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Bper Banca Management Reports 2022

Jun 10, 2022

4395_rns_2022-06-10_fe11127c-3a90-4704-9b8c-710f2843ada4.pdf

Management Reports

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2022-2025 Group Business Plan

2022-2025 BUSINESS PLAN

Milan, June 10th 2022

Disclaimer

This document has been prepared by BPER Banca S.p.A. solely for information purposes and for use in presentations of the Group's strategies and financials. The information contained herein has not been independently verified. No warranty, either express or implied, can be given as to the content of this document. Consequently, no reliance should be placed on the completeness, correctness or accuracy of the information or opinions contained herein. BPER Banca S.p.A., its advisors and representatives shall not be held liable (in negligence or otherwise) for any loss howsoever arising from any use of this document or its content. The forward-looking information contained herein has been prepared on the basis of assumptions which may prove to be incorrect and, accordingly, results presented herein may vary. No part of this document may be regarded as forming the basis of any contract or agreement. The information contained herein may not be reproduced, published or distributed, in whole or in part, for any purpose whatsoever.

Agenda

A story of growth

A wider national outreach

Economic and financial targets

2022-2025 Business Plan pillars

Annexes

A STORY OF GROWTH

Recent M&As have enabled the Group to make a major leap in size and reach a national scale

  1. Number excluding 140 branches closed in May 2022 and subsequent deconsolidation/ new rationalisation. It does not include the branch of BPER Bank Luxembourg 2. 2017 headcount as reported in the financial statements

Page│4

A STORY OF GROWTH

Performance in recent years reflects strong resilience and the ability to improve, including through the management of extraordinary corporate transactions

  1. From 2009 to 2021

  2. Since ECB supervision started

  3. CET1 2020 proforma reflecting capital increase to purchase former UBI/ISP Business Unit

Over the last 12-18 months important initiatives have already been completed...

2021 2022
AREAS Q1 Q2 Q3 Q4 Q1 Q2
GOVERNANCE
Redefinition of the
organisational
structure

New ESG
Governance

Revision of
delegated power
system
M&A
Integration of
former UBI –
ISP
business unit

Lanterna transaction
(closing of Carige deal)
INDUSTRIAL
ASPECTS

Regional HO
simplification

Specialisation in
credit underwriting

Rationalisation of
st
1
batch of
branches (~100)

Kick-off of Business
Plan priority
projects

Rationalisation of
nd
2
batch of
branches (~140)
REAL ESTATE
One single HQ
location

Additional executive
facility in Milan
(Diamantino
HQ)
HR
Strengthening of
the Management
Team

HC increase for new
businesses

Workforce
optimisation

MBO/LTI revision
IT/ TECHNOLOGY
Increase IT team
headcount

New CRM
Salesforce

Smart CBI

Release of new App

A STORY OF GROWTH

… which will now enable the major evolution planned in the Group's new Business Plan for 2022-2025

SCALE
Nationwide
player with strong roots in the country's
richest regions
BUSINESS MODEL
"Multi-specialist" bank with proprietary product factories and specialised
distribution channels

Focus on core and capital light businesses and product factories

Selective divestment of non core and/or low value businesses
REVENUE GENERATION
MODEL

Acceleration of fee-based
revenue streams by leveraging multiple growth engines:
-
Wealth / Asset Management
-
CIB/ Advisory
-
NRRP
-
Bancassurance
-
Private / Personal Banking
-
CREDIT MODEL
Completion of de-risking
including via a major disposal plan
and the evolution of the non-performing loan management
framework

Evolution of credit governance (policy, models, analytics)
and specialisation of underwriting processes/tools to support
growth in volumes, productivity/ response time and risk-adjusted profitability
OPERATING MODEL
Simple
digital
bank,
with
productivity
levels
aiming
at
market
best
practice

Extensive transformation
of the
IT factory
HUMAN CAPITAL
Reinforcing the Management Team including via new recruits from the market

Hiring plan / redeployment of resources to new priority initiatives
ESG
Concrete plan to support
internal/external transition to a low-carbon economy

Outreach to communities and development of educational programmes for young people

Further progress to sustainable leadership
CAPITAL STRENGTH
AND SHAREHOLDER
REMUNERATION

Capitalisation levels consistent with the Group's new risk profile

Considerable increase in shareholder remuneration thanks to less capital-intensive model and higher levels of profitability

Agenda

A story of growth

A wider national outreach

Economic and financial targets

2022-2025 Business Plan pillars

Annexes

The acquisition of Carige rests on solid financial foundations and opens up new value generation opportunities

Major synergies identified in revenues and especially in costs and capital; BPER proven track record in integration processes

expensed in 2022. Payment of exit penalties on existing agreements conservatively factored in to a maximum extent (~220 M€)

Agreement for the disposal of 48 branches to leading market player finalised to solve potential competition authority constraints

OVERVIEW OF DISPOSAL SCOPE

The transaction is expected to solve potential Competition Authority constraints arising from the acquisition of Carige and from the previous acquisition of Unipol Banca

  • Branches: 48 (o.w. 40 from Carige network and 8 from Banco di Sardegna, mainly located in Liguria and Sardinia)
  • Loans to customers: ~1.3 B€
  • Total funding: ~2.6 B€
  • RWAs: ~0.6 B€
  • Customers: ~100k
  • The scope includes assets and liabilities linked to the perimeter of the 48 branches held for sale; it does not include any central offices or semi-central units

HIGHLIGHTS OF THE TRANSACTION

  • Disposal for cash consideration
  • Expected transaction timeline:
  • o February 2023: closing and IT migration of branches

The business model involves vertical integration of production/distribution and selection of the Businesses on which to focus

Disposal of the merchant acquiring business

Deconsolidation will deliver major benefits in terms of RWA reduction and one-off capital upside, to be leveraged for core business growth

  1. One-off impact being quantified

  2. Pre-tax Group profitability, inclusive of intragroup funding to Group companies

Extraordinary transactions timeline defined, which will make it possible to re-focus the Group business model within the first 12-18 months of the Plan

EXPECTED TIMING

Agenda

A story of growth

A wider national outreach

Economic and financial targets

2022-2025 Business Plan pillars

Annexes

The Group's ambition at 2025: key economic/financial targets

Scenario with growth expectations despite uncertain environment; high inflation and steadily rising rates (with further potential upside)

KEY DYNAMICS

  • Growth expectations conditioned by the Russia-Ukraine conflict
  • Significant inflationary pressure but economy looks resilient
  • More restrictive monetary policies with consequent gradual increase in rates
  • Loans to households and businesses on an uptrend, despite revised expectations, with rates and spreads up significantly
  • Lower saving propensity, higher risk aversion and negative stock market contribution are conditioning the growth of indirect deposits and assets under management in the immediate term
  • Increased risk profile for businesses in 2022, returning to normal from 2023

Business Plan key metrics

2021
normalised1
2025
OPERATING INCOME 3,380 ~4,370
INCOME OPERATING COSTS (2,099) ~(2,530)
STATEMENT OTHER COSTS2 (173) ~(90)
(M€) LLPs (528) ~(590)
NET PROFIT 384 ~800
COST TO INCOME ~62% < 58%
COST OF RISK (bps) 67 ~60
KPIs GROSS NPE RATIO 4.9% ~ 3.6%
(%) ROTE n.s. > 10%
CET1 RATIO3 13.5% > 13%
PAYOUT ~ 20% 4 ~ 50%
  1. 2021 BPER stand-alone net profit calculated at assumed Tax Rate of 28% on gross profit of 580M€ and minority interests of 34M€. For one-off items, please see press release on the 2021 annual report

  2. Net profit at 2025 factors in 50 M€ worth of prudentially estimated provisions for contributions to banking system funds

Progression with significant results as early as from the first years of the plan

2021 normalised standalone

  1. 2022 CET 1 reflects upside from DTAs

ECONOMIC AND FINANCIAL TARGETS

Funding growth driven by increase in AuM/Life insurance; lending growth driven by the Group's new scale and growth in CIB

  1. 2021 proforma + impact expected from customer attrition

Gross NPE ratio stable at less than 4%: acceleration of de-risking thanks to bad loan & UTP disposal plan and NPE management activity

Disposal of UTP and bad loan collection platforms to a leading market player with concurrent transfer of non-performing loan portfolio

DEVELOPMENTAL GUIDELINES KEY NUMBERS
FASTER GROUP DERISKING PROCESS Disposal of NPE stock ~ 2.5 B€
THE TRANSACTION RWA reduction ~ 500 M€

Project started for disposal
of
UTP and bad loan collection
platforms to a leading market
player with concurrent sale
of non
Platform Disposal
UTP
UTP
+ Bad loan + UTP
performing loans
INVESTOR
Ptf disposal
Synergic
HC reduction ~ 120
management

Activation of multi-year servicing
Servicing of Stock +
BCM
of bad loans
Flows
and UTPs
contract
Gross NPE Ratio
CURRENT STATUS

Non-binding expressions of interest received from 4 leading players in the aim to close
the deal by the end of 2022 and complete the disposal in early 2023
>1.9 pp
4.9%
<3.0%
2021 2022 pro forma

ECONOMIC AND FINANCIAL TARGETS

Branch network downsizing by 29% and parallel development of alternative channels (digital banking, corporate banking centres, private banking centres, …)

KEY INITIATIVES

  • Closure / disposal of approx. 600 branches identified as:
  • o Non-performing
  • o Overlapping (proximity to another branch)
  • o Not located in highly attractive areas
  • Extension of «lean» branch models thanks to investments for the introduction of selftechnology (e.g. Advanced ATMs, self-guided cash-in and cash-out services, Remote Teller)
  • Multi-format strategy enhancement (Hub/Spoke model evolution)
  • Customer relationship gradually shifting to digital banking and other specialised channels (strengthening of private / corporate banking centres in the footprint areas)

Page│23

ECONOMIC AND FINANCIAL TARGETS

The identified efficiencies will free up approx. 3,300 resources, with the pool of management skills and competencies being enriched with new recruits from the market

• New ~ 800 HC manoeuvre, with ~ 240 HC already expensed and contractualised by Carige (in addition to the manoeuvre paid for in 2021 for ~1,700 expected exits2 )

• New manoeuvre one-off charges: ca. 140-150M€

Rounded off

  1. BPER 2021 PF stand alone incorporates additional costs arising from alignment of the employment contracts of former UBI/ISP employees

  2. Expected exit of ca. 1,700 employees including by using the Banking Industry Solidarity Fund; for more details, please see Press Release of 29/12/2021

Major increase in transformative investments and costs for Group growth and evolution (x3 prior plan)

  1. Project-related charges

Target payout levels significantly higher than in the past, while preserving strong capital solidity

Agenda

A story of growth

A wider national outreach

Economic and financial targets

2022-2025 Business Plan pillars

Annexes

«BPER e-volution» is structured around 5 transformative pillars supported by 3 crosscutting work streams

DE-RISKING AND CREDIT CONTROL

NEW INNOVATION MODEL

ESG INFUSION

Agenda

A story of growth

A wider national outreach

Economic and financial targets

2022-2025 Business Plan pillars

Evolution of the business model

Evolution of the technological platform and operating model

ESG infusion

Annexes

NATIONAL SCALE MULTI-SPECIALIST

Specialised organisational model rolled out in Q4 2021, with specialised Departments and channels to support the Group's key businesses

INITIATIVES

  • Evolution of the highly specialised organisational model (leveraging the newly acquired scale)
  • Creation of «Insurance Strategies» and «Corporate & Investment Banking» departments
  • New WM hub being finalised also by leveraging the assets acquired through the Carige transaction (Banca Cesare Ponti)

TRANSFORMATION INTO A FEE-BASED REVENUE MODEL

Over the last 5 years, Wealth Management has become an important growth engine for the BPER Group

~700M€ fees at 2021 (over 20% of the Group's total revenues and over 40% of commission income) + estimated 80M€ contributed by Carige

  • Major investments by the Group to make the WM segment distinctive (Management Team, service model specialisation, opening of private banking centres, network strengthening, investment center in Optima SIM…)
  • Acquisition of control of ARCA Sgr
  • On-boarding of private banking customers in Northern Italy after acquisition of former UBI Banca Business Unit

Affluent segment untapped potential of 40-45B€ in liquidity convertible into AuM+life insurance

Ambition to enhance Group WM&AM via Banca Cesare Ponti, enhanced as the Group's integrated specialised vehicle

  • leveraging on Banca Cesare Ponti
  • direct management of private banking customers and Group investment centre
  • remuneration / incentive policy focused on business growth
  • centralization of product intelligence for AuM development on all Group Customers service models

TRANSFORMATION INTO A FEE-BASED REVENUE MODEL

5 lines of growth for Group WM&AM to reach 2025 targets: approx. 100 B€ in AuM and 830 M€ in net commission income

Implementation of a bancassurance-dedicated structure and new business model

DEVELOPMENTAL GUIDELINES KEY NUMBERS

  • Set up of dedicated network of ~225 HC partly hired on the market and partly reskilled for redeployment via a training plan with an external insurance partner ✓ +170
  • Specialisation of the service model via enhancement of post-sales services and digitalisation of key products (non-life / health)
  • Evolution of processes, targeting approaches and industrialisation of customer contacts
  • Maximisation of commercial synergies with other banking products

Bancassurance sellers (#)

Non-life Bancassurance Premiums1 (M€)

Non-Life Bancassurance commissions1 (M€)

Strengthening of consumer credit via full centralisation of personal loan origination in Bibanca and digitalisation of the product proposition

• Full-scale centralisation of personal loan origination in Bibanca

  • Reinforced network of fifth-of-salary/pension backed loan agents
  • Digitalisation of products and expansion of product proposition, for self-guided and remote purchase of consumer credit and e-money products
  • Implementation of advanced scoring and analyticsbased underwriting models to increase consumer credit penetration among the Bank's customers
  • Termination of Carige's distribution agreement with Creditis is under consideration

New CIB service model for Group Large and Mid Corporate customer growth

  • Start-up of new CIB Department to intensify relationship management of currently underserved customer segments and operations ✓
  • Strengthening of structured finance desk / advisory by centralising competences ✓
  • Expansion of management team and targeted hiring plan (+20 professionals already hired)
  • Wider CIB coverage for medium /large businesses
  • Larger market share in Business Advisory, Capital Markets and Structured Finance, leveraging product cross-selling opportunities in a logic of maximisation of capital employed
  • Enhancement of collaboration with product factories (e.g. BPER Factor), including in line with the objectives of the NRRP
  • Renewal of digital platforms

2021 2025

Targeted actions identified to safeguard asset quality over time, focusing on the dissemination of a credit risk culture

  • GROWTH-ORIENTED CREDIT POLICIES
  • Upgrade credit policies, via:
  • o promotion of loans to sectors consistent with risk/return targets o closer integration with commercial action of customer segments o increased sectoral specialisation and introduction of a supply chain approach o stronger ESG framework, in line with market best practice

ENHANCED CREDIT MANAGEMENT MODEL

  • Review and specialisation of the Credit Department organisational structure
  • Development of data driven methodologies for credit origination and management
  • Streamline and digitalise origination and pre-approval processes
  • Increase efficiency of processes and tools in use
  • Stronger credit culture via dedicated Academies

PROACTIVE PROCESSES, OUTSOURCING AND DE-RISKING 3.

  • Develop a new early management system and make proactive management of higher risk positions more efficient
  • Dispose of BPER Credit Management and UTP debt collection platform with concurrent sale of non-performing loans for an amount of 2.5 B€
  • Implement a multi-year servicing agreement to maximise NPE workout

1.

2.

Agenda

A story of growth

A wider national outreach

Economic and financial targets

2022-2025 Business Plan pillars

Evolution of the business model

Evolution of the technological platform and operating model

ESG infusion

Annexes

IT to evolve with solutions consistent with enabling the transformation of the business model

adoption of open-banking and

market solutions

Conversion of 20-25% workload from legacy to open/cloud systems

MAIN LINES OF IT TRANSFORMATION

HYBRID CLOUD INFRASTRUCTURE

Rationalisation and modernisation of the data centres, journey to cloud and advanced cybersecurity solutions to improve service reliability and performance

Cloud scalability with 15-20% carbon footprint reduction in IT

CENTRALISED, AGILE IT GOVERNANCE

Centralise Group IT Governance, new vendor management strategies and definition of specific career paths to attract and retain digital talents

IT investment capacity more than doubled

INDUSTRIALISED INTEGRATION MODEL

Industrialised IT integration model to manage activities and higher level of technological capability to support extraordinary corporate transactions

Sizeable increase in IT investments, enabled by scale-up in size, management and skills of IT staff

New technological capabilities and digital service implementation strategies will reduce time to market with tangible results as early as from halfway through the plan

NON EXHAUSTIVE

SIMPLE, DIGITAL BANK

Stronger digital proposition developed around customer needs, gradual sales increase via the digital channel

Activation of a new «innovation» model as an accelerator of the Group's transformation and growth

4 areas of intervention identified to further develop and unite BPER human capital

Hiring of ca. 1,450 specialists with skills aligned with the new needs of the Business Plan (IT, Digital, Data, WM, ESG …)

PEOPLE AT THE CENTRE

Evolving workplace models

DEVELOPMENTAL GUIDELINES

  • Adoption of one design for all of the Group's HQs
  • Standardised technology to support hybrid work, ensuring a functional use of office space
  • Creation of a smart workplace, in line with ESG and sustainability objectives

MAIN BENEFITS

  • Strengthening the BPER brand positioning and foster a sense of corporate identity and belonging in the workforce
  • Improving the quality of working space and the well-being of employees with offices suitable for new ways of working (remote/agile work)
  • Enhancing the value of owned properties including in view of potential disposal
  • Reducing the costs and improving the efficiency of properties through consolidation (primarily in Modena and Milan)
  • Reducing the environmental impact, particularly in terms of Co2e emissions

Agenda

A story of growth

A wider national outreach

Economic and financial targets

2022-2025 Business Plan pillars

Evolution of the business model

Evolution of the technological platform and operating model

ESG infusion

Annexes

ESG INFUSION

The Business Plan has traced the Group's line of development in ESG to create longterm shared value

PROPOSITION

ENVIRONMENTAL

EXTERNAL TRANSITION

Driver for transition of businesses to low-carbon economy

INTERNAL TRANSITION

Reduction in Group emissions, with targets in line with the Paris Agreement ESG

SOCIAL

SOCIAL RESPONSIBILITY

  • Strong outreach to communities
  • Development of education and inclusion programmes for young people
  • Diversity & Inclusion at all company levels
  • Dissemination of internal and external ESG culture

GOVERNANCE

SUSTAINABLE LEADERSHIP

  • ESG Governance consolidation
  • Incorporation of ESG targets in remuneration schemes
  • Implementation of ESG criteria ensuring a «client-oriented» company approach
  • Higher ESG ratings

ESG INFUSION

Results achieved and recognised by the financial community

E
NVIRONMENTAL

Carbon footprint

tracking with
physical and
transition risk
analysis of loan
book and securities
portfolio*
Scenario

Analysis* of C&E1
physical and
Alliance and
TCFD2
transition risk
completed
Participation in the

+ 109% kWh
Net Zero Banking
generated by
photovoltaic
systems3 in 2021

Calculation of
science-based
emission
reduction targets
for 2030, in line
with the Paris
Agreement
S
OCIAL

First social bond
issuance for an
amount of 0.5 B€
(March 2021)

ESG training initiatives
for employees

Evolution of company
welfare

Platform of Welfare
services for Corporate
customers

D&I Policy review,
with a Bank
comprehensive vision
(BoD, BoSA, Top
management,
employees,
subsidiaries)

+ 128,000 young
people
involved in
positive social impact
projects in 2021
G
OVERNANCE

47%
share of women
in the BoD and 67% in
the Board of
Statutory Auditors

Stronger ESG
governance: Board
internal Sustainability
Committee;
managerial ESG
Committee;
dedicated function
(reporting to the BoD)

Implementation and
incorporation of an
Action Plan for C&E
risk management in
the operating model

Inclusion in the
MIB
ESG index on the
Euronext market of
Borsa Italiana

Publication of
Environmental,
Social and
Sustainability Bond
Framework

Official signatory
PRB4
of the
  1. Climate & Environmental

  2. Task Force on Climate-Related Financial Disclosures

  3. 3 new photovoltaic plants for total 1.2 Gwp were built in 2020-21

  4. Principles for Responsible Banking

(*) see Consolidated Non-Financial Statement 2021

ESG INFUSION

Concrete objectives and actions to be delivered with an ESG infusion approach to all Pillars of the strategic plan

E
NVIRONMENTAL

Risk Management
Framework with climate
factors

Intensification of green
lending and advisory
(sectors/supply chains,
NRRP, 110% superbonus,
green mortgage loans1
,)

Rationalising
the IT
architecture in a
sustainable perspective
(«Hybrid Cloud»,
datacenter)

Incorporation of ESG
criteria in the Company's
procurement choices
(MEC2
)

Implementation of the Net
Zero Banking Alliance

Encourage agile work and
life/work balance including
via the rationalisation of HQ
locations (new
workplace)

Reduction
of Group
emissions, with science
based targets in line with
the Paris Agreement
S
OCIAL

Increased lending to Non
Profit
Organisations

Accessibility
to D&I
products and services

Financial
education
activity
by young people for young
people
(in collaboration with
universities)

Loans of honour to
university students

D&I project

Partnership with national
organisations to
promote
social inclusion of the
weaker sections of
society
G
OVERNANCE

Monitoring of the C&E risk
management Action Plan
(ESG Compliance
Programme)

PRB
implementation

Incorporation of ESG
criteria in supplier
assessment

Inclusion of ESG targets in
remuneration policies

Redesigning the internal
Organisational Model to
define
ESG roles and
responsibilities
ESG
Upgrade of credit processes
with incorporation of ESG
factors

Expanding the proposition
of ESG investment
products

Rating of Corporate
customers through an ESG
score

Improved
ESG data and
indicators
collection/management
process
for Corporate
customers

Initiatives
in support
of
culture
and promotion of
art and museum heritage

Professional upskilling and
reskilling programmes
on
ESG issues

Increase ESG awareness
of all employees

Incorporation of ESG
criteria in the credit policy

Incorporation of ESG
criteria in the
banking/trading book
investment policy
  1. Mortgage loans on buildings in class A and B or renovated to improve energy efficiency

  2. Minimum Environmental Criteria (MEC), requirements for the purchasing process aimed at identifying the products /services that have a greener life cycle

Main financial targets

E
NVIRONMENTAL

Green lending
(sectors/supply chains, NRRP,
110% superbonus, )

Expanding the proposition
of
ESG investment products
and
ESG AuM1
>7 B€
ESG loans granted to
businesses over Plan period*
+25%
# ESG products and ESG
AuM stock
Group emission reduction2


Increasing the use of
renewable energy sources3
-23%
CO2 emissions in 2025*
100%
Electricity
from renewable sources from 2022
S
OCIAL

Sustaining activities in support
of communities and local
development

More financial education
programmes
15 M€
+400,000 people involved
over the Plan period

Diversity & Inclusion
project4

Disseminating ESG culture
via
professional upskilling/reskilling
programmes and ESG awareness
increase
25%
female managers
33%
female middle managers
+ managers

>50% employees trained in ESG;
100% employees with ESG
awareness
G
OVERNANCE
ESG targets in MBO5

and LTI
15%
ESG KPIs weight
Key ESG Ratings evolving to Best in class levels6
  1. Higher number of ESG products and ESG AuM on offer

  2. Science-Based Targets : 23% emission reduction by 2025 and 50% reduction by 2030 (as requested by NZBA)

  3. As early as from end-2022 100% of purchased electricity will derive from renewable sources

  4. Targets do not include ARCA Sgr

  5. Valid for 2022

  6. S&P ESG Evaluation, Moody's ESG Solutions, Standard Ethics Rating

(*) Included in the LTI plan; for key social projects, the positive impact generated will be considered

Conclusions

Clear strategic vision & size scale-up

1. Disposal of non-core
assets and capital release for the core
business
-2.8 B€ in RWAs
>500 M€ in capital to be used for the core business
2. Re-focus on high-value business
(CIB, Bancassurance, Wealth Management, Consumer Credit)
>30% contribution to Revenues1
3. Technological and operational evolution >500 M€ in IT investments
Cost income <58%
4. De-risking completion Gross NPE Ratio ~3.6%

Major increase in profitability and payout

ROTE > 10% and Payout target ~50%

Agenda

A story of growth

A wider national outreach

Economic and financial targets

2022-2025 Business Plan pillars

Annexes

Methodological Note

GENERAL NOTES KEY DEFINITIONS
CARIGE 2021 Internal reclassification
INCOME
STATEMENT
Reference is made to the reclassified income statement schedule
ROTE Calculated as net profit / [(tangible equity for prior year + tangible equity for the year) / 2]

Figures in the presentation
may not coincide with
TANGIBLE
EQUITY
Sum of valuation reserves (caption 120 + caption 125), Redeemable shares (caption 130), Reserves
(caption 150), Share premium (caption 160), Share capital (caption 170) -
Treasury shares (caption 180),
Consolidated profit net of dividend distributed (or approved) by the parent or consolidating company
(caption 200) -
Intangible assets (caption 100)
totals in the tables
because of roundings
OPERATING
COSTS
Staff costs, administrative expenses, depreciation and amortisation

CET1 ratio fully phased
OTHER
INCOME
Dividend, trading and other operating income/expense
throughout the document,
unless otherwise stated
BPER
NORMALISED
Stand-alone figures, net of one-offs
BPER 2021 PF
STAND-ALONE
Stand-alone figures, net of one-offs, with annualised contribution from former UBI/ISP business unit
BPER 2021 PF
COMBINED
BPER PF stand alone + Carige contribution + impact from deconsolidation

Financial targets were determined by taking into account the new reference scenario, the impacts of Business Plan projects and planned extraordinary transactions

BPER Gruppo 2021 CARIGE Nuovo perimetro Gruppo NormalizzazioneIntegrazione perimetro out Scenario inerziale/ evoluzio ne tassi Iniziativ e a piano ILLUSTRATIVE Normalisation 2021 BPER Group normalised Annualisation of former UBI/ISP contribution Inertial scenario/ interest rate evolution BPER 2021 Carige PF standalone Deconsolidation BPER 2021 PF combined BP initiatives Carige synergies BPER 2025 A B C D E F ACTIONS RATIONALE FOR THE DEFINITION OF TARGETS G

  • Normalisation of 2021 nonrecurring itemsone-offs») A
  • Annualisation of former UBI-ISP business unit contribution B
  • Carige supplementary contribution C
  • Extraordinary deconsolidation transactions (leasing, merchant acquiring, NPEs…) D
  • Scenario projection with updated macro-economic context and interest rate forecasts E
  • Upside from initiatives for growth set out in the Business Plan F
  • Add-on from Carige transaction synergies G

Highlights of balance sheet and structure

2021
normalised
2025
GROSS BANKING PRODUCT ~347 ~396
TOTAL FUNDING ~268 ~301
VOLUMES o.w. DIRECT FUNDING ~101 ~111
(B€) o.w. INDIRECT FUNDING ~166 ~190
TOTAL LOANS1 ~79 ~95
RWAs ~45 ~61
STRUCTURE WORKFORCE ~18,400 ~19,400
(#) BRANCHES 1,742 ~1,500

The trend of Net Interest Income reflects TLTRO exit strategy

Commissions on the rise thanks to balanced contribution of Business Plan projects

Operating costs affected by inflation forecasts and project investments; important upside from HR manoeuvre and projects contribution

Sensitivity to 100bps rate increase: ~250 M€ in higher NII; balance sheet structure more sensitive on the asset side

Institutional issuance plan of approx. 6B€ over the next 4 years, in line with TLTRO phase-out; liquidity ratios broadly in excess of regulatory targets

Income Statement, Balance Sheet and KPIs

Income statement (M€) 2021
norm.
2024 2025
Net Interest Income 1,505 ~1,920 ~1,950
Net commission income 1,642 ~2,125 ~2,180
Other income 233 ~245 ~245
Operating income 3,380 ~4,290 ~4,370
Operating costs (2,099) ~(2,570) ~(2,530)
Net operating income 1,281 ~1,715 ~1,840
LLPs (528) ~(635) ~(590)
Net Operating Income after
provisioning
753 ~1,080 ~1,250
Profit before tax 580 ~930 ~1,160
Net profit1 384 ~640 ~800
Balance Sheet (B€) 2021
norm.
2024 2025
Loans to customers ~79 ~93 ~95
Total direct funding ~101 ~112 ~111
Total indirect funding ~166 ~187 ~190
Indicators (%) 2021
norm.
2024 2025
RoTE n.s. ~8.9% >10%
C/I ratio ~62% ~60% <58%
Cost of risk
(bps)
67 ~68 ~60
Gross NPE ratio 4.9% ~3.7% ~3.6%
NPE coverage 60.4% ~47.4% ~50.9%
CET 1 ratio fully phased 13.5% >13% >13%
Dividend payout ~20% ~50% ~50%
  1. Normalised 2021 profit assuming Tax rate of 28%, and 34M€ in minorities. Net profit at 2024 factors in 112 M€ worth of provisions for contributions to banking system funds (50 M€ at 2025)

Contacts for Investors and Financial Analysts

Fabio Pelati

Head of Investor Relations

Via Aristotele, 195 – 41126 Modena – Italy

+39 059 2021396

[email protected]

Nicola Sponghi

Investor Relations

Via Aristotele, 195 – 41126 Modena – Italy

[email protected]

Alessandro Simonazzi

Head of Planning and Control

Via Aristotele, 195 – 41126 Modena – Italy

+39 059 2022014

[email protected]