Dovalue — Investor Presentation 2020

Jul 10, 2020

doValue

Company Presentation July 2020

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Company snapshot

doValue at a glance

Leading pure servicer of NPLs and REOs in Southern Europe

• The largest European "pure" and independent credit servicing and real estate platform with an asset light business model and limited balance sheet risk
• Complete offering: special servicing of performing loans, early arrear loans, non performing exposures (collections and restructuring), real estate servicing, master servicing and other ancillary services
• #1 player in the Italian, Spanish, Greek and Cypriot markets, with a growing presence in Portugal, with a combined NPL stock of over €300bn (banks only, excluding assets owned by credit investors) and more than €430bn NPE transactions in 2014-2019
• Wide and diversified customer base including both banks and investors with >70% of contracts (in terms of GBV) expiring beyond 2025
• Counter-cyclical features embedded in the business model and limited macro correlation given diversification of geographies, clients and products
• Listed on the Milan stock exchange since July 2017 with 27% currently controlled by funds managed by affiliates of Fortress/Softbank, 10% by Bain Capital and c.50% of free float

Strong growth and sustained profitability driven by acquisitions

^1. Pro forma, as of March 2020.

1. Defined as FCF / EBITDA. Free cash flow defined as Adjusted EBITDA – capex + accrual on share based incentive system payments – changes in net working capital – changes in other assets/liabilities – tax paid.

doValue's journey of growth and diversification

1. Pro forma for FPS acquisition as of 1Q20.

doValue is focused on high value activities in credit and REO management

Unique positioning in the industry as a provider of business services to banks and investors

Benefits of asset-light servicing model as opposed to debt purchasing/hybrid models

Capital light business: no purchase of assets and limited capex needs (mostly related to IT), resulting in >90% cash flow conversion in LTM Mar-20, and proven deleveraging capability

Simple revenue model: fixed and variable fees (on any collected amount), on the basis of long-term contracts with conditions decided at onset, supporting high earnings visibility

Ability to work with every bank and every credit/real estate investor: no conflict of interest since doValue does not invest in credit or real estate

Significant client, product and market diversification, while staying focused on some of the largest NPE markets in Europe and with the highest growth potentials

Simple accounting, with high EBITDA conversion in FCF and limited adjustments

FPS – Business & Transaction overview

Company & Transaction Snapshot

• FPS, active since 2014, was the first servicer in Greece with the largest market share based on GBV and the longest track record in the market
• Until 2019, FPS operated on a smaller perimeter as compared with the transaction perimeter and with a different intra-Group SLA
  • Post transaction: new SLA/fee structure, larger servicing perimeter (€26.5bn), staff to reach approximately 900 FTEs
  • Combined with doValue Hellas, doValue will manage a portfolio of assets in Greece with a GBV of over €28bn
• Transaction, closed in June 2020, envisaged the acquisition of a 80% stake for an upfront purchase price of €211m (€264m implied 100% valuation) all-debt funded via underwriting banks
  • Call option on residual portion to be exercised post 2024
  • €40m earn-out (€50m implied 100%) based on achievement of EBITDA targets over the course of a 10-year business plan
  • Any earn-out payment due not before 2024, based on significant outperformance of current business plan EBITDA
• Acquisition of a minority portion of the mezzanine and junior notes of the Cairo securitisation, for a limited cash-out in line with stated co-investment strategy (€15m)

Fully Fledged Product Offering

Unique product offering with a broad customer base and multichannel infrastructure

New Capabilities to Complete the Servicing Offering

REO a

Leveraging Altamira's experience and expertise will enable FPS to develop Real Estate asset management and asset commercialisation capabilities and offering

Expanded Underwriting & Advisory services

Provision of due diligence and advisory services along the entire investment cycle (from acquisition to ownership and disposal)

Future development of REO and underwriting services

FPS adds the missing pillar to doValue's Southern European Leadership

Leader in the most attractive servicing markets in Europe

1. 1Q20 reported data.

2. Based on combined market share for Portugal and Spain. doValue is #1 in Spain and top 5 in Portugal. 3. Including the FPS acquisition.

Main areas of business impacted by COVID-19

Sector developments

• NPE production: positive impact on servicing industry (higher NPE production due to rising default rates)
• Legal/court system: closure of courts, auctions, public notaries reduced new judicial activity in April and part of May. However:
  • Judges also work remotely (e.g. Processo Telematico, applicable to a minority of cases)
  • Cash already sitting in the courts distributed faster than usual, in line with pre COVID-19 expectations
  • Courts re-opened progressively in Italy from 12 May 2020 and in Spain soon thereafter
• Extra judicial: activity continued from remote but collections postponed due to incentive of borrowers to delay agreements (lower legal pressure during courts shutdown)
• Spain: collections on RE are carried out not only through courts but primarily through website and RE brokers. The activities of RE brokers have been impacted by lockdown until mid May

COVID-19 Impact & mitigation measures

• Operational effectiveness via remote working in all markets, adjusting credit management strategies
• Limited impact on 1Q20 collections despite legal courts, public notaries and land registry closed since March
• Data and Ancillary Services more stable because less linked to collections
• Strong liquidity profile, due to cash generative nature of the business, cash at hand and credit lines
• doValue investor/client base now stronger with the inclusion of NPL investor Bain Capital, already a client, and awarding doValue a new €2.6bn servicing mandate in Greece on 2 July 2020

Underlying resilience

• €3.3bn new servicing mandates from investors won YTD: €0.7bn in Spain and €2.6bn in Greece, above Business Plan expectations
• Growth in forward flow agreements (long term exclusivity agreements with banking clients for automatic transfer of newly generated NPLs): €1.3bn in 1Q20 as compared with €0.4bn in 1Q19
• Base fees covering an increasing proportion of revenues, 37% in 1Q20 (similar proportion throughout 2020) vs 17% in 1Q19
• Cost reduction measures in place, with HR variable cost down to 4% of HR cost in 1Q20 from 14% in FY19

Market overview

Macro scenario expected to create new opportunities for servicers

Deteriorating macroeconomic scenario offering significant source of growth for doValue

1. IMF elaboration.

2. PwC: The Italian NPL market. Ready to face the crisis, June 2020.

3. Courtesy J.P. Morgan Chase & Co., J.P. Morgan's Greek Banks, Copyright 2020.

Highlights of doValue equity story

A leading player in the largest and most attractive NPL markets in Europe 1

doValue leads the markets with highest volume of NPE transactions, largest stock of remaining bank NPLs and higher NPL ratios

Source: EBA Risk Dashboard (data as of December 2019).

1. PwC analysis on Bank of Italy "Banche e Istituzioni Finanziarie: condizioni e rischiosità del credito per settori e territori", March 2020.

2. Data does not include bad bank SAREB, and REO assets, both categories representing additional servicing market potential.

3. Deloitte, "Deleveraging Europe", October 2019.

Attractive industry fundamentals with high barriers to entry 2

• No indication of possible material regulatory changes in Italy, Spain or Greece affecting our business model
• Track record of meeting KPIs and underwriting business plans during the previous cycles, managing the effect of macro cycles on collections

Resilient performance across economic cycles, with trends in collections and new servicing agreements typically balancing each other

Independent one-stop-shop servicer with limited balance sheet exposure 3

Products Debt purchasing doValue is a pure NPL / REO servicer with high level of specialization, integrating activities including real estate management, commercial information and legal activities Real estate development with capabilities to perform feasibility analysis Value creation versus assets liquidation Property management of real estate assets Multi-client portfolio management capabilities Sale of RE assets through internal specialists and a broker network State-of-the-art and innovative digital platform REO commercialisation RE development Property management Re-performing Early actions on pre-NPE early arrears (<90 days past due) Amicable agreements to bring position to performing Credit management and loan restructuring Due diligence Master servicing & Securitization Integrated loan management servicing process, restructuring (UTP) and liquidation (NPL) Combination of workout and legal strategies Support in acquisition / disposal processes of loan portfolios and dialogue with rating agencies doValue as Master Servicer for securitizations Structuring, including SPV incorporation, loan transfer, rating process and securities distribution Legal Services Monitoring judicial activity Support legal services Data Management NPL business info Data quality management Value proposition doValue operations No principal investments in NPLs with limited balance sheet exposure to capital losses Only limited co-investment strategy¹ 1. Co-investment activity represented 0.1% of LTM revenues as of 1Q20.

Highly diversified business across clients and geographies… 4

Proven ability to compete in the market and win new clients year after year

Strong historical financial performance 5

1. Excluding Non recurring items. 2. Defined as FCF / EBITDA.

Long-term contracts and recurring revenues streams 5

FORWARD FLOW AGREEMENT FORWARD FLOW AGREEMENT GACS projects	Weight on 2022 EBITDA c.6%  €24bn  Recently renewed Haya contract to 2022 represents a pricing benchmark €6bn  NPLs and REOs beginning 2017  NPLs and UTPs €6bn1 Stock until run-off   NPLs and REOs €14bn  Stock agreement until 2026 + 4yrs
	NPLs and REOs  €27bn  Major NPL investor
	€23bn  NPLs - entire life of the SPV
Other clients	€29bn NPLs - entire life of the SPV 
FORWARD FLOW AGREEMENT Cyprus	 7y NPLs and REOs €4bn  Stock until run-off
FORWARD FLOW AGREEMENT	€10bn  14y NPLs & early arrears + remaining stock
Greek securitizations2	 NPLs

FPS

1. Excluding Fino and Prisma. 2. Includes Pimco, Intrum and other investors.

Andrea Mangoni, CEO

6

• Joined doValue in 2016 as CEO
• Previously MD of Fincantieri and Chairman and CEO of Sorgenia
• Group CFO at Telecom Italia, Operating Chairman of Telecom Italia Sparkle and CEO of TIM Brazil
• CEO at Acea

Andrea Giovanelli, Head of UTP & Banking

• 25 years in Industry
• Previously Head of Debt Advisory Services at Deloitte Financial Advisory, Pillarstone, UniCredit

Julian Navarro, Altamira CEO

• 40 years in Industry

• Leading Altamira since its creation in 2014
• Previously at Citi and PSA Spain

Sara Elisabetta Paoni, General Counsel

• Previously UniCredit Head of NPL Management Legal
• Before at Grimaldi e Associati and Gianni, Origoni, Grippo, Cappelli & Partners Law office

Manuela Franchi, CFO

• Joined doValue in August 2016 as Head of IR, M&A and Finance. CFO since 2018
• Previously Investment Banking Italian Coverage team at Bank of America Merrill Lynch, Investment Banking Telecommunication, Media & Technology team at Goldman Sachs

Carlo Vernuccio, Chief NPL Servicing Officer

• 20 years in Industry
• Previously CEO of Italfondiario, Corporate manager of the loan collection service of the BNL BNP Paribas Group

Theodore Kalantonis, Executive Chairman of the Board of Directors of doValue Greece S.A.

• 30 years in Industry
• Previously Deputy CEO, Troubled Asset Group at Eurobank Ergasias SA and Chairman of BoD, Eurobank FPS
• Held managerial positions at Eurobank Cards SA, Mortgage Lending, Alpha Bank, American Express Bank

Historical financials and financial policy

Large GBV under management and resilient revenues

GBV evolution 2017A-LTM Mar-20PF

Gross revenues evolution 2017A-LTM Mar-20PF

€m

Commentary

• GBV growth over 1Q20 benefits from the award of an investor portfolio in Spain (+0.7bn GBV)
• Strong 1Q20 performance also reflects inflows from forward flow agreements at €1.3bn (>3x vs 1Q19) with 1Q20 Collections (only under forward flow agreements) at €0.9bn vs €0.4bn in 1Q19 reported
• PF for FPS, GBV rises to €161bn in 1Q20, further improving product, client and market diversification
• 2019 new mandates included inflows from flow agreements, new banking clients in Italy and new investor clients in Spain and Greece

Commentary

• Significant growth in base fees to 37% of total reported 1Q20PF revenues (from 17% in FY19 reported)
• Average base and variable fees unchanged over 1Q20, and expected to stay resilient
• 1Q20PF revenues at €603m discounting a limited initial impact of COVID-19 lockdown, mostly in REO sales, while NPL proving more resilient

Fee structure highlights and focus on operating expenses

31 9 44 40 9 6 84 54 1Q19 1Q20 Base Fees Variable Fees Other Revenues 73 50 11 4 84 54 1Q19 1Q20 Net Revenues Outsourcing Fees 12% 13% 87% 92% 8% 52% 37% 11% 17% 73% 11% Gross revenues breakdown Commentary €bn

26 38 3 6 1 1 4 10 35 55 1Q19 1Q20 HR IT Real Estate SG&A EBITDA Margin Ex NRI 1 30% 23% EBITDA margin up by 6% as compared with 1Q19 ex one-off indemnity fees (EBITDA margin at 17%) €m

• Base fees increasing as a proportion of total revenues at 37%, providing a hedge to current scenario
  • Higher exposure to markets ex Italy, with above average base fees
• Ancillary revenues add to overall revenue resiliency, as Master Servicing and Due Diligence activities not impacted by COVID-19
• Outsourcing fees higher in absolute terms due to consolidation of Altamira Asset Management and linked to REO services, but lower as a proportion of pro forma revenues from 14% to 13%

Operating expenses ex NRI¹ Commentary

• Growth in overall cost due to larger perimeter given consolidation of Altamira Asset Management
• Total Operating Expenses include €1.3m Non Recurring Items, related to the closing of the acquisition of Altamira (deferred one-off compensation to management)
• Reduction in variable HR cost, from 14% of total HR cost in YE19 to 4% in 1Q20, as a result of cost saving measures put in place as a response to COVID-19
• Reduced IT management cost, lower office use, use of governmental HR cost support, reduction of outsourcing fees

Improving EBITDA margins and flexible cost structure

Commentary

• Continued expansion in EBITDA margins from 33% in 2017 to 41% in 1Q20PF for the FPS acquisition
• Organic (ex one-off indemnity fees) EBITDA margin expansion continuing in 1Q20 despite COVID-19 impact (from 17% in 1Q19 to 23% in 1Q20 reported)
• €245m EBITDA 1Q20PF for the FPS acquisition, with increased downside protection in 2020-2021 via revised acquisition terms (increased base fees)
• Strong across-the-board cost cutting initiative to address COVID-19:
  • HR variable cost down to 4% of total HR cost in 1Q20 actuals
  • IT, Real Estate and SG&A cost reduction due to remote work
  • Furlough and HR gov't support measures to benefit P&L from 2Q20 onwards

Financial policy and expected outlook

Leverage Targets	Maximum net leverage of 3.0x Net Debt / EBITDA with objective to remain a c.2x in the medium  term, as publicly stated to the market  Strong cash flow generation leads to clear and consistent deleveraging
Dividend Policy	Company decided not to pay dividends of c.€50m in 2020, based on 2019 earnings, to preserve a  strong financial profile and liquidity  Going forward, minimum 65% dividend pay-out out of reported net income of the Group is confirmed in line with public communication to the market but would be carefully utilized in the context of COVID-19 impact
M&A strategy	 Company does not expect other relevant M&A transactions but keeps monitoring the market environment for potential opportunities, whilst remaining in line with its leverage target
Hedging	Senior Credit Facility currently hedged 75% to fixed   No foreign currency hedging required as 100% Euro business
Liquidity	€75m undrawn bilateral credit lines1 (of which €25m at Altamira level) to address potential working  capital/capex needs notwithstanding the strong cash flow generation
Current trading update	Business expected to experience a short term increase in leverage due to COVID-19, but the Company  is committed to restore more conservative levels as quickly as possible  Collections (excl. FPS) in 1H20 to be at €1.4-1.5bn vs. €930m in 1H19  Gross Revenues between €150-170m in 1H20 as compared to €112m in 1H19, while PF gross revenues (incl. AAM and FPS) fell to €200-220m in 1H20 from €313m in 1H19 EBITDA excl. NRI between €33-38m in 1H20 while €39m was recorded in 1H19. PF EBITDA excl. NRI  also decreasing in 1H20 due to COVID-19 to €62-66m from €127m in 1H19

Appendix Other supporting materials

Solid and growing cash position to navigate current environment

• Liquidity profile of the company is strong and adequate to the current situation, thanks to the cash generative nature of the business and available resources in the form of cash and credit lines
• Recent liquidity update: credit lines increased from €50m to €75m in July 2020¹

No liquidity stress even under the most conservative scenarios

• 1. Undrawn, committed credit lines. 5 facilities for a total of €75m available (pro forma for the entry into of a €25m new local credit line to be signed on or about July 10, 2020).

• Next twelve months debt scheduling repayments, comprised of two instalments worth each 10% of the total 5Y Senior Facility Agreement entered into in June 2019 to fund the acquisition of Altamira Asset Management, including interest.

Limited impact from capex and change in NWC

Working capital evolution 2018A-LTM Mar-20

Commentary

• Very limited capex needs driven by doValue's business model as a pure servicer, historically comprised around 3% of gross revenues
• Capex are mainly represented by investments in new IT platforms, increase in 1Q20 as expected, due to planned IT infrastructure investments and platform migration project
• FPS acquisition set to create capex efficiencies, given overlap of IT systems usage

Commentary

• Including Altamira NWC position is progressively being improved as more investor portfolio's are on-boarded, due to SPV-level waterfall mechanisms
  • Positive NWC trend in 1Q20 results, with +€8m cash flow from reduced receivables/higher payables
  • Lower Net WC needs at FPS to drive a further improvement in Group NWC as proportion of revenues

Adjusted EBITDA reconciliation

	(€m)	Consolidated income	Reclassified income statement of FPS	PF Contribution of Altamira for 2Q19	Refinancing of Altamira's indebtedness and FPS's earn-out	FPS SLA, Cairo 3 SLA and other FPS ancillary transactions1		PF consolidated statement of comprehensive income
	PF Operating EBITDA	118	6	24	8	67		223
A	Corporate restructuring and reorganization costs	10	-	-	-	Including1:	-	10
	Provisions for risks and charges	1	0.4	3	-	- c.€79m FPS SLA effect - c.€12m Cairo 3 SLA effect - c.(€10m) BSSA effect	-	5
B	DTA conversion costs	2	-	-	-	- c.(€12m) HR carve-out - c.(€2m) eliminations	-	2
C	Other operating (expense)/income	0.4	-	0.1	-		-	0.5
D	Interest on trade receivables	0.6	-	-	-		-	0.6
E	Financial sales commission	0.1	-	-	-		-	0.1
F	Other revenue	(0.9)	-	-	-		-	(0.9)
	PF Adjusted EBITDA	131	6	27	8		67	239
	One-off integration projects	4	-	0.6	-		-	5
	Altamira Acquisition costs	9	-	-	(8)		-	1
	PF Adjusted EBITDA Excl. NRI	144	6	28	-	67		245

Corporate restructuring and reorganization costs represents the cost for early retirement incentives and severances in the context of internal restructuring, including of both doValue and Altamira

Costs incurred to obtain certain tax benefits by converting Deferred Tax Assets in Tax Credit based as allowed by Legislative Decree 59 of 3 May 2016

Other operating (expenses)/income represents trade receivable and write-offs

Interest on trade receivables represents net interest income on asset back security investments and net interest income on financial assets

Financial sales commissions represents sales commission considered as operating income as strictly related to the Issuer's operating activities

Other revenue represents gains on acquired trade receivables and litigation reimbursements

1. The adjustment includes the economic impact of the following connected with the FPS acquisition: (i) agreement of new servicing fees to be paid under the Cairo 3 SLA; (ii) entry into new FPS SLA; (iii) entry into the BSSA (Business Support Services Agreement); and (iv) agreement to transfer certain personnel from the FPS Seller to FPS. Moreover the column captures the elimination of certain non recurring revenues and costs associated with the FPS acquisition.

A

B C D

E F