there are EUR 15.7 million in

revenues in there, EUR 11 million is related to services of independent private wealth

managers. That part will stay and EUR 4.8 million is going out. So, there was already

volatility in that number, so that does not change a lot. So, the biggest part of the

revenue stays on the side of Binck.

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Lamar Salah – SNS Securities

Thank you very much. Three questions from my side. First of all, as Bénoit pointed out,

previously you have stated out that B2B-activities would generate a steady cash flow.

That was actually part of your strategy. Now, that the B2B is actually being divested

what is your strategy in terms of generating steady cash flow? Could you elaborate on

that? It seems like your business-to-consumer is quite volatile. Could you give some

additional information on that?

Secondly, can you give us more information on how you valuate the BPO segment? If I

look at the European peers in that perspective they are valued at 0.7 times price the

book. If I follow your story correctly, you stated that you are quite positive on the pricing

and the prices that you can get on this segment.

My third question is with regard to the wealth managers, the zelfstandige

vermogensbeheerders. What is the main trigger for you to keep that alive still within

your operating business?

Mr. Beentjes: Let me start with the first question and that is on the volatility. By

increasing Alex Vermogensbeheer with EUR 1 billion this year we have added a recurring

source of income of close to EUR 10 million, on an annual basis, recurring. Looking at the

BPO business, we have mentioned this income on an annual basis of EUR 4.6 million for

the last year. So, in a relatively short timeframe we have basically introduced a source of

income in Binck that is larger than the source of income we have created over the last

couple of years in the BPO business. So, maybe short-term volatility will increase

somewhat because we are losing this part of the income but we believe that by more

focus we will create more income in the future. Now, we will have some opportunity

loss if it comes to volatility but we will make up for that in the next couple of years. That

is our belief and that is why we are taking this decision.

With regard to our the wealth managers to keep that alive. If you go back to the start of

the Wealth Management you know that Binck used to have a good retail business and a

platform. They wanted to get more out of the platform. We have an economy of scale

business, so the more transactions we have the better it is. That is why Binck in 2004

and 2005 started with servicing private wealth managers. That still holds true. The more

business you have on the platform, the better it is but then it must be on one platform.

If we take the independent private wealth managers all to the Topline platform then

what we strived for in the past – getting more business on one platform – is true again.

That is to some extent the issue right now, that we are bringing all the retail business to

the Topline and that we are not having enough economies of scale on the other

platform. That is the reason to keep it. It is a good business and it is a profitable business

and it will add scale to the Topline platform.

On the value of the BPO segment – 7.0 times book, Evert?

Mr. Kooistra: Your question was how we value the BPO business. I do not think this will

be a number-crunching exercise with the usual valuation methods. The value is a

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strategic value. You buy market leadership in the Netherlands by buying this business.

So, if your core business is BPO business, this is very interesting to you as a buyer

because you get way ahead of your competitors. So, a lot of the value will be attached

to the strategic part, we value.

Mr. Salah: Many thanks. Just one follow-up question with regard to the independent

wealth managers. What we have seen in the market is that there is huge market

pressure at the moment. Apart from that you see that the individual wealth managers

are opting for two or three parties. Of course, they have a preferred party and probably

that could be BinckBank. At the same time, they are also opting for other partners. So,

do you expect that you can endorse your focus on that segment in the future and try to

compete out the other partners? What is your specific strategy? You need a strategy for

the individual wealth managers as well if you put it in your core business.

Mr. Beentjes: The private wealth managers want to work with multiple banks. So, you

cannot get the whole market because they do not want to do that. They want to have

two or three depot banks where they are having the accounts. It is a business where

there is margin pressure. That is true. Of course, it is a business where there will be

major changes in the next couple of months because of the abolition of the reprocession

??? payments. So, that market is going to change where the private individual has to pay

directly to the private wealth managers. So, the environment is changing but until now

we have had a very good platform and a good performance. We have always been a

good partner if it comes to price to value, so we are confident that we can build the

business and that we can build it from here. We started with the business ten years ago

and we are now one of the largest parties in the market. We want to sustain the

position, also in the new situation.

Mr. Salah: Thanks.

Jan Willem Knoll – ABNAMRO

Good morning, two questions from my side. Once the disposal is done do you have any

plans to accelerate your capex plans in your core activities?

On the third quarter, how is that developing so far? I know we have just had the second

quarter conference call but any update in terms of client activity or EOM??? Growth will

be very helpful.

Mr. Beentjes: As far as I recall, we already issued the third quarter press release just a

couple of weeks ago. Since then, we only had October and we will report on that in the

Q4 numbers.

If we would have proceeds from the divesture: we are not specifically going to use that

amount for capex. If we want to execute plans we have plenty of capital. Then we could

execute them right now as well. It is not that we are going to earmark the proceeds of

this transaction to do some additional business in the bank.

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Mr. Knoll: And it is not that by sort of disposing these activities you are creating a bit

more leeway to start new initiatives in different countries?

Mr. Beentjes: That is true. We would create a little bit more leeway because we have

more management time and could put more focus on building the retail business. But

given our BIS-ratio of over 30% capital was not the constraint. So, it was not that we

were not executing new plans because of lack of capital but more lack of management

time.

Mr. Knoll: No fair enough. Maybe not a lack of capital but maybe more a lack of capital

generation.

Mr. Kooistra: No.

Mr. Knoll: Fair enough! Thank you.

Bénoit Pétrarque – Kepler Cheuvreux

Just a follow-up question for me. I do not know the BPO contracts well but is there a

clause for change of ownership or something like that which could impact the value of

the business?

Mr. Beentjes: In most cases there are no change of ownership clauses that would come

into force right now, but let’s be quite clear: this is a business where we have to do it

together with the clients and whether there is such a clause or not, clients must have

confidence in the new partner. Otherwise, I do not think this is going to fly.

Mr. Pétrarque: Thank you.

Archie van Riemsdijk – Dow Jones

I have one minor question about the Topline platform. Is this the same platform that you

have created with the modular building blocks structure?

Mr. Beentjes: Yes, this is what we call the Europese Basisplatform. The Topline platform

was built by Alex in the past. When we bought Alex we bought the Topline platform.

With all the presentation layers in the market we have the building blocks. The

combination of the Topline platform together with all the internet and communication

layers with the clients is what we call the ‘Europese Basisplatform’.

Mr. van Riemsdijk: And the synergies that you mentioned result from migrating the

French and the Belgian retail platform to this Topline platform. Are these synergies also

related to the divestment of Syntel?

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Mr. Beentjes: No, the synergy is actually related to bringing all business on one platform

and at the end of the day we will need less iron?? In the datacentres and we may need a

little bit less people.

Mr. Kooistra: All our compliance costs!

Mr. van Riemsdijk: Thank you.

Albert Ploegh – ING

Maybe a general question. You mentioned a few times that you want to focus more of

your management time on core activities. Is this basically part of a somewhat broader

re-focusing or should we see this decision in isolation? In other words: might you put

more focus on these activities even further, going forward?

Do you feel that the target framework that has been set out now will be updated with

the full year numbers to focus a bit more on the targets for the Asset Management

division separately?

Mr. Beentjes: As regards the last question: clearly we have to update our mid-term

targets now. I am not sure when we are going to do that but it is clear that the number

of BPO agreements is not a relevant target anymore. We already achieved by far the

goal for Alex Asset Management. So yes, I think we should formulate new targets in line

with the decision we have taken now. I am not going to promise it will be by the end of

Q4 but it is on the list to do now.

The decision is not part of a broader re-focusing on retail but we want to build this

wealth management business. That is where we are successful and we want to leverage

on that. That is where we want to put the emphasis on other business that is not yet on

the radar screen.

Mr. Ploegh: Very clear.

Archie van Riemsdijk – Dow Jones

Maybe this was already asked by Albert Ploegh or previously but do you have a goal or a

rate of growth for Alex in mind?

Mr. Beentjes: Not yet. We are going to formulate new targets and we will let the market

know. But we have not done that yet.

Mr. van Riemsdijk: This was the question of Mr. Ploegh as well. Thank you very much.

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Mr. Beentjes: As there are no more questions I would like to thank all participants for

joining in on this call on such a short notice. We very much appreciate it. If there would

be any additional questions, please give a call to Nelleke and she will see to it that you

get to answers to all your questions. Thank you very much for joining and hopefully,

speak to you soon.

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End of call

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2

2

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2

3