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Banca Monte dei Paschi di Siena

Investor Presentation May 9, 2025

4171_10-q_2025-05-09_28168109-a6cd-4870-84f4-5ac24f612fc2.pdf

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A Clear and Simple Commercial Bank, Revolving Around Customers, Combining Technology With Human Touch

1Q-25 Results

Siena, 9th May 2025

Disclaimer (1/2)

IMPORTANT - YOU MUST CAREFULLY READ THE FOLLOWING BEFORE CONTINUING: The information set out in this presentation is not intended to form the basis of any contract. By attending (whether in person, by telephone or webcast) this presentation or by reading the presentation slides, you agree to the conditions set out below. This presentation (including any oral briefing and any question-and-answer session in connection with it) is for information only. This presentation is not intended to, and does not constitute, represent or form part of any offer to exchange or purchase, invitation, inducement or solicitation of an offer to buy or exchange, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote or approval in any jurisdiction. It must not be acted on or relied upon in connection with any contract or commitment whatsoever. It does not constitute a recommendation regarding any securities. Nothing herein should be construed as financial, legal, tax, accounting, actuarial or other specialist advice. Any such offer or solicitation will be made only pursuant to an official offer documentation approved by the appropriate regulators.

The release, presentation, publication or distribution of this presentation in jurisdictions other than Italy may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than Italy should inform themselves about and observe any applicable requirements. It is your responsibility to satisfy yourself as to the full observance of any relevant laws and regulatory requirements. Any failure to comply with applicable requirements may constitute a violation of the laws and/or regulations of any such jurisdiction.

The information pertaining to MEDIOBANCA - Banca di Credito Finanziario Società per Azioni has been derived from publicly available sources. Such information has been independently prepared by MEDIOBANCA - Banca di Credito Finanziario Società per Azioni and other available sources, and Banca Monte dei Paschi di Siena S.p.A. (the "Company" or the "Offeror") has neither independently verified its accuracy, nor performed any due diligence thereon. Consequently, the Company disclaims any responsibility or liability for the content, accuracy, or completeness of such information.

This document was prepared by the Company solely for information purposes. The information contained herein provides a summary of the Group's 1Q2025 interim financial statements and is not complete. 1Q2025 complete interim financial statements will be available on the Company's website at www.gruppomps.it. The information, statements and opinions contained in this presentation are for information purposes only and do not constitute (and are not intended to constitute) an offer of securities for sale, or solicitation of an offer to purchase or subscribe securities, 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. Any recipient is therefore responsible for his own independentinvestigations and assessments regarding the risks, benefits, adequacy and suitability of any operation carried out after the date of this document.

To the extent applicable, any industry and market data contained in this document has come from official or third-party sources. Third-party industry publications, studies and surveys generally state that the data contained therein has 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 such data contained therein. In addition, some industry and market data contained in this document may 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. Any 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 document.

Neither the Company nor any member of the Group nor any of its or their respective representatives, directors, or employees shall be liable at any time in connection with this presentation or any of its contents for any damages including, but not limited to, loss of profits or loss of opportunity, or any other liability whatsoever which may arise in connection with any use and/or reliance placed on this presentation. The Company, the Group and their representatives undertake no obligation to provide the recipients with access to any additional information or to update or revise this document or to correct any inaccuracies or omissions contained herein that may become apparent. This presentation shall remain the property of the Company.

NOT FOR RELEASE, PRESENTATION, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, OR JAPAN (OR IN OTHER COUNTRIES, AS DEFINED BELOW): The public voluntary exchange offer described in this presentation (the "Offer") shall be promoted by the Offeror on all the ordinary shares of MEDIOBANCA - Banca di Credito Finanziario Società per Azioni. This document does not constitute an offer to buy or sell MEDIOBANCA - Banca di Credito Finanziario Società per Azioni's shares or the shares of the Company.

Prior to the commencement of the tender period of the Offer, as required under applicable regulations, the Offeror shall publish an offer document and an exemption document, which the shareholders of MEDIOBANCA - Banca di Credito Finanziario Società per Azioni shall carefully examine.

The Offer will be made in Italy and will be addressed, on equal terms, to all holders of shares of MEDIOBANCA - Banca di Credito Finanziario Società per Azioni. The Offer will be made in Italy as the shares of MEDIOBANCA - Banca di Credito Finanziario Società per Azioni are listed on Euronext Milan, organized and managed by Borsa Italiana S.p.A. and, without prejudice to the following, the Offer is subject to the obligations and procedural requirements provided for by Italian law.

The Offer is not being made or disseminated in Canada, Japan and Australia, or any other country in which such Offer is not authorized or to any person to whom such offer or solicitation is not permitted by law (the "Excluded Countries").

Partial or complete copies of any documents to be issued by the Offeror in connection with the Offer shall not be sent, nor shall they be transmitted, or otherwise distributed, directly or indirectly, in the Excluded Countries. Any person receiving such documents shall not distribute, send or dispatch them (whether by post or by any other means or instrumentality of communication or commerce) in the Excluded Countries.

Any acceptances of the Offer resulting from solicitation activities carried out in violation of the above limitations will not be accepted.

This presentation, as well as any other document issued by the Offeror in connection with the Offer, shall not constitute or form part of any offer to purchase or exchange, or any solicitation of offers to sell or exchange, securities in any of the Excluded Countries.

Tendering in the Offer by persons residing in jurisdictions other than Italy may be subject to specific obligations or restrictions imposed by applicable legal or regulatory provisions of such jurisdictions. Recipients of the Offer are solely responsible for complying with such laws and, therefore, before tendering in the Offer, they are responsible for determining whether such laws exist and are applicable by relying on their own advisors. The Offeror does not accept any liability for any violation by any person of any of the above restrictions.

Disclaimer (2/2)

IMPORTANT INFORMATION: In connection with the Offer, the required offer document will be sent to Commissione Nazionale per le Società e la Borsa ("CONSOB"). Investors and shareholders of MEDIOBANCA - Banca di Credito Finanziario Società per Azioni are strongly advised to read the offer document and the exemption document, if and when available, and any other relevant document sent to, or filed with, CONSOB, as well as any amendments or supplements to such documents, because they will contain important information. If and when filed, investors may obtain free copies of the offer document and of the exemption document at the Company's website www.gruppomps.it and will receive information at an appropriate time on how to obtain these transactionrelated documents for free from the parties involved or a duly appointed agent.

This presentation does not constitute an offer to purchase, sell or exchange or the solicitation of an offer to purchase, sell or exchange any securities, nor shall there be any offer to purchase, solicitation, sale or exchange of securities in any jurisdiction in which such offer, solicitation or sale or exchange would be unlawful prior to the registration or qualification under the laws of such jurisdiction. The distribution of this presentation may, in some countries, be restricted by law or regulation. Accordingly, persons who come into possession of this presentation should inform themselves of and observe these restrictions. To the fullest extent permitted by applicable law, the companies involved in the Offer disclaim any responsibility or liability for the violation of such restrictions by any person.

The shares of the Company described in this presentation and that will be issued in connection with the Offer may not be offered or sold in the United States except pursuant to an effective registration statement under the U.S. Securities Act 1933 or pursuant to a valid exemption from registration.

FORWARD-LOOKING STATEMENTS: This presentation contains forward-looking information and statements about the Company and its combined business after completion of the Offer. Forward-looking statements are statements that are not historical facts. These statements include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products and services, and statements regarding future performance. Forward-looking statements are generally identified by the words "may," "will," "should," "plan," "expect," "anticipate," "estimate," "believe," "intend," "project," "goal" or "target" or the negative of these words or other variations on these words or comparable terminology. Although the management of the Company believes that the expectations reflected in such forward-looking statements are reasonable, investors and holders of the Company's shares are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of the Company, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include those discussed or identified in the public documents sent by the Company to CONSOB.

These forward-looking statements include, but are not limited to, all statements other than statements of historical facts, including, without limitation, those regarding the Company's future financial position and results of operations, strategy, plans, objectives, goals, and targets, and future developments in the markets where the Company participates or is seeking to participate. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements as a prediction of actual results. The Company's ability to achieve its projected objectives or results is dependent on many factors that are outside management's control. Actual results may differ materially from (and be more negative than) those projected or implied in the forwardlooking statements. Such forward-looking information involves risks and uncertainties that could significantly affect expected results and is based on certain key assumptions. All forward-looking statements included herein are based on information available to the Company as of the date hereof. The Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable law. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. In light of these risks, results could differ materially from those stated, implied or inferred from the forward-looking statements contained in this presentation.

Pursuant to paragraph 2, article 154-bis of the Consolidated Finance Act, the Financial Reporting Officer, Mr. Nicola Massimo Clarelli, declares that the accounting information contained in this document corresponds to the document results, books and accounting records.

1Q-25 Executive Summary

  • 1Q-25 net profit at €413m, up +24.2% y/y and +7.3% q/q (+14.1% q/q excluding positive net tax in both quarters) driven by a strong operating performance
  • Net operating profit at €448m, +0.8% y/y and +9.4% q/q, thanks to increased fees contribution, effective cost management and cost of risk reduction
  • Gross operating profit at €535m up +3.0% q/q thanks to both higher revenues and lower operating costs. Yearly trend supported by resilient revenues, thanks to net fee income contribution (+8.9% y/y), partly offsetting higher costs, mainly related to labour contract renewal and variable remuneration pool increase
  • Strong commercial performance on key strategic areas confirmed in 1Q-25: total commercial savings(1) up more than €5bn y/y, WM gross inflows up +22% y/y, new retail mortgages granted in the quarter at €1.7bn, >3x vs 1Q24, new consumer finance flows up +23% y/y. Net customer loans to retail and small business/medium enterprises up +0.7% y/y, driven by continuous growth in 1Q-25 (+2.5% q/q)
  • 1Q-25 operating costs at €472m, down -1.0% q/q and up +2.2% y/y, mainly due to the effects of the renewal of the labour contract, partially offset by lower non-HR costs
  • 1Q-25 cost of risk at 46bps, in line with 2025 guidance of a decreasing CoR. Gross NPE ratio at 4.4%, net NPE ratio at 2.3% and NPE coverage at 49.5%
  • Solid liquidity position with unencumbered counterbalancing capacity at €32bn, further decrease of ECB funding at 6% of total liabilities, LCR at 156% and NSFR at 130%
  • CET1 FL at 19.6%(2) , including positive impact on RWA from the first time adoption of CRR3. Buffer on Tier 1 ratio close to 890bps

Notes: (1) Direct and indirect commercial funding. (2) Mar-25 capital ratios fully loaded exclude only the temporary filter relating to the OCI Reserve on government bonds, and are calculated including net profit for the period, subject to the ECB authorization, and net of dividend (calculated on the basis of a pay-out ratio of 75% of the pre-tax profit).

Net Profit

Quarterly Evolution (€m)

• 1Q-25 net profit at €413m, up +24.2% y/y and +7.3% q/q (+14.1% excluding positive net tax in both quarters) driven by a strong commercial performance

Net Operating Profit

Quarterly Evolution (€m)

• 1Q-25 net operating profit at €448m, +0.8% y/y and +9.4% q/q, thanks to increased fees contribution, effective cost management and cost of risk reduction

Gross Operating Profit

  • 1Q-25 gross operating profit at €535m up +3.0% q/q thanks to both higher revenues and lower operating costs. Yearly trend supported by resilient revenues, thanks to net fee income contribution, partly offsetting higher costs, mainly related to labour contract renewal and variable remuneration pool increase
  • C/I down at 47% from 48% in 4Q-24

Strong commercial performance in 1Q25

• Ongoing and successful commercial focus on key strategic areas confirmed in 1Q-25: total commercial savings up more than €5bn y/y, WM gross inflows up +22% y/y, new retail mortgages granted in the quarter at €1.7bn, >3x vs 1Q24, new consumer finance flows up +23% y/y

Managerial data.

Net Interest Income

Quarterly Evolution (€m)

• 1Q-25 NII at €543m, with yearly and quarterly trends, in line with guidance, affected by declining interest rate only partially offset by an effective management of cost of funding

Net Customer Loans

Net Loans (1) (€bn)

• Net customer loans up +0.7% y/y driven by continuous growth in 1Q-25 (+2.5% q/q) thanks to both retail and SME loans

Total Commercial Savings

• Total commercial savings up €+5.2bn compared with the first quarter 2024 (+3.2% y/y) with growth in all components and 1Q-25 confirming the solid year-end results

Italian Govies Portfolio

Italian Govies Portfolio Breakdown(1) (€bn) Italian Govies Portfolio at FVTOCI

Mar-24 Jun-24 Sep-24 Dec-24 Mar-25
FVTOCI Duration
(years)
~2.6 ~2.5 ~2.3 ~2.1 ~1.6
FVTOCI Credit
spread sensitivity
(€m)
-0.5 -0.4 -0.4 -0.4 -0.2
  • Banking book portfolio (AC + FVTOCI) at €9.0bn, almost in line with previous quarters; FVTPL portfolio dynamics related to market making activity
  • FVTOCI portfolio decreased q/q at €1.1bn, with duration down at ~1.6 years and further reduction of the credit spread sensitivity, now at €-0.2m

Notes: (1) Banking book: Amortized cost portfolio + Financial assets FVTOCI. FVTOCI credit spread sensitivity: before tax, for 1bp increase in the BTP/Bund spread.

Figures from operational data management system. Nominal value for govies at AC; net position for govies at FVTPL. Total portfolio in March 2024 with slightly negative exposure in financial assets at FVTPL.

Net Fee and Commission Income

  • Total fees in the €400m area, up +8.9% y/y and +6.5% q/q, with the increase driven by WM and Advisory Fees (+15.0% y/y and +21.0% q/q) thanks to the strong commercial effectiveness of the franchise
  • Commercial banking fees up +2.7% y/y; quarterly dynamics reflecting year-end seasonality

Operating Costs

  • 1Q-25 operating costs at €472m, -1.0% q/q decrease, thanks to the strict costs discipline in Non-HR Costs
  • Up +2.2% y/y mainly due to the effects of the renewal of the labour contract, partially offset by lower non-HR costs

Gross NPE Stock

  • Gross NPE stock decreased q/q at €3.6bn with secured component stable at 71% of the total
  • Gross and net NPE ratio both down q/q at 4.4% and 2.3% respectively

Managerial data.

Notes: (1) NPE ratio calculated as ratio of gross non-performing exposures to customers on total gross exposures to customers (no government securities).

Coverage and Cost of Risk

NPE Coverage Breakdown Cost of Risk (bps)

  • 1Q-25 cost of risk at 46bps, in line with 2025 guidance of a decreasing CoR
  • NPE coverage increased to 49.5%

Funding & Liquidity

  • Solid liquidity position with unencumbered counterbalancing capacity at €32bn, LCR at 156% and NSFR at 130%
  • Further decrease of the share of ECB funding down to 6% of total liabilities (9% in 1Q-24)

Capital

• Strong capital position with CET1 FL ratio at 19.6% (including 1Q-25 net profit, net of dividend with a 75% dividend pay out on pretax profit), including positive impact on RWA essentially from the first time adoption of CRR3 (mainly on operating RWA). Buffer on Tier 1 ratio close to 890bps

Notes: (1) Mar-24 capital ratios include net profit of the period net of dividend (calculated on the basis of a pay-out ratio of 50% of the pre-tax profit). Jun-24 and Sep-24 capital ratios include net profit of the period, reduced by the dividend (calculated on the basis of a pay-out of 75% of the pre-tax profit). Dec-24 ratios calculated including net profit for the period, net of EUR 1.083 mln of dividend distribution. Mar-25 capital ratios fully loaded exclude only the temporary filter relating to the OCI Reserve on government bonds, and are calculated including net profit for the period, subject to the ECB authorization, and net of dividend (calculated on the basis of a pay-out ratio of 75% of the pre-tax profit). (2) Including CCb at 0.03% and systemic buffer at 0.38%.

Progress Update on the Mediobanca Exchange Offer

  • BMPS is on track on the key milestones of the Mediobanca Exchange Offer
    • On April 17th, the EGM approved the relevant capital increase with the favorable vote of 86.4% of the represented capital, showing appreciation by BMPS shareholders of the industrial and financial benefits of the Offer
  • The Offer represents an unparalleled financial proposition also for Mediobanca's shareholders
    • ~€0.7bn p.a. pre-tax synergies and transaction-driven DTAs acceleration at ~€0.5bn p.a. for the next six years
    • Double-digit accretion on adj. EPS and organic capital generation above net income allows for accretive DPS with no impact on capital levels, with up to 100% payout ratio
    • Pro-forma CET1 ratio at ~16%, with significant excess capital buffer
  • MPS is proceeding on schedule with its plan to execute the public exchange offer for Mediobanca, the industrial rationale of which is potentially also in line with the announced transaction involving Banca Generali
  • We confirm the timeline of the transaction, which progresses in line with the plan announced to the market
    • Supervisory Authorities' authorizations and Antitrust authorization expected by June / July
    • Subsequently, approval of the Exchange Offer Document and start of the Exchange Offer period

Conclusions

  • Strong economic and commercial performance confirmed in 1Q-25
  • Net profit +24% y/y
  • Resilient revenues, supported by significant fee growth (+8.9% y/y and +6.5% q/q) and acceleration of the lending business (new retail mortgages in 1Q-25 >3x vs 1Q24, new consumer finance flows up +23% y/y)
  • Cost of risk reduction, in line with guidance
  • Capital ratios at the top of the banking sector, with 19.6% CET1 FL ratio
  • On the back of the positive 1Q-25 dynamics, 2025 PBT expected to be higher y/y, with further room to grow in 2026, better than the Plan
  • Mediobanca Exchange Offer in line with completion of the Authorization process, expected in June/July and subsequently start of the Exchange Offer period

Appendix – Supporting Materials of 1Q-25 Results

Focus on DTAs

On and Off Balance Sheet DTAs (€bn)

Mar-24 Dec-24 Mar-25
Convertible DTAs 0.5 0.4 0.4
DTAs on Tax loss carryforwards 0.8 1.5 1.6
Other non-convertible DTAs 0.6 0.6 0.6
Total on balance sheet DTAs 1.9 2.4 2.5
DTAs not recorded in
balance sheet
2.5 1.6 1.4
  • Stock of DTAs not recorded in Balance Sheet at €1.4bn, entirely composed by DTAs on tax loss carryforwards
  • Current Italian fiscal regulations do not set any time limit to the use of tax loss carryforwards against the taxable income of subsequent years

Extraordinary Litigations and Extrajudicial Claims

Gross Petitum(1) (€bn)

  • Extraordinary litigations and extrajudicial claims down at €1.2bn following the positive Supreme Courts sentence on Viola/Profumo criminal proceeding last February (petitum of about €160m)
  • A positive trend of civil sentences on disclosure of financial information 2008- 2017 NPE proceedings has consolidated. Such trend is continuing be confirmed in 2025 with a positive sentence issued by the Court of Florence on 24th April 2025
  • NPE criminal proceeding, for which the Bank was summoned for civil liability, still at preliminary hearings stage: next hearings on 4 th and 6 th June 2025
  • The reduction concerning the criminal proceeding is due to the procedure 955/16, that has been definitively ruled by the Supreme Court setting forth the absence of any liability of the Bank; as a consequence all the requests by the civil parties who filed the procedure have been canceled

Notes: (1) Excluding remote risk litigations, in line with IAS 37.86.

Reclassified Income Statement

3Q-24 4Q-24 1Q-25 Change
(QoQ%)
Change
(YoY%)
596 588 543 -7.7% -7.5%
356 373 398 +6.5% +8.9%
952 961 941 -2.1% -1.2%
2
7
2
1
1
5
-29.9% -3.9%
2
4
1
9
5
2
n.m. +36.4%
5 -5 0 n.m. -98.6%
1,007 996 1,007 +1.1% -0.5%
-310 -311 -321 +3.3% +5.5%
-116 -121 -112 -7.2% -2.3%
-42 -45 -38 -13.9% -9.4%
-467 -477 -472 -1.0% +2.2%
539 520 535 +3.0% -2.8%
-96 -109 -91 -16.7% -13.9%
-1 -1 4 n.m. n.m.
442 409 448 +9.4% +0.8%
2 3 2 -23.1% n.m.
0 -2 0 n.m. n.m.
-15 -15 -14 -5.9% -5.9%
-22 -32 -25 -22.6% n.m.
-17 -14 -7 -52.8% -13.0%
- - -7 n.m. n.m.
390 348 397 +14.1% +18.2%
1
6
3
7
1
6
-56.7% n.m.
407 385 413 +7.3% +24.2%
Notes: (1) Financial revenues include: dividends, trading/disposal/valuation/hedging of financial assets.

Balance Sheet

Total Assets(1) (€m)

Mar-24 Dec-24 Mar-25 QoQ% YoY%
Loans to Central banks 832 565 660 16.7% -20.7%
Loans to banks 2,313 2,068 1,921 -7.1% -17.0%
Loans to customers 78,423 77,310 78,631 1.7% 0.3%
Securities assets 18,176 17,447 19,024 9.0% 4.7%
Tangible and intangible assets 2,423 2,298 2,274 -1.0% -6.1%
Other assets 24,608 22,913 22,070 -3.7% -10.3%
Total Assets 126,775 122,602 124,580 1.6% -1.7%

Total Liabilities (1) (€m)

Mar-24 Dec-24 Mar-25 QoQ% YoY%
Deposits from customers 83,204 84,049 85,892 2.2% 3.2%
Securities issued 9,514 9,923 8,702 -12.3% -8.5%
Deposits from central banks 11,629 8,511 8,010 -5.9% -31.1%
Deposits from banks 1,304 1,301 1,854 42.5% 42.2%
Other liabilities 10,816 7,169 8,072 12.6% -25.4%
Group net equity 10,307 11,649 12,049 3.4% 16.9%
Non-controlling interests 1 0 0 0.0% -50.0%
Total Liabilities 126,775 122,602 124,580 1.6% -1.7%

Lending & Direct Funding

Total Lending (€m)

Mar-24 Dec-24 Mar-25 QoQ% YoY%
Current accounts 2,668 2,659 2,832 6.5% 6.1%
Medium-long term loans 52,047 50,705 52,041 2.6% 0.0%
Other forms of lending 14,628 15,023 14,890 -0.9% 1.8%
Reverse repurchase agreements 7,241 7,035 7,029 -0.1% -2.9%
Impaired loans 1,838 1,887 1,838 -2.6% 0.0%
Total 78,423 77,310 78,631 1.7% 0.3%

Direct Funding (€m)

Mar-24 Dec-24 Mar-25 QoQ% YoY%
Current accounts 64,459 67,180 65,736 -2.2% 2.0%
Time deposits 7,353 7,151 7,546 5.5% 2.6%
Repos 8,769 6,800 9,101 33.8% 3.8%
Bonds 9,514 9,923 8,702 -12.3% -8.5%
Other forms of direct funding 2,623 2,918 3,509 20.3% 33.8%
Total 92,718 93,972 94,594 0.7% 2.0%

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